2022
Annual Report
For the Year Ended 30 June 2022
ASX:TMZ | OTCQB:TMZRF
thomsonresources.com.au
Contents
Chairman’s Letter
2
Review of Operations
4
Schedule of Tenements
30
Directors’ Report
32
Consolidated Statement of Comprehensive Income
43
Consolidated Statement of Financial Position
44
Consolidated Statement of Cash Flows
45
Consolidated Statement of Changes in Equity
46
Notes to the Consolidated Financial Statements
47
Directors’ Declaration
69
Independent Auditor’s Report
70
ASX Additional Information
74
BOARD OF DIRECTORS
David Williams
Executive Chairman
Richard Willson
Non-Executive Director
Eoin Rothery
Technical Director
COMPANY SECRETARY
Richard Willson
PRINCIPAL AND REGISTERED OFFICE
Level 1, 80 Chandos Street
St Leonards, NSW 2065
T:
+61 2 9906 6225
E: info@thomsonresources.com.au
W: www.thomsonresources.com.au
ASX SHARE REGISTER
Boardroom Pty Limited
GPO Box 3993, Sydney, NSW 2001
T:
+61 2 9290 9600
W: www. boardroomlimited.com.au
SECURITIES EXCHANGE LISTING
Australian Securities Exchange
ASX Code: TMZ
OTC Markets
OTCQB: TMZRF
AUDITOR
BDJ Partners
Level 8, 124 Walker Street
North Sydney, NSW 2060
Corporate
Directory
Well, what an action packed year the 2021/2022
Financial Year has been for Thomson Resources.
We kicked off in late 2020 with developing the
silver focused New England Fold Belt Hub &
Spoke Strategy – signing up the acquisition
agreements and largely completing them
during 2020/21. There was a lot of news flow
through 2020/21 coupled with the active
programs in the Lachlan Fold Belt and
Chillagoe projects.
So what then lay before us for 2021/22? As I
noted in last year’s Chairman letter – “we are
actually only now at the starting line of the
5,000 metre race. Our spikes are sharpened
and we are ready to run – this time, chasing
the Silver medal.”
With the smooth passage through the
development and publication of our first Mineral
Resource Estimate under JORC 2012 Code
(“MRE”) for the Conrad deposit, largely due to
the good work sitting behind the previously
published Resources for Conrad, we were
expecting to move through the other deposits
at a similar pace. However, this was not to be
as the work sitting behind the other deposits
was not of the same quality. There were a
number of gaps, particularly with metallurgical
analysis, but more importantly in the quality of
the historic information which then required
a lot more work to be undertaken in order to
have confidence in the information we were
providing to the resource geoscientists who
were undertaking the MREs. This was a huge
exercise and took time, but left us with a much
better understanding of each deposit and with
confidence in the information we were using
for the MREs.
We started to see the fruits of our labour in the
second half of this Financial Year and in the end
we have produced seven new MREs in less than
twelve months – an outstanding effort.
Our target at the outset was to have aggregate
reources available to a central processing facility
of at least 100 Mozs silver equivalent, in order
to provide the necessary scale for the Hub and
Spoke Strategy. Whilst we knew the Resource
Estimates already published by other operators
aggregated at least that target, we wanted to
see that with our own MREs. We are now well
advanced in this exercise with the aggregate
of the Thomson MREs for Conrad, Webb, Silver
Spur, Twin Hills, Mt Gunyan, Staruss and Kylo
deposits aggregating 22.8 Mt at 119 g/t AgEq
for a total resource base of 87.1 Moz of AgEq (for
full details see ASX Release dated 22 June 2022).
We are now confident that once we finish the
Thomson updated polymetallic MREs for the
rest of the Mt Carrington Project deposits, that
target we set ourselves will be well exceeded.
We also undertook new work with a 37.8 line km
Dipole-Dipole Induced Polarisation geophysics
survey focused on a 4.3 km long section of
the NNW trending Stokes Fault corridor that
encompasses the Silver Spur and Twin Hills
deposits. Additionally, we started our first
drilling program at these projects with
drilling at Silver Spur.
One of the other key developments during the
Financial Year was the renegotiation of the Earn-
in Agreement with White Rock Minerals for the
Mt Carington project. Under the original earn-in
terms, it became clear to us that to pursue a
small gold processing plant approach at
Chairman’s
Letter
David Williams
Executive Chairman
2 | THOMSON RESOURCES
We started to see the fruits
of our labour in the second
half of this Financial Year
and in the end we have
produced seven new MREs
in less than twelve months
– an outstanding effort.
Mt Carrington was sub optimal as there was
a much bigger picture in the form of the
polymetallic potential and its fit in our Hub and
Spoke Strategy.
The earn-in is now focused on the bigger
polymetallic resources picture and how that
might fit into our centralised processing
pathway. This is important as there are
significant resources and potential to increase
those resources, sitting within the Mt Carrington
project which, will make the Hub and Spoke
Strategy more robust. However, there have
been a number of challenges which we have
faced, apart from where the price of silver has
been going. The main challenge has been
from the rain. We have now been through
two consecutive La Nina weather events and
there is a forecast of a third. This has resulted
in unprecedent rainfall over the New England
Fold Belt Hub & Spoke project area. With very
high on site water inventories at both Texas and
Mt Carrington when we took over those sites,
managing the water in structures on the sites
has been challenging and continues to be so.
However, our teams at both sites have been
fantastic, putting in extraordinary efforts to
manage this and I would like to personally
thank them on behalf of all shareholders
for those efforts.
This rainfall has also impacted our exploration
efforts at Texas/Silver Spur as well as in the
Lachlan Fold Belt due to the sodden ground,
and consequently we completed nowhere near
what we had intended with drilling at both
project areas. Hopefully that is it for the rain for
a bit and the ground can dry out and we can
get back drilling when we are ready. Having
said that, our truncated programs at Bygoo
Tin Project and at Silver Spur have produced
some great results.
There is much ahead of us in the 2022/23
Financial Year. Our focus remains firmly and
primarily the New England Fold Belt Hub and
Spoke Strategy. We look forward to bringing
to you the central processing pathway study
outcome in the first half of 2022/23 Financial
Year along with continued drilling.
In the case of all our other projects we continue
to review their fit within the Company going
forward and what provides the best value
for shareholders. We will start making some
decisions on this during the early part of the
2022/23 Financial Year.
This current Financial Year has also seen the
Company transition further away from a junior
explorer to a minerals developer and from the
tight Board led team heavily reliant on external
consultants to having our own workforce. We
have been very lucky to attract some very
talented people and we are building a strong
team, as we continue down the development
pathway. I would like to thank each and every
one of them, past and present, for their efforts
and continued support of the Company.
Finally, I would like to thank my fellow Directors,
Eoin and Richard, for their continuing efforts
as we transform Thomson Resource to being a
minerals developer and to you, the shareholders,
for your continuing support and patience.
David Williams
Executive Chairman
2022 ANNUAL REPORT | 3
Review of
Operations
NEW ENGLAND
FOLD BELT HUB & SPOKE
Thomson Resources’ primary focus is its
aggressive “New England Fold Belt Hub and
Spoke” consolidation and development strategy
in NSW and Queensland border region.
The strategy has been designed and executed
in order to create a large precious, base and
technology metal (silver, gold, zinc, copper, lead,
tin) resource hub that will be developed and
centrally processed.
The key projects underpinning this strategy have
been strategically and aggressively acquired by
Thomson in 2020/21. These projects include the
Webbs and Conrad Silver Projects, Texas District
Silver Project, and the earn-in agreement on
the Mt Carrington Silver-Gold Project.
Thomson has targeted, in
aggregate, a mineral inventory
available to a central processing
facility equating to 100 million
ounces of silver equivalent within
the New England Fold Belt portfolio.
The Company is well underway to achieving this
target with current combined Mineral Resource
Estimates (MREs) defined by Thomson of 87.1
Moz silver equivalent at 119 g/t AgEq for the Texas
District, Conrad, Webbs projects and Strauss/
Kylo deposits at Mt Carrington. The centralised
processing pathway for these projects is also
now well advanced.
4 | THOMSON RESOURCES
TEXAS SILVER DISTRICT
The Texas District is a key project in Thomson’s
New England Fold Belt (NEFB) Hub and Spoke
central processing strategy, where Thomson
has the objective of bringing together a
series of deposits that can feed a central
processing facility. During the reporting period,
the Company published JORC 2012 Mineral
Resource Estimates (MREs) for the Silver Spur,
Twin Hills and Mt Gunyan deposits for an
aggregate of 19.5 Moz AgEq at 54 g/t AgEq.
Thomson completed the acquisition of both
the Texas Silver Mine project and the Silver Spur
Mine project during the Reporting Period.
The Texas Silver Mine project acquisition
included all permitted mine infrastructure, mine
and exploration leases, JORC 2012 silver – gold
resources, connection to state power grid, and
with approx. A$3.3M existing rehabilitation
bonds for the mine leases replaced.1 EPMs to the
north and east of the Texas silver mine project,
which Thomson had applied for in the previous
reporting period, were granted.
Figure 1 – New England Fold Belt Hub & Spoke
1. ASX Announcement 18 August 2021 – Texas Silver Project Acquisition Completed
2022 ANNUAL REPORT | 5
Figure 2 – Thomson Texas Silver Project leases exploration licence applications
6 | THOMSON RESOURCES
Mineral Resource Estimate
During the reporting period, the Company
published the Texas Silver District MREs, which
incorporates the Twin Hills, Mt Gunyan and Silver
Spur deposits, reported in accordance with the
2012 edition of the JORC Code (JORC 2012).2
The Texas District is considered to be a large,
under explored silver polymetallic (Zn, Pb, Cu)
district with a total recorded historic silver
production of 4.2 Moz silver7,8,9, as well as small-
scale high-grade base metal production.
Thomson’s Texas District MRE’s aggregate 16.2
million ounces of silver, 18,500 tonnes of zinc,
10,500 tonnes of lead, 600 tonnes of copper for a
District total Indicated and Inferred resource of
19.5 Moz AgEq* at 54 g/t AgEq.
Table 1 – Mineral Resource Estimate for the Texas District Deposits Twin Hills, Mt Gunyan and Silver Spur
Texas District
Deposits
Grade
Contained Metal
Tonnes
(Mt)
AgEq
(g/t)
Ag
(g/t)
Au
(g/t)
Zn
(%)
Pb
(%)
Cu
(%)
AgEq
(Moz)
Ag
(Moz)
Au
(koz)
Zn
(kt)
Pb
(kt)
Cu
(kt)
Twin Hills
Indicated
4.43
55
51
0.06
-
-
-
7.8
7.3
9
-
-
-
Inferred
1.67
45
42
0.05
-
-
-
2.4
2.2
3
-
-
-
Sub total
6.10
52
48
0.06
-
-
-
10.3
9.5
11
-
-
-
Mt Gunyan
Indicated
2.40
43
40
0.03
0.11
0.10
-
3.3
3.1
3
2.6
2.4
-
Inferred
2.09
39
36
0.04
0.12
0.17
-
2.6
2.4
3
2.4
3.6
-
Sub total
4.5
41
38
0.04
0.11
0.13
-
5.9
5.5
5
5.0
5.9
-
Silver Spur
Indicated
0.19
184
65
0.06
2.40
0.92
0.09
1.1
0.4
<1
4.6
1.8
0.2
Inferred
0.47
145
50
0.06
1.88
0.59
0.09
2.2
0.8
<1
8.9
2.8
0.4
Sub total
0.66
156
54
0.06
2.03
0.69
0.09
3.3
1.2
<1
13.5
4.6
0.6
Total
Indicated
7.02
54
48
0.05
0.10
0.06
0.00
12.2
10.8
12
7.2
4.2
0.2
Total Inferred
4.23
53
40
0.04
0.27
0.15
0.01
7.2
5.4
6
11.3
6.4
0.4
Texas District
Total
11.26
54
45
0.04
0.16
0.09
0.01
19.5
16.2
16
18.5
10.5
0.6
Twin Hills, Mt Gunyan and Silver Spur MREs are reported at 25 g/t
Ag equivalent (AgEq) cut-off and reported above 100m below pit
or 150m below surface for Twin Hills, 150m below surface for Mt
Gunyan and 200m below surface for Silver Spur. The AgEq formula
used the following metallurgical recoveries: Twin Hills Ag 78%, Au
77% ; Mt Gunyan oxide Ag 89%, Au 78%, Zn 12%; Mt Gunyan sulphide
Ag 78%, Au 77%, Zn 16%; Silver Spur Oxide Ag 91%, Zn 20% Silver
Spur Sulphide Ag 69%, Zn 93%, Pb 64%, AgEq was calcuated using
the following formulas: Twin Hills (AgEq) = Ag ppm + 65.22*Au g/t,
Mt Gunyan Oxide AgEq = Ag (g/t) + 57.91 * Au (g/t) + 4.49 *Zn(%), Mt
Gunyan Sulphide AgEq = Ag (g/t) + 65.22 * Au (g/t) + 6.84 * Zn(%),
Silver Spur Oxide AgEq = Ag (g/t) + 7.3 * Zn(%), Silver Spur Sulphide
AgEq = Ag (g/t) + 44.92 * Zn(%) + 22.67* Pb(%) based on metal prices
and metal reocveries into concentrate. * TMZ: ASX Release
1 March 2022.
Silver equivalent (AgEq) grades and ounces are shown in this table
for consistency with the larger tablelands projects Hub and Spoke
resource base.
In the Company’s opinion, the metals included in each metal
equivalent calculation have a reasonable potential to be
recovered and sold. Totals may not add up due to rounding.
2. ASX Announcement 1 March 2022 – 19.5 Moz Silver Equivalent MRE for Texas Silver District
2022 ANNUAL REPORT | 7
Figure 3 – Location of the Mt Gunyan, Twin Hills and Silver Spur Deposits, Texas Silver-Gold Base Metal District
8 | THOMSON RESOURCES
Texas District Exploration Priorities
Twin Hills new MRE block modelling highlights
that the resource is open at depth in several
areas where step out drilling could quickly
expand the mineralisation. This is most evident
to the north where higher-grade mineralisation
is open at relatively shallow depths and not drill
tested below approximately 60 m from surface.
Higher-grade silver mineralisation is also open
to depth under the core of the deposit where
interpreted “feeder structures” represent an
attractive target for higher grade mineralisation.
Silver Spur’s new MRE, as currently defined,
is a modest size, however, the mineralisation
remains under drilled with the high-grade silver
– zinc mineralisation historically mined at the
deposit, a priority drill target for Thomson. The
new block model highlights that mineralisation
is open at depth requiring further drill testing to
determine the full depth extent of the deposit.
Additionally, the block model highlights that the
high-grade silver-zinc Stokes mineralisation is
open to the north, and this represents a priority
drill target that could potentially expand the
resource size.
Near surface oxide mineralisation has been
outlined by previous drilling at Silver Spur North,
100 m to the north of the Silver Spur Mine.
The drilling for this area was predominantly
open hole percussion/RC and could not be
substantiated for use in the MRE. This area
requires further drill testing and remains an
attractive exploration target.
Texas Silver IP Geophysics and
District Scale Exploration Program
During the reporting period the Company
completed a 37.8 line-km Dipole-Dipole Induced
Polarisation (DDIP) geophysics survey, which
focused on a 4.3 km long section of the NNW
trending Stokes Fault corridor that encompasses
the Silver Spur and Twin Hills silver deposits.
The DDIP Survey has highlighted 7 clusters
of strongly anomalous previously undrilled
chargeability anomalies in structurally
and stratigraphic permissive settings with
geophysical signatures similar to the Silver Spur
and Twin Hills deposits (Figure 4).3
The DDIP program is an initial step in a new
district-scale systematic exploration program
that the Company is undertaking at its
100% owned Texas silver project in southern
Queensland. Thomson views Texas as a large
under explored silver base metal district. The
results of the DDIP survey support the view
that the district is prospective for the discovery
of further “Twin Hills” like near surface bulk
mineable sediment-hosted epithermal silver
(gold) mineralisation and Silver Spur like high-
grade structurally controlled silver - zinc
(copper, lead, gold) deposits.
The Texas District MREs
total 63.1% in the Indicated
and 36.9% in the Inferred
category with 35.9% of the
MRE in oxide + transition
and 64.1% in the sulphide
mineralisation categories.
3. ASX Announcement 31 May 2022 – Drill Targets Identified from IP Survey at Texas
2022 ANNUAL REPORT | 9
Figure 4 – Texas District DDIP Geophysical survey, chargeability anomaly clusters
10 | THOMSON RESOURCES
CONRAD SILVER PROJECT
4. ASX Announcement 11 August 2021 – 20.7 Moz Silver Equivalent Mineral Resource Estimate for Conrad
The Conrad Project represents a polymetallic
exploration and mining opportunity located in
northern New South Wales. The Conrad mine is
the largest historic silver producer in the New
England region producing approximately 3.5
Moz of silver at an average grade of 600 g/t Ag
with significant co-production of lead, zinc,
copper and tin.
