ANNUAL REPORT
For the year ended 30 June 2021
ACN: 106 353 253
VOLT RESOURCES LTD
ANNUAL REPORT
For the year ended 30 June 2021
Contents
Corporate Directory
Directors’ Report
Auditor’s Independence Declaration
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
Directors’ Declaration
Independent Auditor’s Report
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VOLT RESOURCES LTD
ANNUAL REPORT
For the year ended 30 June 2021
Corporate Directory
Directors
Mr. Asimwe Kabunga (Non-Executive Chairman)
Mr. Trevor Matthews (Managing Director)
Mr. Giacomo (Jack) Fazio (Non-Executive Director)
Company Secretary
Ms Susan Park
Registered Office
Level 25
108 St Georges Terrace
Perth WA 6000
Telephone: +61 8 9486 7788
Business Offices
Level 25
108 St Georges Terrace
Perth WA 6000
Volt Graphite Tanzania Plc
C/- Level 1, Golden Heights Building, Wing B
Plot No 1826/17 Chole Road
Msasani Peninisula, Masaki
PO Box 80003
Dar es Salaam, Tanzania
Website and Email
www.voltresources.com
info@voltresources.com
Share Registry
Link Market Services
Level 12, 680 George Street
Sydney NSW 2000
Telephone: +61 2 8280 7001
Auditors
HLB Mann Judd (WA Partnership)
Level 4
130 Stirling Street
Perth WA 6000
Securities Exchange
ASX:VRC
3
VOLT RESOURCES LTD
DIRECTORS’ REPORT
For the year ended 30 June 2021
Your Directors submit the financial report of Volt Resources Limited (“the Company” or “Volt”) and
its Controlled Entities (Consolidated Entity) for the year ended 30 June 2021.
DIRECTORS
The names of Directors who held office during or since the end of the year:
Asimwe Kabunga
Trevor Matthews
Giacomo Fazio
Non-Executive Chairman
Managing Director
Non-Executive Director
PRINCIPAL ACTIVITIES
The principal activities of the Consolidated Entity during the financial year included progressing the
acquisition of a 70% interest in the Zavalievsky Graphite companies (“Zavalievsky Graphite
Business” or “Zavalievsky”) in Ukraine, continuing funding activities to advance to the development
stage of its Bunyu Graphite Project in Tanzania and the Guinea gold projects acquisition and
exploration programme.
RESULTS
The loss after tax for the year ended 30 June 2021 was $2,564,475 (2020: $3,143,096).
REVIEW OF OPERATIONS
Overview
Key operational highlights during the 2021 financial year included:
Graphite
Zavalievsky Graphite
On 5 February 2021, Volt announced that it entered into term sheets regarding the proposed
acquisition of a 70% interest in the Zavalievsky Graphite business located in the Ukraine.
Zavalievsky is a long-life graphite business that has been in operation for 87 years.
The graphite mine and processing facilities are located adjacent to the town of Zavallya,
approximately 280 kilometres south of the Ukrainian capital Kyiv and 230 kilometres north of the
main port of Odessa.
Importantly, the Zavalievsky Graphite business has the following significant advantages for Volt:
•
Located in Eastern Europe, the Zavalievsky Graphite business is in close proximity to key
markets with significant developments in LIB facilities planned to service the European
based car makers and renewable energy sector.
• Makes graphite products across the range and has the potential to significantly increase its
large flake production.
Long life multi-decade producing mine that has further exploration upside.
•
• Existing customer base and graphite product supply chains which Volt expects to be able to
leverage in developing its existing Bunyu graphite project in Tanzania.
• Excellent transport infrastructure covering road, rail, river and sea freight combined with
reliable grid power, ample potable ground water supply and good communications.
• An experienced workforce which can assist with training, commissioning and ramp-up for
the Bunyu development. This is a key risk for financiers and could materially assist the
ability to finance the Company’s Bunyu graphite project development.
• Potential to generate material cashflow which could make Volt internally funded for
corporate costs and working capital into the future.
• Co-products of quarry stone for the domestic market and garnet for the European market
that could generate material cash flow for relatively low capital and operating cost
leveraging the synergies from the graphite business infrastructure and experienced mining
and processing staff.
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VOLT RESOURCES LTD
DIRECTORS’ REPORT
For the year ended 30 June 2021
• A 79% interest in 636 hectares of freehold land, with the mine, processing plant and other
buildings and facilities located on that land.