Mineral Resource Estimate
During the reporting period, Thomson
published an Indicated and Inferred Mineral
Resource for the Conrad Project, assuming
mining by conventional open pit and
underground narrow width stoping methods,
defining a total combined resource of 3.33 Mt
at 193 g/t AgEq for a total of 20.72 Moz AgEq.4
Table 2 – 2021 Conrad Mineral Resource estimate reported within an optimised pit (2.0 revenue factor)
and an Ag Eq value >= 40 g/t for OP material and within mineable zones with no Ag Eq cut-off for UG material
Area
Resource
Class.
Tonnage
Grade
Metal
Silver
Equiv.
Silver
Copper
Lead
Tin
Zinc
Silver
Equiv.
Silver
Copper
Lead
Tin
Zinc
(Mt)
(g/t Ag Eq)
(g/t
Ag)
(% Cu)
(%
Pb)
(%
Sn)
(%
Zn)
(Moz
Ag Eq)
(Moz
Ag)
(kt Cu)
(kt
Pb)
(kt
Sn)
(kt
Zn)
Open
Pit
Indicated
1.66
163
66
0.08
1.01
0.16
0.67
8.72
3.53
1.38
16.77
2.62
11.19
Inferred
0.74
125
54
0.08
0.74
0.12
0.39
2.96
1.27
0.58
5.42
0.9
2.87
Total OP
2.4
152
62
0.08
0.93
0.15
0.59
11.68
4.80
1.92
22.3
3.6
14.15
Under
ground
Indicated
0.2
300
136
0.24
1.87
0.27
0.65
1.93
0.87
0.48
3.75
0.55
1.3
Inferred
0.74
300
150
0.17
2.03
0.22
0.72
7.11
3.56
1.26
14.97
1.63
5.31
Total UG
0.94
300
147
0.19
2.00
0.23
0.71
9.04
4.43
1.78
18.73
2.15
6.65
Total
Indicated
1.86
178
74
0.10
1.10
0.17
0.67
10.65
4.40
1.86
20.47
3.16
12.47
Inferred
1.47
213
102
0.12
1.38
0.17
0.55
10.07
4.83
1.77
20.34
2.51
8.11
Total
3.33
193
86
0.11
1.22
0.17
0.62
20.72
9.23
3.67
40.68
5.67
20.67
Conrad MRE uses a 40 g/t AgEq cut-off within an optimised pit (2.0 revenue factor) for the portion of the deposit likely mined by open pit and
is constrained to domains within the underground portion of the deposit (no AgEq cut-off applied to that portion). The AgEq formula used the
following recovery and processing assumptions: recoveries of 90% for Ag, Pb, Zn, Cu and 70% for Sn. AgEq was calcuated using the formula
AgEq = Ag g/t + 33.3 * Zn (%) + 24.4 * Pb (%) + 111.1 * Cu (%) + 259.2 * Sn(%) based on metal prices and metal recoveries into concentrate. TMZ: ASX
Release 11 August 2021.
Silver equivalent (AgEq) grades and ounces are shown in this table for consistency with the larger tablelands projects Hub and Spoke resource
base. In the Company’s opinion, the metals included in each metal equivalent calculation have a reasonable potential to be recovered and sold.
Totals may not add up due to rounding.
Exploration Potential
Compelling resource expansion and along strike
exploration targets are evident at the Conrad
project. The development of steeply plunging
mineralised shoots is an important feature of the
Conrad deposit. Resource modelling highlights
the Mystery, King Conrad, Borah, Moore and
Davis shoots are all open and untested to depth
with high grade drill intersections in the range
of 374.6 to 1035.5 g/t AgEq highlighted at the
base of these shoots (Figure 5). Drilling and
resource modelling also highlights that the
Mystery and Moore shoots may be open along
strike to the northwest. This suggests that step
out and down plunge drilling of the known
shoots has good potential of expanding the
resource in these areas.
2022 ANNUAL REPORT | 11
Compelling resource
expansion and along strike
exploration targets are
evident at the Conrad project.
The development of steeply
plunging mineralised shoots
is an important feature of
the Conrad deposit.
12 | THOMSON RESOURCES
Geological Mapping and Rock Chip Sampling
Thomson initiated a detailed geological mapping and rock chip sampling program at the 7.5 km
long Conrad Silver, Tin, Lead, Copper polymetallic lode system to test for extensions to known
areas of mineralisation.5
Thomson focused its geological mapping and rock chip geochemical program immediately southeast
of the current resource along a 4 km long segment of the Conrad lode where historic small-scale
mining and limited modern exploration have highlighted prospectivity for tin, copper and silver
dominated mineralisation.
5 ASX Announcement 17 December 2021 – Mapping and Rock Chip Sampling Commences at Conrad
Figure 5 – Conrad Lode Long Section, King Conrad and Princess Shoot silver equivalent cross sections Conrad Lode Long Section,
King Conrad and Princess Shoot silver equivalent cross sections
2022 ANNUAL REPORT | 13
WEBBS SILVER PROJECT
The Webbs Silver Project is a high-grade silver
bearing lode system located in northern New
South Wales. The Webbs project is Thomson’s
fifth MRE reported in accordance with JORC
2012 for a total of14.2 Moz AgEq at 205
g/t AgEq.
6. ASX Announcement 9 June 2022 – 14 Moz Silver Equivalent Mineral Resource Estimate for Webbs
Mineral Resource Estimate
Thomson published its MRE for the Webbs
high-grade silver base metal deposit compliant
with the JORC 2012 code, which delivered a total
Indicated and Inferred mineral resource of 2.2 Mt
at 205 g/t AgEq for a total 14.2 Moz AgEq at a 30
g/t Ag cutoff, comprising 9.7 Moz Ag, 23.9 kt Zn,
11.9 kt Pb, and 3.3 kt Cu (Table 3).6
Table 3 – Thomson JORC 2012 Mineral Resource Estimate for the Webbs Deposit
Resource
Classification
Grade
Metal
Tonnes
(Mt)
AgEq.
(g/t)
Ag
(g/t)
Zn
(%)
Pb
(%)
Cu
(%)
AgEq.
(Moz)
Ag
(Moz)
Zn
(kt)
Pb
(kt)
Cu
(kt)
Indicated
0.8
252
179
1.19
0.62
0.18
6.7
4.7
9.9
5.1
1.5
Inferred
1.3
176
116
1.04
0.50
0.13
7.6
5.0
14.0
6.8
1.8
Total
2.2
205
140
1.10
0.55
0.15
14.2
9.7
23.9
11.9
3.3
The Webbs MRE uses a 30 g/t Ag cut-off and reported to 225m below surface. The Webbs AgEq Formula uses the following processing
recoveries: Ag 87%, Cu 85%, Pb 70% and Zn 89%. The Webbs AgEq formula = Ag g/t + 108.5 * Cu (%) + 19.7 * Pb (%) + 34.1 * Zn (%) based on metal
prices and metal recoveries into concentrate. For all deposits the metal price assumptions used, where applicable, in the AgEq formula at
an exchange rate of US$0.73 were: Ag price A$38/oz, Au price A$2,534/oz, Zn price A$4,110/t, Pb price A$3,014/t, Cu price A$13,699/t Sn price
A$41,096. * TMZ: ASX Release 9 June 2022.
Silver equivalent (AgEq) grades and ounces are shown in this table for consistency with the larger tablelands projects Hub and Spoke resource
base. In the Company’s opinion, the metals included in each metal equivalent calculation have a reasonable potential to be recovered and sold.
Totals may not add up due to rounding.
The Thomson 2012 JORC MRE is reported with
38.1% in the Indicated and 61.9% in the Inferred
categories. The total resource is relatively evenly
distributed between the two principal shoots
with 42.7% in the north shoot and 46.1% in the
south shoot (Figure 6), with the remainder of
the resource located in smaller shoots that are
subparallel to the north and south shoots.
The work completed to date on the Webbs
deposit, including validation of historic data,
relogging and surface mapping and updated
grade-alteration modelling, significantly
improved the understanding of controls on
mineralisation at Webbs and highlighted several
compelling targets for resource expansion and
new exploration (Figure 7).
14 | THOMSON RESOURCES
Figure 6 – Plan View of Webbs 2022 Block Model Projected to Surface
Figure 7 – Long section of Webbs 2022 Block Model for Silver, Silver Equivalent, Zinc, Lead and Copper Grades
2022 ANNUAL REPORT | 15
MT CARRINGTON SILVER & GOLD PROJECT
7. ASX Announcement 23 May 2022 – Restructure of MTC JV – Silver-Gold Polymetallic Opportunity
8. ASX Announcement 22 June 2022 – Updated Polymetallic MRE for Mt Carrington Stauss and Kylo
The Mt Carrington gold-silver-base metal project
is located 5km from the township of Drake in
northern NSW on the Bruxner Highway. The
Project is located 1 hour from the regional
centres of Casino and Tenterfield in NSW and
importantly located within potential trucking
distance of Thomson’s 100% owned Texas
District, Conrad and Webbs silver base metal
projects. After the restructuring of the earn-in
terms, Thomson published updated polymetallic
MRE’s for the Strauss and Kylo deposits at Mt
Carrington for a combined 32.7 Moz AgEq @
169.3 g/t AgEq. This was done on a conservative
basis of constraining the MRE’s to the pit shells
designed by White Rock Minerals Ltd (ASX:
WRM)(“White Rock”) for their gold first PFS.
There has been a significant history of gold-
silver and copper mining at Mt Carrington
starting in 1853 and with modern small scale
open pit mining by Mt Carrington Mines from
1974 to 1990. The Mt Carrington district hosts 8
known precious and base metal deposits.
Restructure of Joint Venture Agreement
During the reporting period, the Company and
White Rock amended the original Mt Carrington
Earn-in and JV Agreement, which the parties
entered into on 1 May 2021. The amended
agreement now allows for a 2-stage exploration
earn-in and option to joint venture agreement
and allows Thomson to focus expenditure on
advancement of the polymetallic potential
of the Mt Carrington project and its potential
involvement in the New England Fold Belt Hub
and Spoke Strategy. 7
The Amended Agreement allows Thomson to
earn up to a 70% interest in White Rock’s Mt
Carrington gold - silver – base metal project and,
at Thomson’s election, form a Joint Venture as
outlined in the amended agreement. The
earn-in terms are now:
Stage 1 – Thomson earning 51% in the Project:
Thomson to complete at least $5,000,000 in
expenditure, comprising exploration activities,
care and maintenance operational activities and
care and maintenance minor capital works;
Term of Stage 1 is up to 3 years from
7 March 2022;
Stage 2 – Thomson can elect to earn a further
19% in the Project and move to a total 70%
interest:
Thomson to complete at least a further
$2,000,000 in expenditure, comprising
exploration activities, care and maintenance
operational activities and care and maintenance
minor capital works;
Term of Stage 2 is 2 years from the date of
election to proceed with Stage 2.
Mineral Resource Estimates
Thomson published updated polymetallic MRE’s
in accordance with JORC 2012 for the Strauss
and Kylo (including Kylo West) deposits. The
updated MRE’s for both deposits are the first
to include zinc and copper as well as gold and
silver. The Thomson MRE’s deliver an Indicated
and Inferred Mineral Resource of 6.00 Mt at
1.17 g/t Au, 1.59 g/t Ag, 0.33% Zn, 0.06% Cu, for a
contained 225 Koz Au, 306 Koz Ag, 19.8 kt Zn
and 3.5 Kt Cu (Table 4 and Figure 8).8
16 | THOMSON RESOURCES
Table 4 – Restated JORC 2012 MRE for Strauss and Kylo (including Kylo West) Deposits
Deposit
Resource
Classification
Grade
Metal
Tonnes
(Mt)
Au
(g/t)
Ag
(g/t)
Zn
(%)
Cu
(%)
AuEq
g/t
Au
koz
Ag
(koz)
Zn
(kt)
Cu
(kt)
AuEq
(koz)
Strauss
Indicated
2.20
1.48
1.74
0.49
0.08
1.83
105.0
123.0
10.7
1.70
129.0
Inferred
1.36
0.69
1.81
0.33
0.06
0.93
30.0
79.0
4.4
0.90
41.0
Kylo
Indicated
2.14
1.25
1.35
0.19
0.04
1.40
86.0
93.0
4.1
0.80
96.0
Inferred
0.30
0.41
1.17
0.18
0.05
0.55
4.0
11.0
0.5
0.10
0.5
Total
6.00
1.17
1.59
0.33
0.06
1.41
225.0
306.0
19.8
3.5
271.0
The Strauss and Kylo MRE uses a 0.35 g/t AuEq cut-off within optimised pit shells. The Strauss and Klyo AgEq and AuEq Formula uses the
following metalllurgical recoveries: Au 75% Ag 41%, Cu 28% and Zn 70%. The AgEq formula = Ag g/t + 120.3 * Au (g/t) + 76.6 * Cu (%) + 69.9 * Zn
(%) based on metal prices and metal recoveries. The AuEq formula = Au g/t + 0.0083 * Ag (g/t) + 0.636 * Cu (%) + 0.581* Zn (%) based on metal
prices and metal recoveries. The AgEq and AuEq. formula uses metal prices of Au price $2,500/oz, Ag price A$38/oz, Zn price A$5,000/t, Cu price
A$13,699/t. Totals are shown based on a 100% equity basis. Under the terms of the updated WRM-TMZ JV Agreement (ASX: TMZ 23 May 2022)
Thomson can earn up to a maximum of 70% equity in the Mt Carrington Project.
Silver equivalent (AgEq) grades and ounces are shown in this table for consistency with the larger tablelands projects Hub and Spoke resource
base. In the Company’s opinion, the metals included in each metal equivalent calculation have a reasonable potential to be recovered and sold.
Totals may not add up due to rounding.
In comparison to White Rock previously
announced MRE’s for the Strauss and Kylo
deposits, the Thomson polymetallic MRE’s
report a 21% increase in tonnes, 2% increase in
gold ounces, 17% increase in silver ounces stated
and including for the first time the zinc and
copper tonnes.
The Thomson MRE’s are conservative as they
have been reported inside constraining pit
shells previously defined by White Rock for
gold only with no allowance for the polymetallic
mineralisation outside those pit shells. These
MRE’s are a first step by Thomson in reporting
the Mt Carrington Project resources as
polymetallic resources under the 2012 JORC
Code. Mt Carrington hosts other predominantly
silver +/- base metal bearing deposits including:
• Lady Hampden: silver – gold deposit
• Silver King: silver – lead deposit
• White Rock: silver-zinc deposits
• Guy Bell: gold-zinc-copper deposit
Thomson will first focus on updating the MRE’s
for these Mt Carrington deposits folding the
contained silver-gold-base metals into the larger
resource base for the NEFBHS concept where
Thomson has a stated objective of 100 Moz of
AgEq aggregate resource base to potentially
catalyse the central processing strategy.
This current Financial Year has
also seen the Company transition
further away from a junior explorer
to a minerals developer and from
the tight Board led team heavily
reliant on external consultants to
having our own workforce.
2022 ANNUAL REPORT | 17
Figure 8 – Mt Carrington 2022 Strauss and Kylo Polymetallic AuEq* block model and larger polymetallic
deposits mineralisation footprint indicated by historic drilling
Figure 9 – Mt Carrington 2022 Strauss-Kylo Polymetallic AuEq* (top) and Au (Bottom) Block Models
at 0.35 g/t AuEq* with Zinc and Gold Metal Shells
18 | THOMSON RESOURCES
LACHLAN FOLD BELT HUB & SPOKE
9. ASX Announcement 19 July 2022 – Further Outstanding Tin Results from Drilling at Bygoo Tin
Thomson Resources is progressing exploration
activities with its Lachlan Fold Belt Hub in NSW
where an earlier stage Hub & Spoke centralised
processing strategy is being developed
incorporating the Yalgogrin and Harry Smith
Gold Projects as well as the Bygoo Tin Project
and further projects as they are developed from
Thomson’s tenement portfolio spanning 100km
north to south in this region.
Bygoo Tin Project
The Bygoo Tin Project surrounds the major tin
deposit at Ardlethan which was mined until 1986
with over 31,500 tonnes of tin being produced
(reference Paterson, R.G., 1990, Ardlethan tin
deposits in the Australasian Institute of Mining
and Metallurgy Monograph no. 14, pages 1357-
1364). There are several early-twentieth century
shallow tin workings scattered up to 10km north
and south of Ardlethan, and few have been
tested with modern exploration. Thomson has
had immediate success in drilling near two of
the historic workings, Bygoo North and South,
which lie towards the northern end of the tin-
bearing Ardlethan Granite.
Diamond Drilling Program
The Company received partial assay results for
the 2022 drilling program at the Bygoo
Tin Project, which successfully extended
the “Stewarts” discovery made in 2021.9
This “Stewarts” tin greisen returned
intercepts of (Figure 11):
• BNRC75 - 17m at 0.9% Sn from 129m depth
• BNRC78 - 23m at 1.0% Sn from 62m depth
• BNRC79 - 13m at 0.4% Sn from 45m depth
Drilling at Stewarts was initially aimed at
defining the width of the zone as it was thought
that the discovery hole, BNRC69, may have
drilled down dip. As it turns out this is partly
true, but instead of the mineralisation being
10-15m wide, it is variable and up to 60m wide.
The observed greisens are variable in strength
and mineralogy, varying from quartz-tourmaline
to quartz-topaz. Within the overall “greisen”
zone there are patches of unmineralised granite
between stronger greisen development.
The zone itself appears to be thickest and
strongest next to the Ardlethan granite
boundary. Holes drilled under the shallow
workings in the granite outcrop area returned
weak intercepts of poorly developed thin
greisens. Heading northeast the zone is open,
although it is partly constrained by the barren
hole BNRC81. Further drilling is needed to
extend the zone to the northeast.
The Bygoo Tin Project
surrounds the major tin deposit
at Ardlethan which was mined
until 1986 with over 31,500 tonnes
of tin being produced.
2022 ANNUAL REPORT | 19
Figure 10 – Thomson Lachlan Fold Belt Silver Hub and Spoke Project Locations
20 | THOMSON RESOURCES
Figure 11 – Recent drilling at Bygoo North. Mineralised greisens shown in purple
2022 ANNUAL REPORT | 21
Figure 12 – Drill plan at the “Stewarts” zone.
22 | THOMSON RESOURCES
HARRY SMITH GOLD PROJECT
The Harry Smith Gold Project lies 30km south of
Ardlethan and has three distinct gold-bearing
quartz reefs. The mineralisation is thought to
be of Intrusion-Related Gold (IRG) type and
associated with the nearby Grong Grong granite.
Barellan Gold Project Acquisitions
During the reporting period Thomson
completed the acquisition of the Barellan
Gold Project (EL7896) from private company
Cape Clear (Lachlan) Pty Ltd and ASX listed
Carpentaria Resources Ltd (ASX: CAP)10.
The Barellan EL 7896 is approximately 25km
northwest of Thomson’s Harry Smith gold
project and has similar host rocks (Figure 13).
The main prospect in EL7896 is the Warrawong
Prospect. This includes the Daley and Greig
historic gold workings, which consisted of 3
shafts along a NW-trending line-of-lode.
YALGOGRIN GOLD PROJECT
The Yalgogrin Gold Project was acquired by
Thomson in October 2019. EL 8684, together
with EL 8946, cover the Yalgogrin Gold Field
with multiple historic gold workings. The
Yalgogrin Gold Field is centred on a major NNW
orientated basin margin structure bounding
the Yalgogrin intrusive on its western flank. This
structure appears to be a sister structure to the
crustal-scale Gilmore Fault and is interpreted to
connect with it at depth.
Drilling Program
Drilling at Yalgogrin focused on extending the
Bursted Boulder and Shelly occurrences (Figure
14). However, continued rain forced the early
termination of the program, with only four holes
being drilled.11
TGRC19 and 21 targeted an extension of the
Shellys lode to the west and both hit low level
gold at the expected depths, which includes
18m at 0.3 g/t Au in TGRC21. However, both also
intersected shallow, wide gold zones south of
Shellys, possibly indicating a new gold zone,
previously unknown and not historically worked.
It could well extend further south and is open to
the west, as is Shellys itself.
TGRC20 intersected the projected Bursted
Boulder lode 40m east of its last intersection,
but it was weak at this point with 1m at 1.0 g/t
Au. Nevertheless, the lode is still open to the
east. It is also open to the west where planned
holes to follow up TGRC17’s 3m at 6.9 g/t Au
could not be drilled.
10. ASX Announcement 15 October 2021 – Acquisition ofBarellan Gold Project in LFB Completed
11. ASX Announcement 29 July 2022 – TMZ June 2022 Quarterly Activities Report
The mineralisation is thought
to be of Intrusion-Related Gold
(IRG) type and associated with
the nearby Grong Grong granite.
2022 ANNUAL REPORT | 23
Figure 13 – Thomson Tenements in Lachlan Fold Belt in vicinity of the Harry Smith
gold project including the Barellan tenement
24 | THOMSON RESOURCES
Figure 14 – Map of the Bursted Boulder and Shellys prospects at the Yalgogrin Gold Project.
New results are highlighted in orange.
2022 ANNUAL REPORT | 25
QUEENSLAND GOLD & SILVER
Chillagoe Gold Project
The Project is approximately 2 hours drive west
of Cairns and comprises 6 EPMs (Exploration
Permit for Minerals). The area covers 593km2
and lies 30km west of Chillagoe and near the
Mungana, Red Dome and King Vol mining
operations. The principal target type in the area
is Intrusion Related Gold (IRG) deposits which
are typically associated with felsic carboniferous
breccia pipe and intrusive complexes. In this
area several such bodies are known and display
features typical of the nearby Red Dome and
Mungana IRG deposits.
Aeromagnetic Survey
Thomson completed a high-resolution
aeromagnetic survey west of Chillagoe
with a focus on defining intrusion related
mineralisation targets (Figure 15).12 The survey
was partially funded by a grant of $100,000 by
the Queensland Government under Round 5 of
the Collaborative Exploration Initiative.13
12. ASX Announcement 19 April 2022 – High-resolution
Aeromagnetic Survey Commenced at Chillagoe
13. ASX Announcement 2 August 2021 – TMZ Awarded
Grant for High-Res Aeromag Survey at Chillagoe
Thomson completed a high
resolution aeromagnetic survey
west of Chillagoe with a focus
on defining intrusion related
mineralisation targets.
26 | THOMSON RESOURCES
Figure 15 – Proposed aeromagnetic survey area (the area to the southeast has existing high-resolution aeromagnetic data).
2022 ANNUAL REPORT | 27
Sustainability
Report
Thomson has made a commitment to
commence Environmental, Social, and
Governance (ESG) reporting against the
World Economic Forum (WEF) universal
ESG framework.
The World Economic Forum has defined
common metrics in a core set of disclosures
for organisations to align their mainstream
reporting on performance against
ESG indicators.
To track disclosure progress and demonstrate
sustainability performance against the WEF
ESG framework, Thomson Resources is
utilising the ESG Go disclosure platform from
Socialsuite. ESG progress and disclosures will
be captured under the four pillars of the WEF
ESG framework: Governance, Planet, People,
and Prosperity. Thomson has undertaken a
baseline assessment and will release its maiden
Sustainability Report during this year.
28 | THOMSON RESOURCES
Mineral Resource
Statement
New England
Fold Belt Hub an
Spoke Summary
Res.
Category
Cut off
Grade
Contained Metal
Tonnes
AgEq
Ag
Au
Zn
Pb
Cu
Sn
AgEq
Ag
Au
Zn
Pb
Cu
Sn
(Mt)
(g/t)
(g/t)
(g/t)
(%)
(%)
(%)
(%)
(Moz)
(Moz)
(koz)
(kt)
(kt)
(kt)
(kt)
MTC
Strauss+Kylo
(100% Basis)1
Indicated
and
Inferred
0.35 g/t
AuEq
6.0
169
1.6
1.17
0.33
-
0.06
-
32.7
0.3
225
19.8
-
3.5
-
Webbs2
30 g/t
Ag
2.2
205
140
-
1.10
0.55
0.15
-
14.2
9.7
-
23.9
11.9
3.3
-
Conrad3
see
notes
3.3
193
86
-
0.62
1.22
0.11
0.2
20.7
9.2
-
20.7
40.7
3.7
5.7
Silver Spur4
25 g/t
AgEq
0.7
156
54
0.06
2.03
0.69
0.09
-
3.3
1.2
<1
13.5
4.6
0.6
-
Subtotal
12.2
181
52
-
0.64
0.47
0.09
-
70.9
20.4
225
77.9
57.2
11.1
5.7
Twin Hills4
Indicated
and
Inferred
25 g/t
AgEq
6.1
52
48
0.06
-
-
-
-
10.3
9.5
11
-
-
-
-
Mt Gunyan4
25 g/t
AgEq
4.5
41
38
0.04
0.11
0.13
-
-
5.9
5.5
5
5.0
5.9
-
-
Subtotal
10.6
48
44
0.05
-
-
-
-
16.2
15.0
16
5.0
5.9
-
-
New England Fold Belt Hub and Spoke
JORC 2012 Total
22.8
119
48
-
-
-
-
-
87.1
35.4
241
82.9
63.1
11.1
5.7
Table 5 – Summary of Mineral Resource Estimates for Mt Carrington Strauss – Kylo and Tablelands Projects14
14. ASX Announcement 22 June 2022 – Updated Polymetallic MRE for Mt Carrington Strauss and Kylo
1. The Strauss and Kylo MRE uses a 0.35 g/t AuEq cut-off within optimised pit shells. The Strauss and Klyo AgEq and AuEq Formula uses the
following metalllurgical recoveries: Au 75% Ag 41%, Cu 28% and Zn 70%. The AgEq formula = Ag g/t + 120.3 * Au (g/t) + 76.6 * Cu (%) + 69.9 * Zn
(%) based on metal prices and metal recoveries. The AuEq formula = Au g/t + 0.0083 * Ag (g/t) + 0.636 * Cu (%) + 0.581* Zn (%) based on metal
prices and metal recoveries. The AgEq and AuEq. formula uses metal prices of Au price $2,500/oz, Ag price A$38/oz, Zn price A$5,000/t, Cu price
A$13,699/t. Totals are shown based on a 100% equity basis. Under the terms of the updated WRM-TMZ JV Agreement (ASX: TMZ 23 May 2022)
Thomson can earn up to a maximum of 70% equity in the Mt Carrington Project.
2. The Webbs MRE uses a 30 g/t Ag cut-off and reported to 225m below surface. The Webbs AgEq Formula uses the following processing
recoveries: Ag 87%, Cu 85%, Pb 70% and Zn 89%. The Webbs AgEq formula = Ag g/t + 108.5 * Cu (%) + 19.7 * Pb (%) + 34.1 * Zn (%) based on metal
prices and metal recoveries into concentrate. For all deposits the metal price assumptions used, where applicable, in the AgEq formula at
an exchange rate of US$0.73 were: Ag price A$38/oz, Au price A$2,534/oz, Zn price A$4,110/t, Pb price A$3,014/t, Cu price A$13,699/t Sn price
A$41,096. * TMZ: ASX Release 9 June 2022.
3. Conrad MRE uses a 40 g/t AgEq cut-off within an optimised pit (2.0 revenue factor) for the portion of the deposit likely mined by open pit and
is constrained to domains within the underground portion of the deposit (no AgEq cut-off applied to that portion). The AgEq formula used the
following recovery and processing assumptions: recoveries of 90% for Ag, Pb, Zn, Cu and 70% for Sn. AgEq was calcuated using the formula
AgEq = Ag g/t + 33.3 * Zn (%) + 24.4 * Pb (%) + 111.1 * Cu (%) + 259.2 * Sn(%) based on metal prices and metal recoveries into concentrate. TMZ: ASX
Release 11 August 2021.
4. Twin Hills, Mt Gunyan and Silver Spur MREs are reported at 25 g/t Ag equivalent (AgEq) cut-off and reported above 100m below pit or 150m
below surface for Twin Hills, 150m below surface for Mt Gunyan and 200m below surface for Silver Spur. The AgEq formula used the following
metallurgical recoveries: Twin Hills Ag 78%, Au 77% ; Mt Gunyan oxide Ag 89%, Au 78%, Zn 12%; Mt Gunyan sulphide Ag 78%, Au 77%, Zn 16%; Silver
Spur Oxide Ag 91%, Zn 20% Silver Spur Sulphide Ag 69%, Zn 93%, Pb 64%, AgEq was calcuated using the following formulas: Twin Hills (AgEq) = Ag
ppm + 65.22*Au g/t, Mt Gunyan Oxide AgEq = Ag (g/t) + 57.91 * Au (g/t) + 4.49 *Zn(%), Mt Gunyan Sulphide AgEq = Ag (g/t) + 65.22 * Au (g/t) + 6.84 *
Zn(%), Silver Spur Oxide AgEq = Ag (g/t) + 7.3 * Zn(%), Silver Spur Sulphide AgEq = Ag (g/t) + 44.92 * Zn(%) + 22.67* Pb(%) based on metal prices and
metal reocveries into concentrate. * TMZ: ASX Release 1 March 2022.
Silver equivalent (AgEq) grades and ounces are shown in this table for consistency with the larger tablelands projects Hub and Spoke resource
base. In the Company’s opinion, the metals included in each metal equivalent calculation have a reasonable potential to be recovered and sold.
Totals may not add up due to rounding.
2022 ANNUAL REPORT | 29
Project
Deposit
ASX Release
Texas
Twin Hills
ASX: TMZ - 1 March 2022, 19.5 Moz Silver
Equivalent MRE for Texas Silver District
Mt Gunyan
ASX: TMZ - 1 March 2022, 19.5 Moz Silver
Equivalent MRE for Texas Silver District
Silver Spur
ASX: TMZ - 1 March 2022, 19.5 Moz Silver
Equivalent MRE for Texas Silver District
Conrad
Polymetallic Deposit
ASX: TMZ - 11 August 2021, 20.7 Moz Silver
Equivalent Mineral Resoure Estimate
Webbs
Silver Base Metals Deposit
ASX: TMZ - 9 June 2022, 14 Moz Silver Equivalent
Mineral Resource for Webbs
Mt Carrington
Strauss Deposit
ASX: TMZ - 22 June 2022, Updated Polymetallic
MRE for Mt Carrington Strass and Kylo
Kylo Deposit
ASX: TMZ - 22 June 2022, Updated Polymetallic
MRE for Mt Carrington Strass and Kylo
Table 6 – Mineral Resource Estimate Reference Table
Name
Title
Owns
Note
Holder at
8th September 2022
Lachlan Fold Belt NSW
Havilah
EL7391
100%
Advanced Metals Technology
Group PL can earn 85%
Thomson Resources Ltd
Barellan
EL7896
100%
Thomson Resources Ltd
Toburra
EL8011
100%
Thomson Resources Ltd
Wilga Downs
EL8136
20%
DevEX Resources Limited
(DEV) has earned 80%
Thomson Resources Ltd
Bygoo
EL8260
100%
Riverston Tin PL
Mt Paynter
EL8392
100%
Thomson Resources Ltd
Frying Pan
EL8531
100%
Is subject to a “Right of
First Refusal and Offtake
Agreement” for tin with a
private investor
Thomson Resources Ltd
Yalgogrin
EL8684
100%
Thomson Resources Ltd
Gibsonvale
EL8946
100%
Thomson Resources Ltd
Four Mile
EL9067
100%
Thomson Resources Ltd
Grellman
EL9083
100%
Thomson Resources Ltd
Buggajool
EL9112
100%
Thomson Resources Ltd
Kildary
EL9187
100%
Thomson Resources Ltd
Bolaro
EL9169
100%
Thomson Resources Ltd
Buddigower
EL9208
100%
Thomson Resources Ltd
Sandy Hill
EL9282
100%
Thomson Resources Ltd
Waragin
EL9382
100%
Thomson Resources Ltd
Schedule of
Tenements
30 | THOMSON RESOURCES
Name
Title
Owns
Note
Holder at
8th September 2022
New England Fold Belt Hub and Spoke
Webbs
EL5674
100%
Webbs Resources PL
Conrad
EL5977
100%
Conrad Resources PL
EPL1050
100%
Conrad Resources PL
ML5992
100%
Conrad Resources PL
ML6040
100%
Conrad Resources PL
ML6041
100%
Conrad Resources PL
Sandy Hill
ELA6215
100%
Thomson Resources Ltd
MacDonald
EPM 27843
100%
Thomson Resources Ltd
Arcot
EPM 27844
100%
Thomson Resources Ltd
Texas – Mt Gunyan
EPM 8854
100%
Thomson Resources Ltd
Texas -Dumaresq
EPM 11455
100%
Thomson Resources Ltd
Texas - Oakey Creek
EPM 12858
100%
Thomson Resources Ltd
Texas – Clover Corner
EPM 18950
100%
Thomson Resources Ltd
Texas - Glengunyah
EPM 26275
100%
Thomson Resources Ltd
Texas – Twin Hills
ML 100106
100%
Thomson Resources Ltd
Texas – Silver Spur
ML5932
100%
Thomson Resources Ltd
Cannington
Brumby
EPM 27742
100%
Thomson Resources Ltd
Cannington
EPM 27530
100%
Caesar Resources PL
Chillagoe
South Vol
EPM 26333
90%
Thomson Resources Ltd 90%
Bacchus Resources PL 10%
Loretta
EPM 26502
90%
Thomson Resources Ltd 90%
Bacchus Resources PL 10%
Williamstown
EPM 26638
90%
Thomson Resources Ltd 90%
Bacchus Resources PL 10%
Mammoth
EPM 26996
90%
Thomson Resources Ltd 90%
Bacchus Resources PL 10%
West Vol
EPM 27102
90%
Thomson Resources Ltd 90%
Bacchus Resources PL 10%
Simpsons South
EPM 27186
90%
Thomson Resources Ltd 90%
Bacchus Resources PL 10%
Cardross
EPM 27738
0%
Pending application
Thomson Resources Ltd
EL = Exploration Licence
ELA = Exploration Licence Application
EPM = Exploration Permit Minerals
EPL = Exploration Prospecting Licence
ML = Mining Licence
2022 ANNUAL REPORT | 31
Directors’
Report
Your Directors submit their report for the year ended 30 June 2022.