On 27 April 2021 the Company announced it had signed binding Share Purchase Agreements
(“SPA’s”). Under the SPAs, the existing shareholders (“Vendors”) agreed to sell to Volt 70% of the total
issued equity in each ZG Group company for an aggregate purchase price of US$7.6 million payable
in two instalments of US$3.8 million.
Volt appointed four international and locally recognised consultants to undertake the acquisition
due diligence in accordance with agreed scopes of work to review and report on the following areas
of the ZG business:
• Accounting and Tax – Deloitte Ukraine
•
Legal and Commercial – Avellum
•
Technical (processing, engineering, capital projects, organisation) – Bilfinger Tedobin
Ukraine
Technical (geology, mining, environment) - Wardell Armstrong International
•
The due diligence reports by each of the consultants were reviewed and accepted by the Volt Board
and management. On 14 May 2021 Volt advised the Vendors that the due diligence enquiries had
been satisfactorily completed.
On 27 July 2021 Volt completed the acquisition of a 70% controlling interest in the Zavalievsky
Graphite business to become a graphite producer. The initial payment was funded via a US$4.0
million convertible security. The remaining US$3.8 million is payable 12 months after the completion
of the transaction. Accordingly, the second instalment of the purchase price will become payable in
July 2022. More details regarding the Zavalievsky acquisition are disclosed under the “Subsequent
events” note.
European Battery Alliance
During the June quarter 2021, the Company joined the European Battery Alliance (“EBA”). Launched
in October 2017, the EBA is a platform for key stakeholders throughout the entire European battery
value chain.
The EBA250 network includes the European Commission, EU member states, the European
Investment Bank and more than 600 industrial, innovation and academia stakeholders. The EBA
objective is to build a strong pan-European battery industry that is able to help Europe capture a
growing market expected to be worth 250B€/year from 2025. Industry participants across the
battery value chain include Volkswagen, Tesla, Volvo, LG Chem, CATL and Albemarle.
Formal actions being facilitated by the EBA and relevant to Volt’s business and plans include:
• Create and sustain a cross-value chain ecosystem for batteries. This includes mining,
processing, materials design, second life, and recycling within the EU, encouraging cross-
sectoral initiatives between academia, research, industry, policy, and the financial
community.
•
Facilitate the expansion/creation of European sources of raw materials.
The EBA250 includes a Business Investment Platform (BIP) together with financial institutions –
public and private – and several core industrial partners. The objective of the BIP is to:
• Shorten the time to investment
• Reduce business risk for the investee
• Reduce investment risk for the investor
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VOLT RESOURCES LTD
DIRECTORS’ REPORT
For the year ended 30 June 2021
Bunyu Graphite Tanzania
The Company remains focused on the two stage development of its wholly-owned Bunyu Graphite
Project in Tanzania and continued with project development funding discussions during the year.
The Bunyu Graphite Project is ideally located near to critical infrastructure with sealed roads running
through the project area and ready access to the deep-water port of Mtwara 140km to the south east.
Volt completed the Stage 1 Feasibility Study (FS) based on a mine and processing facility producing
on average 23.7ktpa of graphite products. The Stage 1 FS showed attractive project economics with
a capital development cost of US$31.8m1.
Stage 1 has low development capital requirements and benefits from a low strip ratio, near surface,
higher grade zone. A simple mining method will be used with an open pit of 40m depth, using a
conventional drill and blast, load and haul mining method. Recent flotation test-work has
demonstrated that high grade graphite products, at coarse flake sizes, can be produced using a
relatively simple flotation process.
The strategy of staging the project development provides a low-cost, fast-track path to get the Bunyu
Project into production and deliver consistent representative product to the market place. Stage 1
will facilitate product validation and assist in securing long-term offtake agreements to support
development of the large-scale Stage 2 project. The Stage 1 development will have the added benefit
of de-risking the full-scale project, improving the ability to finance the expansion, reducing the risks
of commissioning and production ramp up delays, cost and schedule overruns.
Bunyu Stage 1 Development Funding
The Company’s Mauritian Note Offer was extended at the start of the December 2020 quarter with
an offer closing date of 24 December 2020. The Company was unable to raise funds from the Note
Offer and elected not to prepare a new application and prospectus to extend the Note offer.