DIRECTORS
The names and details of the Company’s Directors in office during the financial year and until the date of this report are as
follows. Directors were in office for this entire period unless stated.
Director
Qualifications and Experience
David Williams
Executive Chairman
Appointed 31 July 2019
David Williams is an experienced executive, having been the Managing Director of Marmota
Limited, a gold, copper and uranium explorer in SA, the former Chairman of Lithex Resources
Limited, a graphite and nickel explorer, and former President of Heathgate Resources Pty Ltd,
the owner and operator of the Beverley uranium mine in South Australia.
He also held the position of Managing Director of a number of ASX listed and unlisted companies
in various sectors and brings over 20 years of experience in the energy and resource industry.
This has included a number of minerals companies in exploration, production, developing new
mines and reviewing commerciality of existing operations. Energy sector experience has ranged
from operation and expansion of gas transport infrastructure, buying and selling gas, exploration
and production of oil and gas. David has demonstrated ability to develop and implement major
strategic directional changes including capital raising, acquisitions and mergers, cost and labour
reductions.
During the past three years David has also served as a director of the following listed companies:
−
Indiana Resources Limited – appointed 2 November 2020 (resigned 1 June 2021)
Richard Willson
B.Acc, FCPA,
FAICD
Non-Executive
Director & Company
Secretary
Appointed 31 July 2019
Richard Willson is an experienced, Non-Executive Director, Company Secretary and CFO with
more than 20 years’ experience with both publicly listed and private companies. Richard has a
Bachelor of Accounting from the University of South Australia, is a Fellow of CPA Australia, and
a Fellow of the Australian Institute of Company Directors.
He is a Non-Executive Director of Titomic Limited (ASX:TTT), AusTin Mining Limited
(ASX:ANW), Thomson Resources Ltd (ASX:TMZ), PNX Metals Limited (ASX:PNX), MedTec
Holdings Limited, and Unity Housing Company Ltd; and Company Secretary of a number of ASX
Listed Companies. Richard is the Chairman of the Audit Committee of Titomic Limited, AusTin
Mining Limited, and Unity Housing Company, and is the Chairman of the Remuneration &
Nomination Committee of Titomic Limited.
During the past three years Richard has also served as a director of the following listed
companies:
−
PNX Metals Limited – appointed 18 June 2021
−
Titomic Limited – appointed 27 May 2017
−
AusTin Mining Limited – appointed 18 January 2013
−
1414 Degrees Limited – appointed July 2020 (resigned May 2021)
−
Lanyon Investment Company Limited (formerly known as 8IP Emerging Companies Limited)
– appointed 1 April 2021 (resigned May 2022)
Directors’ Report
2022 ANNUAL REPORT | 33
DIRECTORS’ REPORT
33
Eoin Rothery
MSc MAIG, RPGeo
Technical Director
Appointed 8 July 2010
Eoin was educated at Trinity College, Dublin, Ireland and spent 10 years in the resources
industry there exploring for copper, zinc, uranium, gold and silver, before emigrating to Australia
in 1989.
Near-mine exploration followed at the major base metal deposits of Broken Hill and Macarthur
River. Moving to WA in 1997, Eoin supervised the drill out and resource estimation of the first
million ounce underground gold resource at Jundee Gold Mine.
At Consolidated Minerals from 2001 Eoin was in charge of the successful manganese
exploration at Woodie, that discovered 15 million tons of ore, increasing both the mine life and
resource base 4-fold, as well as managing successful iron ore, chromite and nickel exploration.
Eoin led Thomson Resources from 2009, through the IPO and the Bygoo tin and Harry Smith gold
discoveries.
During the past three years Eoin has not served as a director of any other listed companies.
COMPANY SECTRETARY
Richard Willson
Experience and qualifications included in table above.
DIRECTORS' INTERESTS IN SHARES AND OPTIONS
As at the date of this report, the interests of the Directors in the shares and options of the Company were:
Shares directly and indirectly held
Options
Performance Rights
D Williams
2,333,333
500,000
13,750,000
R Willson
2,000,000
833,000
8,750,000
E Rothery
5,316,667
281,250
11,750,000
PRINCIPAL ACTIVITIES
The principal activity of the consolidated entity is exploration for the discovery and delineation of high-grade base and
precious metal deposits particularly within NSW and Queensland and the development of those resources into cash flow
generating businesses.
RESULTS
The net result of operations of the consolidated entity after applicable income tax expense was a loss of $2,887,014 (2021:
loss $3,469,090).
DIVIDENDS
No dividends were paid or proposed during the period.
REVIEW OF OPERATIONS
A review of the operations of the Company during the financial period and the results of those operations commence on
page 4 in this report.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
The Directors are not aware of any significant changes in the state of affairs of the Group occurring during the financial
period, other than as disclosed in this report.
34 | THOMSON RESOURCES
Directors’ Report
DIRECTORS’ REPORT
34
SIGNIFICANT EVENTS AFTER THE BALANCE DATE
Since 30 June 2022 to the date of this report, the Company has:
−
Held a general meeting of shareholders at which a number of resolutions approving of the issue of shares and options
were carried (see ASX announcement 4 July 2022),
−
Issued 1,400,000 shares and 35,879,791 options (see ASX announcement 19 July 2022),
−
Entered into an A$2,250,000 Share Placement Agreement with Lind Global Fund II, LP (see ASX announcement 1
August 2022), 80,000,000 shares were issued associated with the Share Placement Agreement (see ASX
announcement 5 August 2022), and
−
Issued 1,300,000 shares (see ASX announcement 12 September 2022).
There are no other matters or circumstances that have arisen since the balance date that may significantly affect the
operations of the Group, the results of those operations, or the state of affairs of the Group, in future financial years.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
As the Company’s areas of interest are at an early stage of exploration, it is not possible to postulate likely developments
and any expected results. The Company is hoping to establish resources from some of its current prospects and to identify
further base and precious metal targets.
SHARES UNDER OPTION OR ISSUED ON EXERCISE OF OPTIONS
Details of unissued shares or interests under option for Thomson Resources Ltd as at the date of this report are:
No. shares under option
Class of share
Exercise price of options
Expiry date of options
40,085,412
Ordinary
$0.03
30 Nov 22
169,163,496
Ordinary
$0.115
28 Oct 24
6,862,204
Ordinary
$0.10
25 Nov 23
57,975,001
Ordinary
$0.115
28 Oct 24
57,500,000
Ordinary
$0.124
30 Mar 24
34,067,916
Ordinary
$0.20
29 Mar 24
1,500,000
Ordinary
$0.25
10 Jun 25
250,000
Ordinary
$0.25
7 Dec 24
250,000
Ordinary
$0.45
7 Dec 24
35,879,791
Ordinary
$0.115
28 Oct 24
403,759,582
The holders of these options do not have the right, by virtue of the option, to participate in any share issue of the Company
or of any other body corporate or registered scheme.
Refer to Note 13 to the financial statements for details of options and performance rights issued during the year.
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
Indemnification
The Company has, except as may be prohibited by the Corporations Act 2001, every officer or agent of the Company shall
be indemnified out of the property of the entity against any liability incurred by him or her in their capacity as officer or
agent of the Company or any related corporation in respect of any act or omission whatsoever occurring or in defending
any proceedings, whether civil or criminal.
Insurance Premiums
During the financial period the Company has paid premiums to insure each of the directors and officers against liabilities
for costs and expenses incurred by them in defending any legal proceedings arising out of their conduct while acting in the
capacity of director or officer of the Company, other than conduct involving a wilful breach of duty in relation to the
Company.
2022 ANNUAL REPORT | 35
Directors’ Report
DIRECTORS’ REPORT
35
The premiums paid are not disclosed as such disclosure is prohibited under the terms of the contract.
ENVIRONMENTAL PERFORMANCE
Thomson Resources holds exploration and mining licences issued by New South Wales Department of Industry –
Resources and Energy and Queensland Department of Resources, which specify guidelines for environmental impacts in
relation to exploration activities.
The licence conditions provide for the full rehabilitation of the areas of exploration in accordance with the Department’s
guidelines and standards. There have been no significant known breaches of the licence conditions.
REMUNERATION REPORT (AUDITED)
This remuneration report for the year ended 30 June 2022 outlines the remuneration arrangements of the Company and
the Group in accordance with the requirements of the Corporations Act 2001 (the Act) and its regulations. This information
has been audited as required by section 308(3C) of the Act.
The remuneration report details the remuneration arrangements for key management personnel (KMP) who are defined
as those persons having authority and responsibility for planning, directing and controlling the major activities of the
Company and the Group, directly or indirectly, including any director (whether executive or otherwise) of the parent
company.
Details of Key Management Personnel (KMP)
Details of KMP including the top five remunerated executives of the Group are set out below.
Directors
D Williams
Executive Chairman
E Rothery
Technical Director
R Willson
Non-Executive Director and Company Secretary
Other Key Management Personnel
G Skelton
General Manager – Operations (commenced 5 May 2021)
M Bennett
General Manager – Exploration (commenced 24 Jan 2022)
Remuneration Philosophy
The objective of the Company’s remuneration framework is to ensure reward for performance is competitive and
appropriate for the results delivered. The framework aligns executive reward with achievement of strategic objectives and
the creation of value for shareholders. The Board believes that executive remuneration satisfies the following key criteria:
−
Competitiveness and reasonableness.
−
Acceptability to shareholders.
−
Performance linkage/alignment of executive compensation.
−
Transparency.
−
Capital management.
These criteria result in a framework which can be used to provide a mix of fixed and variable remuneration, and a blend of
short and long-term incentives in line with the Company’s limited financial resources.
Fees and payments to the Company’s Non-Executive Directors and Senior Executives reflect the demands which are
made on, and the responsibilities of, the Directors and the senior management. Such fees and payments are reviewed
annually by the Board. The Company’s Executive and Non-Executive Directors, Senior Executives and Officers are entitled
to receive options under the Company’s Employee Share Option Scheme.
Non-Executive Director (NED) Remuneration Arrangements
Directors are entitled to remuneration out of the funds of the Company but the remuneration of the Non-Executive Directors
may not exceed in any year the amount fixed by the Company in general meeting for that purpose. The aggregate
36 | THOMSON RESOURCES
Directors’ Report
DIRECTORS’ REPORT
36
remuneration of the Non-Executive Directors has been fixed at a maximum of $250,000 per annum to be apportioned
among the Non-Executive Directors in such a manner as the Board determines. Directors are also entitled to be paid
reasonable travelling, accommodation and other expenses incurred in consequence of their attendance at Board meetings
and otherwise in the execution of their duties as Directors.
The Chairman’s fee is set at $200,000 p.a. and NED fees at $40,000 p.a. In addition, the NED who serves as Company
Secretary receives an additional $60,000 p.a. for performing the functions of the Company Secretary. At present, no
Committee fees are paid to Directors.
Service Agreements
Remuneration and other terms of employment for key management personnel are formalised in employment contracts and
contractors agreements. Details of these agreements are set out below.
Executive Chairman – David Williams
Mr Williams’ contract is on a non-fixed term basis and is entitled to remuneration of $200,000 p.a. plus statutory
superannuation. Termination notice is 3 months by Mr Williams and 6 months by the Company.
Non-Executive Director and Company Secretary – Richard Willson
Mr Willson’s contract is on a non-fixed term basis and is entitled to a remuneration of $100,000 p.a. for Director and
Company Secretary duties.
Technical Director – Eoin Rothery
Mr Rothery’s contract is on a non-fixed term basis and is entitled to a remuneration of $200,000 p.a. plus statutory
superannuation. Termination notice is 3 months by Mr Rothery and 6 months by the Company.
General Manager - Operations – Graeme Skelton
Mr Skelton’s contract is on a non-fixed term basis and is entitled to a remuneration of $200,000 p.a. plus statutory
superannuation. Termination notice is 2 months by Mr Skelton or the Company.
General Manager - Exploration – Martin Bennett
Mr Bennett’s contract is on a non-fixed term basis and is entitled to a remuneration of $225,000 p.a. plus statutory
superannuation. Termination notice is 2 months by Mr Bennett or the Company.
2022 ANNUAL REPORT | 37
Directors’ Report
DIRECTORS’ REPORT
37
Directors and Key Management Personnel Remuneration for the Year Ended 30 June 2022
Short-term
benefits
Post
employment
Share-based
payments
Cash salary and
fees
$
Superannuation
$
Performance
rights/Options
$
Total
$
Share-based
payments
%
Directors
D Williams
133,333
13,333
149,091
295,757
50
R Willson
66,667
6,667
83,091
156,425
53
E Rothery
123,853
12,385
115,213
251,451
46
323,853
32,385
347,395
703,633
49
Other Key Management Personnel
G Skelton
206,307
19,887
-
226,194
-
M Bennett
100,478
9,798
-
110,276
-
306,785
29,685
-
336,470
-
Total
630,638
62,010
347,395
1,040,103
33
A total of $188,333 in Directors’ fees and superannuation was accrued at 30 June 2022. These accrued amounts have
not been included in the above remuneration.
Directors and Key Management Personnel Remuneration for the Year Ended 30 June 2021
Short-term
benefits
Post
employment
Share-based
payments
Cash salary and
fees
$
Superannuation
$
Performance
rights
$
Total
$
Share-based
payments
%
Directors
D Williams
231;667
22,008
188,250
441,925
43
R Willson
147,500
12,480
188,250
348,230
54
E Rothery
280,427
23,939
188,250
492,616
38
659,594
58,427
564,750
1,282,771
44
Compensation Options: Granted and Vested during the Year
Share based payments totalling $347,395 (2021: $564,750) were granted to Directors and Key Management personal
during the financial year.
There were no alterations to the terms and conditions of options granted as remuneration since their grant date. There
were no forfeitures during the period.
MEETINGS OF DIRECTORS
The following table sets out the number of Directors’ meetings (including meetings of Committees of Directors) held during
the financial year and the number of meetings attended by each director:
Board of Directors
Audit Committee
Held
Attended
Held
Attended
D Williams
2
2
2
2
E Rothery
2
2
2
2
R Willson
2
2
2
2
38 | THOMSON RESOURCES
Directors’ Report
2022 ANNUAL REPORT | 39
Auditor’s Independence Declaration
Phone
۔хрсшшфхчфпп
Email
%ҽ %ѵ *(ѵ 0
Office
1 'чѶрсу
'& -/- /
*-/#4 ) 4
спхп
Postal
*3рххуѶ
*-/#4 ) 4
спфш
Liability limited by a
scheme approved
under Professional
Standards Legislation.
Please refer to the
website for our
standard terms of
engagement.
Auditor's Independence Declaration
To the directors of Thomson Resources Ltd
As engagement partner for the audit of Thomson Resources Ltd for the year ended 30 June
2022, I declare that, to the best of my knowledge and belief, there have been:
i)
no contraventions of the independence requirements of the Corporations Act 2001 in
relation to the audit; and
ii)
no contraventions of any applicable code of professional conduct in relation to the
audit.
BDJ Partners
…………………………………………………
Greg Cliffe
Partner
27 September 2022
39
NON-AUDIT SERVICES
The Company’s auditor, BDJ Partners did not provide non-audit services during the year ended 30 June 2022 (2021: nil).
The Directors are satisfied that the provision of any non-audit services is compatible with the general standard of
independence for auditors imposed by the Corporations Act 2001. The nature and scope of each type of non-audit service
provided means that auditor independence was not compromised.
Signed at Sydney this 30th day of September 2022 in accordance with a resolution of the Directors.
David Williams
Executive Chairman
40 | THOMSON RESOURCES
Directors’ Report
40 | THOMSON RESOURCES
2022 ANNUAL REPORT | 41
Financial
Report
FOR THE YEAR ENDED 30 JUNE 2022
Note
2022
$
2021
$
Income
3
289,850
17,249
ASX and ASIC fees
(73,262)
(56,813)
Audit fees
17
(83,500)
(41,000)
Contract administration services
(237,523)
(150,916)
Depreciation expense
(57,395)
(7,425)
Employee costs (net of costs recharged to exploration projects)
(669,445)
(413,527)
Exploration expenditure expensed
8
-
(924,252)
Insurance
(38,443)
(20,477)
Marketing and Public Relations
(777,439)
(416,510)
Rent
(29,400)
(17,127)
Share based payments
(427,822)
(954,750)
Other expenses from ordinary activities
(782,635)
(483,542)
Profit/(loss) before income tax expense
(2,887,014)
(3,469,090)
Income tax expense
4
-
-
Profit/(loss) after income tax expense
12
(2,887,014)
(3,469,090)
Other comprehensive income
Other comprehensive income for the period, net of tax
-
-
Other comprehensive income
-
-
Total comprehensive income/(loss) attributable to members
of Thomson Resources Ltd
(2,887,014)
(3,469,090)
Basic earnings/(loss) per share (cents per share)
14
(0.52)
(1.13)
Diluted earnings/(loss) per share (cents per share)
14
(0.52)
(1.13)
The Consolidated Statement of Comprehensive Income should be read in conjunction with the accompanying notes.
2022 ANNUAL REPORT | 43
Consolidated Statement of Comprehensive Income
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2022
41
Note
2022
$
2021
$
Current assets
Cash and cash equivalents
5
149,751
6,707,451
Receivables
6
211,677
46,147
Total current assets
361,428
6,753,598
Non-current assets
Tenement security deposits
7
6,447,217
457,140
Plant and equipment
349,528
237,966
Motor Vehicle
111,704
27,236
Other Assets
-
650,000
Deferred exploration and evaluation expenditure
8
34,936,935
13,991,671
Total non-current assets
41,845,384
15,364,012
Total assets
42,206,812
22,117,610
Liabilities
Payables
9
5,818,540
790,427
Provisions
10
239,544
97,848
Total current liabilities
6,058,084
888,275
Non-current liabilities
Provisions
10
5,971,587
136
Total non-current liabilities
5,971,587
136
Total liabilities
12,029,671
888,411
Net assets
30,177,141
21,229,199
Equity
Contributed equity
11
35,566,881
24,191,773
Accumulated losses
12
(12,448,678)
(9,729,762)
Reserves
13
7,058,938
6,767,188
Total equity
30,177,141
21,229,199
The Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.
44 | THOMSON RESOURCES
Consolidated Statement of Financial Position
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2022
42
Note
2022
$
2021
$
Cash flows from operating activities
Payment to suppliers and employees
(1,757,786)
(1,288,599)
JV Income
-
10,500
Interest received
7
6,749
Net cash flows (used in) operating activities
24
(1,757,779)
(1,271,350)
Cash flows from investing activities
Expenditure on mining interests (exploration)
(10,952,131)
(3,965,076)
Proceeds from sale of shares
289,843
-
Deposits paid
-
(650,000)
Purchase of plant and equipment
(253,425)
(271,304)
Tenement security deposits
(3,326,117)
(387,140)
Net cash flows (used in) investing activities
(14,241,830)
(5,273,520)
Cash flows from financing activities
Proceeds from issue of shares/share applications
11,583,679
13,808,004
Equity raising expenses
(2,141,770)
(594,107)
Net cash flows from financing activities
9,441,909
13,213,897
Net increase/(decrease) in cash held
(6,557,700)
6,669,027
Add opening cash brought forward
6,707,451
38,424
Closing cash carried forward
24
149,751
6,707,451
The Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.
2022 ANNUAL REPORT | 45
Consolidated Statement of Cash Flows
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2022
43
Note
Issued
capital
$
Accumulated
losses
$
Reserves
$
Total equity
$
At 1 July 2020
8,880,678
(6,788,872)
155,950
2,247,756
Profit/(loss) for the period
-
(3,469,090)
-
(3,469,090)
Other comprehensive income
-
-
-
-
Total comprehensive income/(loss) for the
period
-
(3,469,090)
-
(3,469,090)
Transactions with owners in their capacity as
owners:
Issue of share capital, net of transaction costs
15,311,095
-
-
15,311,095
Share based payments
-
-
6,611,238
6,611,238
Expired/exercised option value transferred to
Accumulated Losses
-
528,200
-
528,200
At 30 June 2021
24,191,773
(9,729,762)
6,767,188
21,229,199
At 1 July 2021
24,191,773
(9,729,762)
6,767,188
21,229,199
Profit/(loss) for the period
-
(2,887,014)
-
(2,887,014)
Other comprehensive income
-
-
-
-
Total comprehensive income/(loss) for the
period
-
(2,887,014)
-
(2,887,014)
Transactions with owners in their capacity as
owners:
Issue of share capital, net of transaction costs
11,281,148
-
-
11,281,148
Performance rights vested
93,960
-
(93,960)
-
Share based payments
-
-
553,808
553,808
Expired/exercised option value transferred to
Accumulated Losses
-
168,098
(168,098)
-
At 30 June 2022
35,566,881
(12,448,678)
7,058,938
30,177,141
The Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes
46 | THOMSON RESOURCES
Consolidated Statement of Changes in Equity
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
44
1.
CORPORATE INFORMATION
The financial report of Thomson Resources Ltd (the Company) for the year ended 30 June 2022 was authorised for issue
in accordance with a resolution of the Directors on 30 September 2022.
Thomson Resources Ltd (the parent) is a company limited by shares, incorporated on 17 July 2009 and domiciled in
Australia whose shares are publicly traded on the Australian Securities Exchange Ltd using the ASX code TMZ.
The consolidated financial statements comprise the financial statements of Thomson Resources Ltd and its subsidiaries
(the Group or Consolidated Entity).
The nature of the operations and principal activities of the Company are described in the Directors’ Report.
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Preparation
The financial report is a general-purpose financial report, which has been prepared in accordance with the requirements
of the Corporations Act 2001 and Australian Accounting Standards. The financial report has been prepared on a historical
cost basis. All amounts are presented in Australian dollars.
Statement of Compliance
The financial report is a general purpose financial report which has been prepared in accordance with the Corporations
Act 2001, Accounting Standards and Interpretations, and complies with other requirements of the law. Accounting
Standards include Australian equivalents to International Financial Reporting Standards (AIFRS). Compliance with AIFRS
ensures that the financial statements and notes of the Group comply with International Financial Reporting Standards
(IFRS).
Basis of Consolidation
The consolidated financial statements comprise the financial statements of Thomson Resources Ltd (Thomson or the
Company) and its subsidiaries (collectively, the Group) as at 30 June each year.
The financial statements of subsidiaries are prepared for the same reporting period as the parent company, using
consistent accounting policies.
All intercompany balances and transactions, income and expenses and profit and losses resulting from intra-group
transactions have been eliminated in full.
Non-controlling interests are allocated their share of profit after tax in the statement of comprehensive income and are
presented within equity in the consolidated statement of financial position, separately from the equity of the owners of the
parent. Losses are attributable to the non-controlling interest even if that results in a deficit balance.
Subsidiaries are fully consolidated from the date on which control is transferred to the Group and cease to be consolidated
from the date on which control is transferred out of the Group. At this date, any retained interest in the entity is remeasured
to its fair value with the change in carrying amount recognised in profit or loss. The fair value is the initial carrying amount
for the purposes of subsequently accounting for the retained interest as an associate.
Plant and Equipment
Plant and equipment are stated at cost less accumulated depreciation and any impairment in value. Depreciation is
calculated on a straight-line basis over the estimated useful life of the asset as follows:
−
Property, plant and equipment – 5-10 years
−
Motor Vehicle – 5 years
Impairment
The carrying values of plant and equipment are reviewed for impairment when events or changes in circumstances indicate the
carrying value may not be recoverable.
2022 ANNUAL REPORT | 47
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
45
An item of plant and equipment is derecognised upon disposal. Any gain or loss arising on derecognition of the asset
(calculated as the difference between the net disposal proceeds and the carrying amount of the item) is included in the
income statement in the period the item is derecognised.
Borrowing Costs
Borrowing costs are recognised as an expense when incurred.
Interest in Joint Arrangements
Joint arrangements represent the contractual sharing of control between parties in a business venture where unanimous
decisions about relevant activities are required.
Separate joint venture entities providing joint venturers with an interest to net assets are classified as a joint venture and
accounted for using the equity method. Using the equity method of accounting, the investment is initially recognised at
cost (including transaction costs) and adjusted thereafter for the post-acquisition change in the Group’s share of net
assets of the joint venture. In addition, the Group’s share of the profit or loss and other comprehensive income of the joint
venture is included in the consolidated financial statements.
Joint operations represent arrangements whereby joint operators maintain direct interests in each asset and exposure to
each liability of the arrangement. The Group’s interests in the assets, liabilities, revenue and expenses of joint operations
are included in the respective line items of the consolidated financial statements.
Gains and losses resulting from sales to a joint operation are recognised to the extent of the other parties’ interests. When
the Group makes purchases from a joint operation, it does not recognise its share of the gains and losses from the joint
arrangement until it resells those goods/assets to a third party.
Recoverable Amount of Assets
At each reporting date, the Group assesses whether there is any indication that an asset may be impaired. Where an
indicator of impairment exists, the Group makes a formal estimate of recoverable amount. Where the carrying amount of
an asset exceeds its recoverable amount the asset is considered impaired and is written down to its recoverable amount.
Recoverable amount is the greater of fair value less costs to sell and value in use.
Financial Instruments
Financial instruments are recognised initially on the date that the Company becomes party to the contractual provisions of
the instrument.
On initial recognition, all financial instruments are measured at fair value plus transaction costs (except for instruments
measured at fair value through profit or loss where transaction costs are expensed as incurred).
Financial Assets
All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value, depending
on the classification of the financial assets.
Classification
On initial recognition, the Company classifies its financial assets into the following categories, those measured at:
−
Amortised cost
−
Fair value through profit or loss - FVTPL
−
Fair value through other comprehensive income - equity instrument (FVOCI - equity)
−
Fair value through other comprehensive income - debt investments (FVOCI - debt)
Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model
for managing financial assets.
48 | THOMSON RESOURCES
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
46
Amortised Cost
Assets measured at amortised cost are financial assets where:
−
The business model is to hold assets to collect contractual cash flows; and
−
The contractual terms give rise on specified dates to cash flows are solely payments of principal and interest on the
principal amount outstanding.
The Company's financial assets measured at amortised cost comprise receivables and cash and cash equivalents in the
statement of financial position.
Subsequent to initial recognition, these assets are carried at amortised cost using the effective interest rate method less
provision for impairment.
Interest income, foreign exchange gains or losses and impairment are recognised in profit or loss. Gain or loss on
derecognition is recognised in profit or loss.
Fair Value through other Comprehensive Income
The Company does not hold any assets measured at fair value through other comprehensive income.
Financial Assets through Profit or Loss
The Company does not hold any assets measured at fair value through profit or loss.
Impairment of Financial Assets
Receivables
Impairment of receivables have been determined using the simplified approach in AASB 9 which uses an estimation of
lifetime expected credit losses. The Company has determined the probability of non-payment of the receivable and
contract asset and multiplied this by the amount of the expected loss arising from default.
Other Financial Assets Measured at Amortised Cost
Impairment of other financial assets measured at amortised cost are determined using the expected credit loss model in
AASB 9. On initial recognition of the asset, an estimate of the expected credit losses for the next 12 months is recognised.
Where the asset has experienced significant increase in credit risk then the lifetime losses are estimated and recognised.
Financial Liabilities
The Company measures all financial liabilities initially at fair value less transaction costs, subsequently financial liabilities
are measured at amortised cost using the effective interest rate method.
The financial liabilities of the Company comprise trade and other payables.
Exploration, Evaluation, Development and Restoration Costs
Exploration and Evaluation
Exploration and evaluation expenditure incurred by or on behalf of the Group is accumulated separately for each area of
interest. Such expenditure comprises net direct costs and an appropriate portion of related overhead expenditure, but does
not include general overheads or administrative expenditure not having a specific connection with a particular area of
interest.
Exploration and evaluation costs in relation to separate areas of interest for which rights of tenure are current are brought
to account in the year in which they are incurred and carried forward provided that:
−
Such costs are expected to be recouped through successful development and exploitation of the area, or alternatively
through its sale.
−
Exploration and/or evaluation activities in the area have not yet reached a stage which permits a reasonable
assessment of the existence or otherwise of economically recoverable reserves.
Once a development decision has been taken, all past and future exploration and evaluation expenditure in respect of the
area of interest is aggregated within costs of development.
Exploration and Evaluation – Impairment
2022 ANNUAL REPORT | 49
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
47
The Directors assess at each reporting date whether there is an indication that an asset has been impaired and for
exploration and evaluation cost whether the above carry-forward criteria are met.
Accumulated costs in respect of areas of interest are written off or a provision made in the income statement when the
above criteria do not apply or when the Directors assess that the carrying value may exceed the recoverable amount. The
costs of productive areas are amortised over the life of the area of interest to which such costs relate on the production
output basis, provisions would be reviewed and if appropriate, written back.
Development
Development expenditure incurred by or on behalf of the Group is accumulated separately for each area of interest in
which economically recoverable reserves have been identified to the satisfaction of the directors. Such expenditure
comprises net direct costs and, in the same manner as for exploration and evaluation expenditure, an appropriate portion
of related overhead expenditure having a specific connection with the development property.
All expenditure incurred prior to the commencement of commercial levels of production from each development property
is carried forward to the extent to which recoupment out of revenue to be derived from the sale of production from the
relevant development property, or from the sale of that property, is reasonably assured.
No amortisation is provided in respect of development properties until a decision has been made to commence mining.
After this decision, the costs are amortised over the life of the area of interest to which such costs relate on a production
output basis.
Cash and Cash Equivalents
Cash and short-term deposits in the balance sheet comprise cash at bank and in hand and short-term deposits with an
original maturity of one year or less. For the purposes of the Statement of Cash Flows, cash and cash equivalents consist
of cash and cash equivalents as defined above, net of any outstanding bank overdrafts, if any.
Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is
probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable
estimate can be made of the amount of the obligation.
Where the Group expects some or all of a provision to be reimbursed, the reimbursement is recognised as a separate
asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the income
statement net of any reimbursement. If the effect of the time value of money is material, provisions are determined by
discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of
money and, where appropriate, the risks specific to the liability. When discounting is used, the increase in the provision
due to the passage of time is recognised as a finance cost.
Provision for rehabilitation and restoration
A provision for rehabilitation and restoration is provided by the Group where there is a present obligation as a result of
exploration, development and/or production activities having been undertaken, and it is probable that an outflow of
economic benefits will be required to settle the obligation.
The estimated future obligations represent expected costs to restoring affected areas once exploration, development
and/or production activities has ceased or abandoned. Restoration liabilities are discounted to its present value and
capitalised as a component of deferred exploration and evaluation expenditure. The capitalised costs are amortised over
the life of development assets from the commencement of production.
Any changes in the estimate are reflected in the present value of the restoration provision at reporting date, with a
corresponding change in the cost of the associated asset. In the event the restoration provision is reduced, the cost of the
related asset is reduced by an amount not exceeding its carrying value.
If the decrease in restoration provision exceeds the carrying amount of the asset, the excess is recognised immediately in
the statement of comprehensive income.
50 | THOMSON RESOURCES
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
48
Estimation of rehabilitation and restoration costs
The provision for restoration recognised by the Group at reporting date represents the cost to restore tenement areas held
by the Group. Most of the events required to be performed are expected to occur in future years and the precise
requirements that will have to be met when the event occurs are uncertain. Technology and costs associated with the
restoration activities required are constantly changing, as are political, environmental, safety and public expectations. The
timing and amounts of future cash flows are subject to significant uncertainty and estimation is required in determining the
amounts of provisions to be required.
The Group’s restoration obligations are based on compliance with the requirements of relevant regulations which vary for
different jurisdictions and are often non-prescriptive.
Employee Entitlements
Provision is made for the Group’s employee benefits liability arising from services rendered by employees to the end of
the reporting period. These benefits include wages, salaries, annual leave and long service leave. Where these benefits
are expected to be settled within 12 months of the reporting date, they are measured at the amounts expected to be paid
when the liabilities are settled.
Expenses for non-vesting personal leave are recognised when the leave is taken and are measured at the rates paid or
payable. Liabilities for long service leave and annual leave that is not expected to be taken wholly before 12 months after
the end of the reporting period in which the employee rendered the related service, are recognised and measured as the
present value of the estimated future cash outflows to be made in respect of employees’ services up to the reporting date.
The obligation is calculated using expected future wage and salary rates and periods of service. The estimated future
payments have been discounted using Australian corporate bond rates. The obligations are presented as current liabilities
in the statement of financial position if the Group does not have the unconditional right to defer settlement for at least 12
months after reporting date, regardless of when the actual settlement is expected to occur.
Share-Based Payments
In addition to salaries, the Group provides benefits to certain employees (including Directors and Key Management
personnel) of the Group in the form of share-based payment transactions, whereby employees render services in exchange
for shares or rights over shares (“equity-settled transactions”).
The cost of these equity-settled transactions with employees is measured by reference to the fair value at the date at which
they are granted. The fair value of the options is determined by using the generally accepted valuation methodologies. In
valuing transactions settled by way of issue of options, no account is taken of any vesting limits or hurdles, or the fact that
the options are not transferable. The cost of equity-settled transactions is recognised, together with a corresponding
increase in equity, over the period in which the vesting conditions are fulfilled, ending on the date on which the relevant
employees become fully entitled to the award (the vesting period).
The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects (i) the
extent to which the vesting period has expired and (ii) the Group’s best estimate of the number of equity instruments that
will ultimately vest. No adjustment is made for the likelihood of market performance conditions being met as the effect of
these conditions is included in the determination of fair value at grant date. The income statement charge or credit for a
period represents the movement in cumulative expense recognised as at the beginning and end of that period.