The purpose of progressing with the sourcing of development funding is to enable the Company to:
(a) commence the development of the Stage 1 Bunyu Graphite Project in Southern Tanzania
including the construction of a 400,000tpa concentration plant and associated
infrastructure; and
(b) fund the resettlement costs of people currently farming and/or living within the project
development area.
The Company has continued with Bunyu Stage 1 funding discussions despite the disruption
experienced with the COVID-19 pandemic, changes in work arrangements and international travel
restrictions. Advanced discussions continue with a leading African development bank on a debt
funding proposal.
Gold
Gold Projects Guinea
On 28 July 2020 the Company announced it had completed the acquisition of all of the issued capital
of Gold Republic Pty Ltd. Gold Republic is the legal and beneficial holder of all of the issued share
capital in each of Norsk Gold Pte. Ltd, (a registered Singaporean entity which in turn is the legal and
beneficial holder of all of the issued share capital in Novo Mines Sarlu) and KB Gold Sarlu. Novo
Mines and KB Gold hold 100% of the legal and beneficial interests in the permits.
Guinea Projects and Permits
Volt has six permits and has formed them into three projects – the Kouroussa Project, Mandiana
Project and Konsolon Project. See Figure 1 below for the project and permit locations.
1 Refer to Volt’s ASX announcement titled “Positive Stage 1 Feasibility Study Bunyu Graphite Project” dated 31 July 2018. The Company
confirms that it is not aware of any new information or data that materially affects the information included in this document and that all
material assumptions and technical parameters underpinning the estimates continue to apply and have not materially changed.
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VOLT RESOURCES LTD
DIRECTORS’ REPORT
For the year ended 30 June 2021
The Kouroussa Project is formed by three permits, the Kouroussa, Kouroussa West and Fadougou
permits. The Kouroussa and Kouroussa West permits border Predictive Discovery’s Kaninko Project
which was the subject of a recently announced discovery of high-grade gold mineralization.
The Konsolon Project constitutes one large permit named Konsolon. The permit has a NW-SE
trending soil geochemical anomaly identified by previous explorers.
The Mandiana Project is formed by the Nzima and Monebo permits. The Nzima permit area
surrounds the Nzima gold deposit which is operated by small scale miners.
Figure 1. The Permits located in the Suguiri Basin which forms part of the richly mineralised
West African Birimian Gold Belt.
Exploration activities
The Company commenced the Guinea gold projects auger drilling campaign during the March 2021
quarter. The campaign includes the three gold project areas (Kouroussa, Mandiana and Konsolon)
with drilling on four exploration permits later extended to five exploration permits. The programmes
are designed to generate initial Reverse Circulation and Diamond Drilling targets with drilling
planned to be undertaken later this year.
The results from its initial power auger drilling programme for the Kouroussa permit were released
late in the March 2021 quarter providing a very positive start to the auger drilling programme with
the first exploration permit tested reporting a number of anomalous gold results. The auger
programme identified anomalous gold spread over an area of approximately 1,200 metres by 900
metres with no testing of the mineralization to depth. The mineralization over this broad area may
relate to a single system, and this is to be confirmed by future deep drill programmes.
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VOLT RESOURCES LTD
DIRECTORS’ REPORT
For the year ended 30 June 2021
During the June 2021 quarter the exploration team completed the auger drilling component of the
exploration campaign incorporating the Kouroussa (including in-fill drilling), Kouroussa South,
Fadougou, Nzima, Monebo and Konsolon permits. Sample assay results are either being evaluated
or waiting to be received from the laboratory. There is significant delay in receipt of sample assay
results due to the level of exploration activity in the region serviced by the laboratory.
Corporate Overview
On 28 July 2020 Volt advised that it had completed the acquisition of all of the issued shares in Gold
Republic Pty Ltd (“Gold Republic”). 121,718,576 fully paid ordinary shares were issued on completion
of the acquisition of Gold Republic Pty Ltd to a company controlled by Volt Chairman Asimwe
Kabunga as approved by shareholders at the general meeting held on 20 July 2020. Based on the
closing share price of Volt shares of $0.019 per share on the date of shareholder approval, the fair
value of the acquisition was $2.31 million.
On 21 August 2020, 10,000,000 performance rights were issued to Mr H Millanga, a senior geologist
of the Company pursuant to the terms and conditions approved by shareholders at a general
meeting on 20 July 2020. During February 2021, 5,000,000 performance rights were converted to
5,000,000 fully paid ordinary shares and issued to Mr H Millunga in accordance with him achieving
the initial vesting condition attached to the performance rights. On 10 September 2021 the
remaining 5,000,000 performance rights were converted to fully paid ordinary shares following the
achievement of the remaining vesting condition.