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is only conditional upon
a market condition.
If the terms of an equity-settled award are modified, at a minimum an expense is recognised as if the terms had not been
modified. In addition, an expense is recognised for any modification that increases the total fair value of the share-based
payment arrangement, or is otherwise beneficial to the employee, as measured at the date of modification. If an equity-
settled award is cancelled, it is treated as if it had vested on the date of the cancellation, and any expense not yet
recognised is recognised immediately.
However, if a new award is substituted for the cancelled award and designated a replacement award on the date it is
granted, the cancelled and the new award are treated as if there was a modification of the original award, as described in
the previous paragraph. The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the
computation of earnings per share except where such dilution would serve to reduce a loss per share.
2022 ANNUAL REPORT | 51
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
49
Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue
can be reliably measured.
Interest
Revenue is recognised as the interest accrues (using the effective interest method, which is the rate that exactly discounts
estimated future cash receipts through the expected life of the financial instrument) to the net carrying amount of the
financial asset.
Income Tax
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered
from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted
or substantively enacted at the balance sheet date.
Deferred income tax is provided on all temporary differences at the balance sheet date between the tax bases of assets
and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences:
−
Except where the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction
that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable
profit or loss.
−
In respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in
joint ventures, except where the timing of the reversal of the temporary differences can be controlled and it is probable
that the temporary differences will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets
and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible
temporary differences, and the carry-forward of unused tax assets and unused tax losses can be utilised:
−
Except where the deferred income tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction,
affects neither the accounting profit nor taxable profit or loss.
−
In respect of deductible temporary differences associated with investments in subsidiaries, associates and interests
in joint ventures, deferred tax assets are only recognised to the extent that it is probable that the temporary differences
will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can
be utilised.
The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that
it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to
be utilised.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the
asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted
at the balance sheet date. Income taxes relating to items recognised directly in equity are recognised in equity and not in
the income statement.
Other Taxes
Revenues, expenses and assets are recognised net of the amount of GST except:
−
Where the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which
case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable.
−
Receivables and payables are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables
in the balance sheet.
52 | THOMSON RESOURCES
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
50
Cash flows are included in the Cash Flow Statement on a gross basis and the GST component of cash flows arising from
investing and financing activities, which is recoverable from, or payable to, the taxation authority, are classified as operating
cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation
authority.
Currency
Both the functional and presentation currency is Australian dollars (A$).
Investment in Controlled Entities
The Company’s investment in its controlled entities is accounted for under the equity method of accounting in the
Company’s financial statements.
Impairment of Assets
The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any such
indication exists, or when annual impairment testing for an asset is required, the Group makes an estimate of the asset’s
recoverable amount.
An asset’s recoverable amount is the higher of its fair value less costs to sell and its value in use and is determined for an
individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets
or groups of assets and the asset’s value in use cannot be estimated to be close to its fair value. In such cases the asset
is tested for impairment as part of the cash-generating unit to which it belongs. When the carrying amount of an asset or
cash-generating unit exceeds its recoverable amount, the asset or cash-generating unit is considered impaired and is
written down to its recoverable amount.
In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount
rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment
losses relating to continuing operations are recognised in those expense categories consistent with the function of the
impaired asset unless the asset is carried at revalued amount (in which case the impairment loss is treated as a revaluation
decrease).
An assessment is also made at each reporting date as to whether there is any indication that previously recognised
impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is
estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to
determine the asset’s recoverable amount since the last impairment loss was recognised. If that is the case the carrying
amount of the asset is increased to its recoverable amount. The increased amount cannot exceed the carrying amount
that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years.
Such reversal is recognised in profit or loss unless the asset is carried at revalued amount, in which case the reversal is
treated as a revaluation increase. After such a reversal the depreciation charge is adjusted in future periods to allocate the
asset’s revised carrying amount, less any residual value, on a systematic basis over its remaining useful life.
Significant Accounting Judgements, Estimates and Assumptions
The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future
events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying
amounts of certain assets and liabilities within the next annual reporting period are:
Share-Based Payment Transactions
The Group measures the cost of share-based payments at fair value at the grant date using generally accepted valuation
methodologies taking into account the terms and conditions upon which the instruments were granted, as detailed in Note
13.
Capitalisation and Write-Off of Capitalised Exploration Costs
The determination of when to capitalise and write-off exploration expenditure requires the exercise of judgement based on
various assumptions and other factors such as historical experience, current and expected economic conditions.
2022 ANNUAL REPORT | 53
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
51
Contributed equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are
shown in equity as a deduction, net of tax, from the proceeds.
Earnings Per Share
Basic earnings per share is calculated as net profit attributable to members of the Group, adjusted to exclude any costs of
servicing equity divided by the weighted average number of ordinary shares.
Diluted earnings per share is calculated as net profit attributable to members of the Group, adjusted for:
−
Costs of servicing equity.
−
The after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been
recognised as expenses.
−
Other non-discretionary changes in revenues or expenses during the period that would result from the dilution of
potential ordinary shares.
−
Divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any
bonus element.
Going Concern
The financial report has been prepared on the going concern basis, which assumes continuity of normal business activities
and the realisation of assets and the settlement of liabilities in the ordinary course of business.
The Group recorded a loss after tax of $2,887,014 (2021: $3,469,090) for the year ended 30 June 2022. At 30 June 2022
the Group had cash and cash equivalents of $149,751 (2021: $6,707,451) and net assets of $30,177,141 (2021:
$21,229,199).
The Directors have prepared cash flow forecasts that support the ability of the Group to continue as a going concern for
the foreseeable future. The cash flow projections assume the Group continues its exploration activities and receipt of
funding from the placement and other capital raisings. If the placement funding or other capital raisings are not secured,
this may indicate there is a material uncertainty that may cast doubt on the entity’s ability to continue as a going concern.
Accounting Standards Issued but Not Yet Effective
Australian Accounting Standards and interpretations that have been issued or amended but are not yet effective have not
been adopted by the Consolidated Entity for the year ended 30 June 2022. The Consolidated Entity plans to adopt these
standards at their application dates.
It is anticipated that the application of these standards will not have a material effect on the Group’s results or financial
reports in future periods.
The Director’s assessment of the impact of all other new standards and interpretations is that they will not have a material
impact on the financial report of the Company.
54 | THOMSON RESOURCES
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
52
3.
INCOME
2022
$
2021
$
Proceeds from sale of investment
289,843
-
Interest received
7
6,749
Other income
-
10,500
289,850
17,249
4.
INCOME TAX
2022
$
2021
$
Prima facie income tax (credit) on operating profit/(loss) at 25% (2021:
27.5%)
(721,753)
(954,000)
Deferred income tax in respect of carried forward tax losses – not
recognised
(721,753)
(954,000)
Income tax expense
-
-
No provision for income tax is considered necessary in respect of the Company for the period 30 June 2022 (2021: nil).
Tax benefits of 25% (2021: 27.5%) of approximately $5,742,152 (2021: $2,855,138) associated with the tax losses carried
forward will only be obtained if:
−
The Company derives future assessable income of a nature and of an amount sufficient to enable the benefit from the
deductions for the losses to be realised.
−
The Company continues to comply with the conditions for deductibility imposed by the law.
−
No changes in tax legislation adversely affect the Company in realising the benefit from the deductions for the losses.
5.
CASH AND CASH EQUIVALENTS
2022
$
2021
$
Cash at bank
149,751
6,707,451
149,751
6,707,451
6.
RECEIVABLES – CURRENT
2021
$
2021
$
GST receivables
70,024
-
Prepayments
10,941
23,953
Deposits
18,893
18,892
Amounts receivable from shares issued
108,517
-
Other debtors
3,302
3,302
211,677
46,147
2022 ANNUAL REPORT | 55
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
53
7.
TENEMENT SECURITY DEPOSITS
2022
$
2021
$
Current
-
-
Non-Current
6,447,217
457,140
6,447,217
475,140
These deposits are restricted so that they are available for any rehabilitation that may be required on exploration tenements
(Refer to Note 20). The bank deposits are interest bearing.
8.
DEFERRED EXPLORATION AND EVALUATION EXPENDITURE
2022
$
2021
$
Costs brought forward
13,991,671
2,460,418
Costs incurred during the period
13,357,987
5,022,982
Share issue for acquisition of exploration projects
1,648,500
7,432,523
Restoration
5,938,777
-
Expenditure written off during period
-
(924,252)
Costs carried forward
34,936,935
13,991,671
Exploration expenditure costs carried forward are made up of:
Expenditure on joint operation
857,208
1,060,369
Expenditure on non-joint operation
34,079,727
12,931,302
Costs carried forward
34,936,935
13,991,671
The above amounts represent costs of areas of interest carried forward as an asset in accordance with the accounting
policy set out in Note 2. The ultimate recoupment of deferred exploration and evaluation expenditure in respect of an area
of interest carried forward is dependent upon the discovery of commercially viable reserves and the successful
development and exploitation of the respective areas or alternatively sale of the underlying areas of interest for at least
their carrying value. Amortisation, in respect of the relevant area of interest, is not charged until a mining operation has
commenced.
9.
CURRENT LIABILITIES – PAYABLES
2022
$
2021
$
Trade creditors
5,147,678
667,901
Accrued expenses
670,862
122,526
5,818,540
790,427
10.
LIABILITIES - PROVISIONS
2022
$
2021
$
Current
Annual leave
193,004
55,241
Long Service Leave
46,540
42,607
239,544
97,848
56 | THOMSON RESOURCES
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
54
2022
$
2021
$
Non-Current
Long Service Leave
32,810
136
Restoration
5,938,777
-
5,971,587
136
The provision for restoration represents areas held by the Group previously disturbed during exploration and other mining
related activities up to the reporting date, but not yet rehabilitated. The provision represents the estimated costs and future
obligations to restore the affected areas at reporting date. Restoration activities are expected to occur in future periods
and over 12 months from the reporting date and as a result been recognised as non-current in the financial statements.
There is also uncertainty associated with the precise requirements that will have to be met and associated cash outflows
when restoration events occur.
11.
CONTRIBUTED EQUITY
2022
$
2021
$
Share capital
703,666,912 fully paid ordinary shares (2021: 463,177,510)
42,355,730
28,653,390
Fully paid ordinary shares carry one vote per share and carry the right to
dividends.
Share issue costs
(6,788,849)
(4,461,617)
35,566,881
24,191,773
Number
$
Movements in ordinary shares on issue
At 1 July 2020
118,814,189
9,623,978
Shares issued
344,363,321
19,029,412
At 30 June 2021
463,177,510
28,653,390
Shares issued
240,489,402
13,608,380
At 30 June 2022
703,666,912
42,261,770
Shares issued during the year ended 30 June 2022:
−
In July 2021 the Company issued 100,000 shares at $0.03 for the conversion of options to shares.
−
In August 2021 the Company issued 394,524 shares at $0.03 for the conversion of options to shares.
−
In August 2021 the Company issued 351,667 shares at $0.03 for the conversion of options to shares.
−
In September 2021 the Company issued 5,000,000 shares at $0.06 for the conversion of options to shares.
−
In September 2021 the Company issued 3,076,667 shares at $0.03 for the conversion of options to shares.
−
In October 2021 the Company issued 150,000 shares at $0.03 for the conversion of options to shares.
−
In October 2021 the Company issued 1,558,333 shares at $0.06 for the conversion of options to shares.
−
In October 2021 the Company issued 3,000,000 shares at $0.09 to purchase an exploration tenement.
−
In October 2021 the Company issued 8,450,000 shares at $0.09 to a service provider for consulting services.
−
In October 2021 the Company issued 500,000 shares at $0.09 to a service provider for consulting services.
−
In October 2021 the Company issued 2,750,000 shares at $0.1 to a service provider for marketing services.
−
In October 2021 the Company issued 200,000 shares at $0.09 to employees of a service provider.
−
In October 2021 the Company issued 52,083,334 shares at $0.075 in a share placement.
2022 ANNUAL REPORT | 57
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
55
−
In November 2021 the Company issued 12,333,333 shares at $0.075 in a share placement.
−
In November 2021 the Company issued 2,310,000 shares at $0.03 for the conversion of options to shares.
−
In December 2021 the Company issued 1,441,667 shares at $0.06 for the conversion of options to shares.
−
In December 2021 the Company issued 5,000,000 shares at $0.12 to purchase an exploration tenement.
−
In February 2022 the Company issued 3,000 shares at $0.115 for the conversion of options to shares.
−
In February 2022 the Company issued 10,000,000 shares at $0.067 in a share placement.
−
In February 2022 the Company issued 10,000,000 shares at $0.065 in a share placement.
−
In March 2022 the Company issued 10,833,334 shares at $0.06 in a share placement.
−
In April 2022 the Company issued 78,048,781 shares at $0.041 in a share placement.
−
In May 2022 the Company issued 333,333 shares at $0.03 for the conversion of options to shares.
−
In May 2022 the Company issued 14,000,000 shares at $0.035 in a share placement.
−
In June 2022 the Company issued 18,571,429 shares at $0.0325 in a share placement.
Terms and Conditions of Contributed Equity
Ordinary Shares
Ordinary shares have the right to receive dividends as declared and, in the event of winding up the Company, to participate
in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held.
Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company.
Options
Options do not carry voting rights or rights to dividends until options are exercised.
12.
ACCUMULATED LOSSES
2022
$
2021
$
Balance at the beginning of year
(9,729,762)
(6,788,872)
Expired option value transferred to Accumulated Losses
168,098
528,200
Operating gain/(loss) after income tax expense
(2,887,014)
(3,469,090)
Balance at 30 June
(12,448,678)
(9,729,762)
13.
RESERVES/SHARE-BASED PAYMENTS
Reserves
2022
$
2021
$
Balance at 1 July
6,767,188
155,950
Expired/exercised option value transferred to Accumulated Losses
(168,098)
(528,200)
Performance Rights Issued
303,600
564,750
Performance Rights vested transferred to issued capital
(93,960)
-
Issue of options
250,208
6,574,688
Balance at 30 June
7,058,938
6,767,188
58 | THOMSON RESOURCES
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
56
Share-Based Payments
The Company has established the Thomson Resources Ltd Employee Share Option Plan (“ESOP”) to assist in the
attraction, retention and motivation of employees of the Company. There have been no cancellations or modifications to
any of the plans during 2022.
Summary of Options Granted Under ESOP
2022
no.
2021
no.
Outstanding at the beginning of the year
2,300,000
8,500,000
Granted during the year
1,281,250
-
Exercised during the year
(333,333)
(5,200,000)
Forfeited/cancelled during the year
(2,200,000)
-
Expired during the year
-
-
Outstanding at the end of the year
1,047,917
2,300,000
The outstanding balance as at 30 June 2022 is represented by options exercisable at $0.115 with an expiry of 28
October 2024.
Option Pricing Model and Terms of Options
The following table lists the inputs to the options model and the terms of granted options:
Grant
date
Number of
options
granted
Exercise
price
Expiry date
Expected
volatility
Risk-free
rate
Expected
life
years
Estimated
fair value
Model
used
Jul 20
25,000,000
$0.03
30 Nov 22
100.00%
1.00%
2.3
$0.0230
Blk&Sch
(a)
Nov 20
20,000,000
$0.10
25 Nov 23
100.00%
1.00%
3
$0.0470
Blk&Sch
(b)
Mar 21
5,000,000
$0.06
31 Nov 21
100.00%
1.00%
0.9
$0.0865
Blk&Sch
(c)
Mar 21
50,000,000
$0.20
29 Mar 24
100.00%
1.00%
3
$0.0590
Blk&Sch
(d)
Mar 21
10,276,250
$0.20
29 Mar 24
100.00%
1.00%
3
$0.0586
Blk&Sch
(e)
Mar 21
7,500,000
$0.20
29 Mar 24
100.00%
1.00%
3
$0.0586
Blk&Sch
(f)
Apr 21
22,291,666
$0.20
29 Mar 24
100.00%
1.00%
3
$0.0586
Blk&Sch
(g)
Nov 21
9,662,500
$0.20
28 Oct 24
37.1%
1.00%
3
$0.0130
Blk&Sch
(h)
Dec 21
1,500,000
$0.20
29 Mar 24
104.64%
2.90%
2.31
$0.0202
Blk&Sch
(i)
Dec 21
1,500,000
$0.25
10 Jun 25
104.64%
2.90%
3.51
$0.0268
Blk&Sch
(i)
Dec 21
250,000
$0.25
7 Dec 24
104.64%
2.90%
3
$0.0231
Blk&Sch
(i)
Dec 21
250,000
$0.45
7 Dec 24
104.64%
2.90%
3
$0.0166
Blk&Sch
(i)
Feb 22
1,281,250
$0.115
28 Oct 24
105.35%
2.90%
2.7
$0.0342
Blk&Sch
(j)
TOTAL
154,511,666
2022 ANNUAL REPORT | 59
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
57
(a)
25,000,000 options were issued to the Lead Manager as part of a capital raising success fee.
(b)
20,000,000 options were issued to the Lead Manager as part of a capital raising success fee.
(c)
5,000,000 options were issued for the acquisition of the Chillagoe Project.
(d)
50,000,000 options were issued for the Webbs and Conrad acquisition.
(e)
10,276,250 options were issued as part payment of a capital raising fee.
(f)
7,500,000 options were issued as part of a capital raising success fee.
(g)
22,291,666 options were issued in a private placement to various shareholders.
(h)
9,662,500 options were issued as part payment of a capital raising fee.
(i)
3,500,000 options were issued as part of payments for services received.
(j)
1,281,250 options were issued to Directors as part of their remuneration.
Weighted Average Disclosures on Options
2022
2021
Weighted average exercise price of options at 1 July
$0.15
$0.06
Weighted average exercise price of options granted during period
$0.20
$0.15
Weighted average exercise price of options exercised during period
$0.46
$0.05
Weighted average exercise price of options outstanding at 30 June
$0.16
$0.15
Weighted average exercise price of options exercisable at 30 June
$0.16
$0.15
Weighted average contractual life
2.8 years
2.8 years
Range of exercise price
$0.03-$0.45
$0.03-$0.20
Performance Rights
Pricing Model and Terms of Rights
The following table lists the inputs to the rights model and the terms for granted performance rights as at 30 June 2022:
Grant date
Number of rights granted
Exercise price
Expiry date
Estimated fair value
Model used
Nov 20
3,000,000
$0.30
26 Oct 23
$0.0031
Monte
(a)
Apr 21
3,000,000
$0.35
12 Apr 23
$0.0554
Monte
(b)
Apr 21
3,000,000
$0.45
12 Apr 24
$0.0752
Monte
(c)
Jan 22
4,000,000
-
30 Jan 23
$0.0132
Blk&Scho
(d)
Jan 22
8,000,000
-
30 Jan 24
$0.0132
Blk&Scho
(d)
Jan 22
5,500,000
-
30 Jan 24
$0.0132
Blk&Scho
(d)
Jan 22
5,500,000
-
30 Jan 24
$0.0132
Blk&Scho
(d)
(a)
In November 2020 a total of 3,000,000 performance rights were issued to the Directors, vesting upon the share price
achieving a 20 day VWAP of $0.30 at any time before 26 October 2023
(b)
In April 2021 a total of 3,000,000 performance rights were issued to the Directors, vesting upon the share price
achieving a 20 day VWAP of $0.35 at any time before 12 April 2023
(c)
In April 2021 a total of 3,000,000 performance rights were issued to the Directors, vesting upon the share price
achieving a 20 day VWAP of $0.45 at any time before 12 April 2024
(d)
In January 2022 a total of 23,000,000 performance rights were issued to the Directors, vesting upon:
60 | THOMSON RESOURCES
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
58
(e)
Raising capital in 2022 of at least $20,000,000 (4,000,000 performance rights)
(f)
Producing an aggregate of Resources/Reserves defined by the Company in all New England Fold Belt Projects of at
least 100M Ag Eq (8,000,000 performance rights)
(g)
Producing an aggregate of Resources/Reserves defined by the Company in all Lauchlan Fold Belt Projects of at least
10,000 tonnes of contained tin (5,500,000 performance rights)
(h)
A transaction or transactions in relation to the projects held by the Company other than the New England Fold Belt
Projects which presents additional material value to shareholders (5,500,000 performance rights)
14.
EARNINGS PER SHARE
2022
2021
Net profit/(loss) used in calculating basic and diluted gain/(loss) per share
(2,887,014)
(3,469,090)
Number
Number
Weighted average number of ordinary shares outstanding during the year
used in calculation of basic EPS
556,854,071
307,703,373
Cents per share
Cents per share
Basic earnings (loss) per share
(0.52)
(1.13)
Diluted earnings (loss) per share
(0.52)
(1.13)
In accordance with AASB 133 Earnings per Share, potential ordinary shares are antidilutive when their conversion to
ordinary shares would increase earnings per share or decrease loss per share from continuing operations. The
calculation of diluted earnings/(losses) per share does not assume conversion, exercise, or other issue of potential
ordinary shares that would have an antidilutive effect on earnings/(losses) per share.
15.
KEY MANAGEMENT PERSONNEL
Key Management Personnel Compensation
The aggregate compensation made to key management personnel of the Group is set out below:
2022
$
2021
$
Short-term employee benefits
630,638
659,594
Post-employment benefits
62,070
58,427
Share-based payments
347,395
564,750
1,040,103
1,282,771
2022 ANNUAL REPORT | 61
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
59
Shareholdings of Key Management Personnel
Fully paid ordinary shares held in Thomson Resources Ltd
Balance at
1 July
no.
Issued in lieu
of directors
fees
no.
Issued in
share
purchase
plan/rights
issue
no.
Performance
rights
issue
no.
Net other
change
(purchased/
sold on
market)
no.
Balance at
30 June
no.
2022
E Rothery
4,290,000
-
-
-
1,026,667
5,316,667
D Williams
2,000,000
-
-
-
333,333
2,333,333
R Willson
2,000,000
-
-
-
-
2,000,000
G Skelton
-
-
-
-
-
-
M Bennett
-
-
-
-
-
-
8,290,000
-
-
-
1,360,000
9,650,000
2021
E Rothery
2,110,000
-
1,180,000
1,000,000
-
4,290,000
D Williams
-
1,000,000
-
1,000,000
-
2,000,000
R Willson
-
1,000,000
-
1,000,000
-
2,000,000
2,110,000
2,000,000
1,180,000
3,000,000
-
8,290,000
Option Holdings of Key Management Personnel
Share Options held in Thomson Resources Ltd
Balance at
1 July
no.
Granted as
compen-
sation
no.
Exercised
no.
Net other
change
no.
Balance at
30 June
no.
Balance
vested at 30
June
no.
Vested
but not
exerc-
isable
no.
Vested
and
exercise-
able
no.
Options
vested
during
year
no.
2022
E Rothery
5,333,333
281,250
(1,151,667)
(4,181,666)
281,250
281,250
-
281,250
281,250
D Williams
333,333
500,000
(333,333)
-
500,000
500,000
-
500,000
500,000
R Willson
333,333
500,000
-
-
833,333
833,333
-
833,333
833,333
G Skelton
-
-
-
-
-
-
-
-
-
M Bennett
-
-
-
-
-
-
-
-
-
5,999,999
1,281,250
(1,485,000)
(4,181,666)
1,614,583
1,614,583
-
1,614,583
1,614,58
2021
E Rothery
5,000,000
-
-
333,333
5,333,333
5,333;333
-
5,333,333
333,333
D Williams
-
-
-
333,333
333,333
333,333
-
333,333
333,333
R Willson
-
-
-
333,333
333,333
333,333
-
333,333
333,333
5,000,000
-
-
999,999
5,999,999
5,999,999
5,999,999
999,999
62 | THOMSON RESOURCES
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
60
Performance Rights Holdings of Key Management Personnel
Performance Rights held in Thomson Resources Ltd
Balance at
1 July
no.
Granted as
compensation
no.
Vested
no.
Net other change
no.
Balance at 30
June
no.
Balance vested
at 30 June
no.
E Rothery
3,750,000
8,000,000
-
11,750,000
-
D Williams
3,750,000
10,000,000
-
13,750,000
-
R Willson
3,750,000
5,000,000
-
8,750,000
-
G Skelton
-
-
-
-
-
-
M Bennett
-
-
-
-
-
-
11,250,000
23,000,000
-
-
34,250,000
2021
E Rothery
-
4,750,000
1,000,000
-
3,750,000
-
D Williams
-
4,750,000
1,000,000
-
3,750,000
-
R Willson
-
4,750,000
1,000,000
-
3,750,000
-
-
14,250,000
3,000,000
-
11,250,000
-
16.
RELATED PARTY DISCLOSURES
Subsidiaries
(i)
The consolidated financial statements include the financial statements of Thomson Resources Ltd (the Parent Entity)
and the following subsidiaries:
% Equity interest
Name and Country of Incorporation
2022
2021
Lassiter Resources Pty Ltd, Australia
100
100
Riverston Tin Pty Ltd, Australia
100
100
Webb’s Resources Pty Ltd, Australia
100
100
Conrad Resources Pty Ltd, Australia
100
100
Caesar Resources Pty Ltd, Australia
100
100
17.
AUDITORS’ REMUNERATION
2022
$
2021
$
Total amounts receivable by the current auditors of the Company for:
Audit of the Company’s accounts
83,500
41,000
Other services
-
-
83,500
41,000
2022 ANNUAL REPORT | 63
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
61
18.
JOINT ARRANGEMENTS
The Group is a party to a number of exploration joint arrangement agreements to explore for copper, gold, zinc and lead.
Under the terms of the agreements the Group will be required to contribute towards the exploration and other costs if it
wishes to maintain or increase its percentage holdings. The joint arrangements are not separate legal entities. There are
contractual arrangements between the participants for sharing costs and future revenues in the event of exploration
success. There are no assets and liabilities attributable to the Group at the balance date resulting from these joint
arrangements other than exploration expenditure costs carried forward as detailed in Note 8.
Costs are accounted for in accordance with the terms of joint arrangement agreements and in accordance with Note 2.
19.
SEGMENT INFORMATION
The operating segments identified by management are as follows:
Exploration projects funded directly by Thomson Resources Ltd (“Exploration”)
Regarding the Exploration segment, the Chief Operating Decision Maker (the Board of directors) receives information on
the exploration expenditure incurred. This information is disclosed in Note 8 of this financial report. No segment revenues
are disclosed as each exploration tenement is not at a stage where revenues have been earned. Furthermore, no segment
costs are disclosed as all segment expenditure is capitalised, with the exception of expenditure written off which is
disclosed in Note 8.
Financial information about each of these tenements is reported to the Chief Executive Officer on an ongoing basis.
Corporate office activities are not allocated to operating segments as they are not considered part of the core operations
of any segment and comprise of the following:
−
Interest revenue.
−
Corporate costs.
−
Depreciation and amortisation of non-project specific property, plant and equipment.
20.
CONTINGENT LIABILITIES
The Group has provided guarantees totalling $6,447,217 (2021: $457,140) in respect of exploration tenements and mining
properties in NSW and Queensland as at 30 June 2022. These guarantees in respect of exploration tenements are secured
against term deposits with a banking institution and cash held by the NSW Department of Planning and Environment –
Resources and Energy and the Queensland Treasury. The Company does not expect to incur any material liability in
respect of the guarantees except for the $5,938,777 restoration provision in Note 10.
21.
FINANCIAL INSTRUMENTS
The Board as a whole is responsible for reviewing the Company’s policies on risk oversight and management and satisfying
itself that Senior Management have developed and implemented a sound system of risk management and internal control.
The Company’s risk management policy has been designed to identify, assess, monitor and manage material business
risks to ensure effective management of risk. These policies are reviewed regularly to reflect material changes in market
conditions and the Company’s risk profile.
The main risks identified in the Company’s financial instruments are capital risk, credit risk, liquidity risk, interest rate risk
and commodity price risk. Summarised below is information about the Company’s exposure to each of these risks, their
objectives, policies and processes for measuring and managing risk, the management of capital and financial instruments.
64 | THOMSON RESOURCES
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
62
Capital Risk Management
The Company manages its capital to ensure that it will be able to continue as a going concern. The Board’s policy is to
maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development
of the Company. In order to achieve this objective, the Company seeks to maintain a sufficient funding base to enable the
Company to meet its working capital and strategic investment needs.
The Board ensures costs are not incurred in excess of available funds and will seek to raise additional funding through the
issue of shares for the continuation of the Company’s operations when required.
The Company considers its capital to comprise of its ordinary share capital, option reserve and accumulated losses. There
were no changes in the Company’s approach to capital management during the period. The Company is not subject to
externally imposed capital requirements.
Financial Risk Management Objectives
In common with all other businesses, the Company is exposed to risks that arise from its use of financial instruments. This
note describes the Company’s objectives, policies and processes for managing those risks and the methods used to
measure them. Further quantitative information in respect of these risks is presented throughout these financial statements.
During the period there have been no substantive changes in the Company’s exposure to financial instrument risks, its
objectives, policies and processes for managing those risks or the methods used to measure them from previous periods
unless otherwise stated in this note.
The Board has overall responsibility for the determination of the Company’s risk management objectives and policies and,
whilst retaining ultimate responsibility for them it has delegated the authority for designing and operating processes that
ensure the effective implementation of the objectives and policies to the Company’s finance function. The Company’s risk
management policies and objectives are designed to minimise the potential impacts of these risks on the results of the
Company where such impacts may be material. The Board receives regular reports from the Financial Controller through
which it reviews the effectiveness of the processes put in place and the appropriateness of the objectives and policies it
sets. These risks include credit risk, liquidity risk, interest rate risk and commodity price risk. The Company does not use
derivative financial instruments to hedge these risk exposures.
The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the
Company’s competitiveness and flexibility. Further details regarding these risks are set out below.
Credit Risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the
Company.
The Company mitigates credit risk on cash and cash equivalents by dealing with banks that have high credit-ratings
assigned by Standard and Poors. There is one counterparty for Cash and Cash equivalents the Commonwealth Bank of
Australia. Credit risk of receivables is low as it consists predominantly of GST recoverable from the Australian Taxation
Office and amounts from shares issued.
The maximum exposure to credit risk at balance date is as follows:
2022
$
2021
$
Cash and cash equivalents
149,751
6,707,451
Receivables
211,677
46,147
Tenement security deposits
6,447,217
457,140
6,808,645
7,210,738
2022 ANNUAL REPORT | 65
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
63
Liquidity Risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligation as they fall due. The Company’s
approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities
when due.
Ultimate responsibility for liquidity risk rests with the Board of Directors, who have built an appropriate risk management
framework for the management of the Company’s short, medium and long-term funding and liquidity requirements. The
Company manages liquidity by maintaining adequate cash reserves by continuously monitoring forecast and actual cash
flows and matching the maturity profiles of financial assets and liabilities.
The following table details the Company’s contractual maturities of financial liabilities:
Financial liabilities
Carrying
amount
$
<12 months
$
1-3 years
$
>3 years
$
2022
Payables
5,818,540
5,818,540
5,818,540
5,818,540
2021
Payables
790,427
790,427
-
-
790,472
790,427
-
-
The following table details the Company’s expected maturity for financial assets:
Financial assets
Carrying
amount
$
<12 months
$
1-3 years
$
>3 years
$
2022
Cash at bank and term deposits
149,751
149,751
-
-
Receivables
211,677
211,677
-
-
Tenement security deposits
6,447,217
-
-
6,447,217
6,808,645
361,428
-
6,447,217
2021
Cash at bank and term deposits
6,707,451
6,707,451
-
-
Receivables
46,147
46,147
-
-
Tenement security deposits
-
-
-
457,140
6,753,598
6,753,598
-
457,140
Interest Rate Risk
The Company’s exposure to the risks of changes in market interest rates relates primarily to the Company’s cash holdings
and short term deposits. These financial assets with variable rates expose the Company to cash flow interest rate risk. All
other financial assets and liabilities in the form of receivables and payables are non-interest bearing. The Company does
not engage in any hedging or derivative transactions to manage interest rate risk.
At balance date, the Company was exposed to floating weighted average interest rates as follows:
2022
$
2021
$
Weighted average rate of cash balances
0.00%
0.00%
Cash balances
149,751
6,707,451
66 | THOMSON RESOURCES
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
64
The Company invests surplus cash in interest-bearing term deposits with financial institutions and in doing so it exposes
itself to the fluctuations in interest rates that are inherent in such a market. Term deposits are normally invested between
7 to 90 days and other cash at bank balances are at call.
The Company’s exposure to interest rate risk is set out in the table below:
Sensitivity analysis
+1.0% of AUD IR
-1.0% of AUD IR
Carrying
amount
$
Profit
$
Other
equity
$
Profit
$
Other
equity
$
2022
Cash and cash equivalents
149,751
1,497
(1,497)
Tax charge of 25%
(374)
374
After tax profit increase/(decrease)
1,123
(1,123)
2021
Cash and cash equivalents
6,707,451
67,075
-
(67,075)
-
Tax charge of 27.5%
(18,445)
-
18,445
-
After tax profit increase/(decrease)
48,630
-
(48,630)
-
The above analysis assumes all other variables remain constant.
Commodity Price Risk
The Company is exposed to commodity price risk. This risk arises from its activities directed at exploration and
development of mineral commodities. If commodity prices fall, the market for companies exploring for these commodities
is affected. The Company does not hedge its exposures.
Net Fair Value of Financial Assets and Liabilities
The carrying amount of financial assets and liabilities of the Company approximate their net fair values, given the short
time frames to maturity and or variable interest rates.
22.
COMMITMENTS
Exploration licence expenditure requirements
In order to maintain the Company’s tenements in good standing with the various mines departments, the Company will be
required to incur exploration expenditure under the terms of each licence. Exploration licences renewed or granted in NSW
after 1 July 2017 have no exploration expenditure commitment. These commitments are not binding as exploration
tenements can be reduced or relinquished at any time. Exploration licences granted in QLD have no mandated expenditure
requirements.
It is likely that the granting of new licences and changes in licence areas at renewal or expiry will change the expenditure
required by the Company from time to time.
23.
EVENTS AFTER THE BALANCE SHEET DATE
Since 30 June 2022 to the date of this report, the Company has:
−
Held a general meeting of shareholders at which a number of resolutions approving of the issue of shares and options
were carried (see ASX announcement 4 July 2022),
−
Issued 1,400,000 shares and 35,879,791 options (see ASX announcement 19 July 2022),
−
Entered into an A$2,250,000 Share Placement Agreement with Lind Global Fund II, LP (see ASX announcement 1
August 2022), 80,000,000 shares were issued associated with the Share Placement Agreement (see ASX
announcement 5 August 2022), and
−
Issued 1,300,000 shares (see ASX announcement 12 September 2022).
There are no other matters or circumstances that have arisen since the balance date that may significantly affect the
operations of the Group, the results of those operations, or the state of affairs of the Group, in future financial years.
2022 ANNUAL REPORT | 67
Notes to the Consolidated Financial Statements
CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
65
24.
CASH FLOW INFORMATION
2022
$
2021
$
Reconciliation of net cash outflow from operating activities to
operating loss after income tax
(a)
Operating profit/(loss) after income tax
(2,887,014)
(3,469,090)
Depreciation
57,395
7,425
Share based payments
427,822
954,750
Suppliers paid in shares/options
331,202
353,500
Proceeds from sale of investment
(289,843)
-
Exploration costs expensed
-
924,252
Change in assets and liabilities:
(Increase)/decrease in receivables
(178,542)
(27,929)
(Increase)/decrease in prepayments
13,012
-
(Decrease)/increase in trade and other creditors
593,819
(29,659)
(Decrease)/increase in employee provisions
174,370
15,401
Net cash outflow from operating activities
(1,757,779)
(1,271,350)
(b)
For the purpose of the Statement of Cash Flows, cash includes cash on hand, at bank, deposits and bank bills used
as part of the cash management function. The Company does not have any unused credit facilities.
2022
$
20201
$
The balance at 30 June comprised:
Cash and cash equivalents
149,751
6,707,451
Cash and cash equivalents
149,751
6,707,451
25.
PARENT ENTITY INFORMATION
2022
$
2021
$
Current assets
358,124
8,815,852
Total assets
40,654,288
20,853,401
Current liabilities
6,058,083
888,275
Total liabilities
12,029,670
888,411
Issued capital
35,566,880
24,191,773
Accumulated losses
(14,001,200)
(10,993,971)
Reserves
7,058,938
6,767,188
Total shareholders’ equity
28,624,618
19,964,990
Profit/(loss) of the parent entity
(3,174,953)
(3,465,916)
Total comprehensive income/(loss) of the parent entity
(3,174,953)
(3,465,916)
68 | THOMSON RESOURCES
Notes to the Consolidated Financial Statements
DIRECTORS’ DECLARATION
66
In accordance with a resolution of the directors of Thomson Resources Ltd, I state that:
In the opinion of the directors:
(a)
The financial statements and notes of the Group are in accordance with the Corporations Act 2001, including:
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2022 and of its performance for
the year ended on that date; and
(ii)
Complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and
the Corporations Regulations 2001;
(b)
The financial statements and notes also comply with International Financial Reporting Standards as disclosed in
Note 2; and
(c)
There are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due
and payable.
(d)
This declaration has been made after receiving the declarations required to be made to the Directors in accordance
with section 295A of the Corporations Act 2001 for the financial year ending 30 June 2022.
On behalf of the Board
David Williams
Executive Chairman
30 September 2022
2022 ANNUAL REPORT | 69
Directors’ Declaration
70 | THOMSON RESOURCES
Independent Auditor’s Report
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Independent Auditor’s Report
To the members of Thomson Resources Ltd,
Report on the Financial Report
Opinion
We have audited the accompanying financial report of Thomson Resources Ltd (the company
and its subsidiaries) (“the Group”), which comprises the consolidated statement of financial
position as at 30 June 2022, the consolidated statement of comprehensive income, the
consolidated statement of changes in equity and the consolidated statement of cash flows for
the year then ended, notes comprising a summary of significant accounting policies and other
explanatory information, and the directors’ declaration.
In our opinion the accompanying financial report of the Group is in accordance with the
Corporations Act 2001, including:
(i)
giving a true and fair view of the group’s financial position as at 30 June 2022 and of its
performance for the year ended on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations
2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit of
the Financial Report section of our report. We are independent of the Group in accordance with
the auditor independence requirements of the Corporations Act 2001 and the ethical
requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of
Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial
report in Australia. We have also fulfilled our other ethical responsibilities in accordance with
the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which
has been given to the directors of the Company, would be in the same terms if given to the
directors as at the time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 2 Going Concern to the financial statements which states that the
directors are investigating options to raise additional funds. Should these measures be
unsuccessful, it would indicate a material uncertainty which may cast doubt about the Group's
ability to continue as a going concern and the Group's ability to pay its debts as and when they
fall due. Our opinion is not qualified in respect of this matter.
Our opinion is not modified in respect of the above matters for the financial year ended 30 June
2022.
2022 ANNUAL REPORT | 71
Independent Auditor’s Report
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the financial report of the current period. These matters were
addressed in the context of our audit of the financial report as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion on these matters.
In addition to the matter described in the Material Uncertainty Related to Going Concern
section we have determined the matter described below to be the key audit matter to be
communicated in our report.
Key audit matter
How our audit addressed the key audit
matter
Capitalised Deferred Exploration and Evaluation Expenditure
$34,936,935
Refer to Note 8
The consolidated entity owns the rights
to several exploration licenses in New
South Wales and Queensland.
Expenditure relating to these areas is
capitalised and carried forward to the
extent they are expected to be recovered
through the successful development of
the respective area or where activities in
the area have not yet reached a stage
that permits reasonable assessment of
the existence of economically
recoverable reserves.
This area is a key audit matter due to:
•
The significance of the balance;
•
The significant acquisitions during the
year;
•
The inherent uncertainty of the
recoverability of the amount
involved; and
•
The substantial amount of audit work
performed.
Our audit procedures included amongst
others:
•
Assessing whether any facts or
circumstances exist that may
indicate impairment of the
capitalised assets;
•
Performing detailed testing of
source documents to ensure
capitalised expenditure was
allocated to the correct area of
interest;
•
Performing detailed testing of
source documents to ensure
expenditure was capitalised in
accordance with Australian
Accounting Standards;
•
Obtaining external confirmations to
ensure the exploration licences are
current and accurate;
•
Reviewing acquisition agreements
and ensuring the acquisitions were
recorded in accordance with the
relevant agreement and Australian
Accounting Standards; and
•
Assessing the reasonableness of the
capitalisation of employee’s salaries.
Other Information
The directors are responsible for the other information. The other information comprises the
information included in the Group’s annual report for the year ended 30 June 2022 but does
not include the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we
do not express any form of assurance conclusion thereon.
72 | THOMSON RESOURCES
Independent Auditor’s Report
In connection with our audit of the financial report, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent
with the financial report or our knowledge obtained in the audit or otherwise appears to be
materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement
of this other information, we are required to report that fact. We have nothing to report in this
regard.
Directors' Responsibility for the Financial Report
The directors of the company are responsible for the preparation of the financial report that
gives a true and fair view in accordance with Australian Accounting Standards and the
Corporations Act 2001 and for such internal control as the directors determine is necessary to
enable the preparation of the financial report that gives a true and fair view and is free from
material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the
Group to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the directors either intend to
liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Auditor’s Responsibility for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a
whole is free from material misstatement, whether due to fraud or error, and to issue an
auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with the Australian Auditing
Standards will always detect a material misstatement when it exists. Misstatements can arise
from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of this
financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise
professional judgement and maintain professional scepticism throughout the audit. We also:
•
Identify and assess the risks of material misstatement of the financial report, whether
due to fraud or error, design and perform audit procedures responsive to those risks,
and obtain audit evidence that is sufficient and appropriate to provide a basis for our
opinion. The risk of not detecting a material misstatement resulting from fraud is higher
than for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.
•
Obtain an understanding of internal control relevant to the audit in order to design
audit procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Group’s internal control.
•
Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the directors.
•
Conclude on the appropriateness of the directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Group’s
ability to continue as a going concern. If we conclude that a material uncertainty exists,
we are required to draw attention in our auditor’s report to the related disclosures in
2022 ANNUAL REPORT | 73
Independent Auditor’s Report
the financial report or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause the Group to cease to continue
as a going concern.
•
Evaluate the overall presentation, structure and content of the financial report,
including the disclosures, and whether the financial report represents the underlying
transactions and events in a manner that achieves fair presentation.
We communicate with the directors regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and
other matters that may reasonably be thought to bear on our independence, and where
applicable, related safeguards.
From the matters communicated with the directors, we determine those matters that were of
most significance in the audit of the financial report of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation
precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.
Report on the Remuneration Report
Opinion
We have audited the Remuneration Report included in the directors' report for the year ended
30 June 2022.
In our opinion, the Remuneration Report of Thomson Resources Ltd for the year ended 30 June
2022 complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit
conducted in accordance with Australian Auditing Standards.
BDJ Partners
................................................
Greg Cliffe
Partner
30 September 2022
ADDITIONAL INFORMATION
Thomson Resources Ltd
40
INFORMATION RELATING TO SHAREHOLDERS
Information relating to shareholders as at 10 September 2022.
Ordinary fully paid shares
There was a total of 785,066,936 fully paid ordinary shares on issue.
Options
There are a total of 303,103,700 listed options on issue.
There are a total of 100,430,120 unlisted options on issue
Substantial shareholders (as disclosed in substantial notices)
Shareholding
SILVER MINES LIMITED
52,700,000
BACCHUS RESOURCES PTY LTD
24,925,000
LIND PARTNERS LLC
80,000,000
At the prevailing market price of $0.022 per share, there were 2,387 shareholders with less than a marketable parcel of
$500.
Top 20 shareholders of ordinary shares
Number
%
CITICORP NOMINEES PTY LIMITED
101,005,846
12.87
SILVER MINES LIMITED
52,700,000
6.71
BACCHUS RESOURCES PTY LTD
25,566,667
3.26
WHALE WATCH HOLDINGS LIMITED
20,000,000
2.55
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
12,534,836
1.60
BNP PARIBAS NOMINEES PTY LTD
10,380,744
1.32
GLOBAL ORE DISCOVERY PTY LTD
9,150,000
1.17
BNP PARIBAS NOMS PTY LTD
8,497,623
1.08
SH BERDOUKAS PTY LTD
7,376,000
0.94
IRWIN BIOTECH NOMINEES PTY LTD
7,285,714
0.93
MR AVIJEET CHAUHAN & MS ANJANA RAO
6,650,000
0.85
S3 CONSORTIUM HOLDINGS PTY LTD
5,472,748
0.70
KEN FLO PTY LTD
5,000,000
0.64
OPEKA DALE PTY LTD
4,800,000
0.61
MR DAVID A. WARD & MS JENNIFER ANN NASH
4,600,000
0.59
DAVSAM PTY LTD
4,285,715
0.55
CURRACLOE PTY LTD
4,191,667
0.53
EIGHTEEN SPEED OVERDRIVE PTY LTD < GALAXY SUPERNOVA SF A/C>
4,161,133
0.53
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2
3,779,283
0.48
BNP PARIBAS NOMINEES PTY LTD ACF CLEARSTREAM
3,704,200
0.47
Total securities of top 20 holdings
301,142,176
38.36
Other holdings
483,924,760
61.64
Total of securities
785,066,936
100.00
74 | THOMSON RESOURCES
ASX Additional Information
ADDITIONAL INFORMATION
Thomson Resources Ltd
41
Distribution of shareholders
Range
No of shareholders
Ordinary shares
1 – 1,000
76
15,715
1,001 – 5,000
631
2,391,931
5,001 – 10,000
846
6,950,665
10,001 – 100,000
2,446
101,175,665
100,001 – and over
883
674,532,960
4,882
785,066,936
Top 20 holders listed options $0.03 expiring 30 November 2022
Number
%
AUSTRALIAN MINERAL & WATERWELL DRILLING PTY LTD
3,333,334
8.32
MR MICHAEL STUKE & MRS ELEONORA STUKE
2,500,000
6.24
NORFOLK BLUE PTY LTD
2,280,000
5.69
CITICORP NOMINEES PTY LIMITED
1,541,667
3.85
MR JOSHUA PHILIP PURTON
1,487,966
3.71
MR RICHARD KENNETH MAISH
1,366,667
3.41
MR THOMAS OLDEN
1,357,278
3.39
DR RAPHAEL BLUM
1,296,347
3.23
RAXIGI PTY LIMITED
1,166,667
2.91
MR DAVID BRAKE & MRS JENNIFER BRAKE
1,120,000
2.79
CARBON CREDITS QLD PTY LTD
1,100,000
2.74
MR JACK THOMAS JOHNS
960,000
2.39
M & K KORKIDAS PTY LTD
810,843
2.02
SUCCESS INVESTMENTS PTY LTD
800,000
2.00
MR OWEN HUNTER WALDRON & MRS JANET CHRISTINE WALDRON
800,000
2.00
MR PETER ALLAN MACLEAN
761,100
1.90
MR DAVID WARD & MS JENNIFER NASH
666,667
1.66
MRS NEHA VINODKUMAR THAKKAR
600,000
1.50
MS DEBORAH ROSE COX
568,500
1.42
MR JOSHUA PHILIP PURTON
450,000
1.12
Total securities of top 20 holdings
24,967,036
62.28
Other holdings
15,118,376
37.72
Total of securities
40,085,412
100.00
Distribution of holders of listed options expiring 30 November 2022
Range
No of option holders
Options
1 – 1,000
8
741
1,001 – 5,000
22
59,838
5,001 – 10,000
23
181,124
10,001 – 100,000
94
4,289,814
100,001 – and over
67
35,553,895
214
40,085,412
2022 ANNUAL REPORT | 75
ASX Additional Information
Thomson Resources Ltd
42
Top 20 holders of listed options $0.115 expiring 28 October 2024
Number
%
BACCHUS RESOURCES PTY LTD
24,925,000
9.48
CITICORP NOMINEES PTY LIMITED
20,456,290
7.78
TOFF ONE PTY LTD
16,000,000
6.08
MERRILL LYNCH (AUSTRALIA)
13,976,554
5.31
CS FOURTH NOMINEES PTY LIMITED
9,713,346
3.69
ROTH CAPITAL PARTNERS LLC
9,662,500
3.67
MR SHUDE LIANG
7,620,000
2.90
CS THIRD NOMINEES PTY LIMITED
6,600,000
2.51
MISS YI ZHEN LI
6,600,000
2.51
HSBC CUSTODY NOMINEES
6,261,026
2.38
MR RICHARD KENNETH MAISH
5,000,000
1.90
GOFFACAN PTY LTD
4,182,443
1.59
JSNE PTY LTD
4,066,666
1.55
MR DOMENIC TOFFOLON
4,000,000
1.52
ORCA CAPITAL GMBH
3,975,000
1.51
KEN FLO PTY LTD
3,000,000
1.14
BNP PARIBAS NOMINEES PTY LTD
2,967,898
1.13
MRS CHRISTINE MARY CHARUCKYJ
2,925,000
1.11
DOW DOW LIMITED
2,840,181
1.08
BNP PARIBAS NOMS PTY LTD
2,500,000
0.95
Total securities of top 20 holdings
157,271,904
59.80
Other holdings
105,746,384
40.20
Total of securities
263,018,288
100.00
Distribution of holders of listed options expiring 28 October 2024
Range
No of option holders
Options
1 – 1,000
26
19,227
1,001 – 5,000
200
647,369
5,001 – 10,000
158
1,192,783
10,001 – 100,000
431
15,194,392
100,001 – and over
201
245,964,517
1,016
263,018,288
76 | THOMSON RESOURCES
ASX Additional Information
Voting rights
There are no restrictions on voting rights. On a show of hands every member present or by proxy shall have one vote and
upon a poll each share shall have one vote. Where a member holds shares which are not fully paid, the number of votes
to which that member is entitled on a poll in respect of those part paid shares shall be that fraction of one vote which the
amount paid up bears to the total issued price thereof.
Optionholders have no voting rights until the options are exercised.
There is no current on-market buy-back.
CORPORATE GOVERNANCE STATEMENT
Thomson Resources is committed to ensuring that its policies and practices reflect a high standard of corporate
governance. The Board had adopted a comprehensive framework of Corporate Governance Guidelines.
The Group’s Corporate Governance Statement can be viewed at:
www.thomsonresources.com.au/corporate/corporate-governance
2022 ANNUAL REPORT | 77
ASX Additional Information
ASX:TMZ | OTCQB:TMZRF
thomsonresources.com.au
info@thomsonresources.com.au