On 23 October 2020, the Company successfully raised $1,565,000 (before costs) to assist with
funding the next phase of the exploration programmes on the Guinea gold projects and to provide
working capital for Volt’s Tanzanian graphite project and to meet ongoing corporate costs. The
capital raising was completed through the placement of 142,272,728 new fully paid ordinary shares
at A$0.011 per share (Placement) together with 71,136,364 unlisted free attaching options with an
exercise price of $0.022 and a maturity date of 23 October 2023 (with each investor receiving one
option for every two shares subscribed for under the Placement). Volt’s Chairman, Asimwe Kabunga,
subscribed for $500,000 of the placement shares through his private company, Kabunga Holdings
Pty Ltd.
On 19 February 2021, the Company announced it had successfully raised A$3.65 million (before
costs) through the placement of 243,333,333 new fully paid ordinary shares. Volt’s Chairman,
Asimwe Kabunga, subscribed for $600,000 of the Placement shares through his private company,
Kabunga Holdings Pty Ltd. Managing Director Trevor Matthews subscribed for $30,000 of Placement
shares and Non-Executive Director Jack Fazio subscribed for $20,000 of Placement shares. At a
general meeting held on 17 May 2021, shareholders approved the issue of placement shares to the
Volt directors.
General Meetings
On 20 July 2020 all resolutions presented to shareholders at a general meeting were passed by a
poll. The AGM was held on 30 November 2020 and all resolutions were passed by a poll.
At a general meeting held on 17 May 2021, all resolutions presented to shareholders were passed by
a poll.
Board and Management Changes
On 30 June 2021, the COO/CFO Mr David Sumich resigned from the Company in order to pursue other
opportunities. The COO duties will be undertaken by the Managing Director with support from the
other Board members. The CFO duties will be shared between the Managing Director and a newly
appointed Financial Controller.
No changes occurred at a Board level during the financial year ending 30 June 2021.
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VOLT RESOURCES LTD
DIRECTORS’ REPORT
For the year ended 30 June 2021
DIRECTOR AND COMPANY SECRETARY INFORMATION
Mr Asimwe Kabunga | Non-Executive Chairman
From 4 August 2017, appointed 5 April 2017
Qualifications: Bachelor of Science, Mathematics and Physics.
Other current directorships of Listed Public Companies: Lindian Resources Limited (Chairman).
Former directorships of Listed Public Companies in last three years: Strandline Resources
Limited.
Interests in Shares and Options over Shares in the Company: 427,805,420 fully paid ordinary
shares and 22,727,273 options.
Asimwe Kabunga is a Tanzanian born Australian entrepreneur with multiple interests in mining and
IT businesses around the world. Mr. Kabunga has extensive technical and commercial experience in
Tanzania, Australia, United Kingdom and the United States.
Mr. Kabunga has been instrumental in establishing the Tanzania Community of Western Australia
Inc. and served as its first President. Mr. Kabunga was also a founding member of Rafiki Surgical
Missions and Safina Foundation, both NGOs dedicated to helping children in Tanzania.
Mr Trevor Matthews | Managing Director
Appointed 1 May 2020
Qualifications: Bachelor of Commerce, Post Graduate Diploma in Applied Finance and Investment.
Other current directorships of Listed Public Companies: Victory Goldfields Limited.
Former directorships of Listed Public Companies in last three years: nil.
Interests in Shares and Options over Shares in the Company: 3,580,043 fully paid ordinary shares.
Mr Matthews has an accounting and finance background with 35 years experience in the resources
industry including roles with North and WMC Resources in executive-level positions. More recently,
his last two roles were as Managing Director for ASX listed companies MZI Resources (2012-16) and
Murchison Metals (2005-11). During his career Mr Matthews has gained considerable experience
managing a number of nascent resource projects through to production.
Consequently, he has extensive executive management experience of feasibility studies, project
planning/development, coordination and leveraging capital markets effectively to secure the
appropriate mix of debt/equity funding, to successfully complete a mining project.
Mr Giacomo (Jack) Fazio | Non-Executive Director
Appointed 1 July 2019
Qualifications: Diploma in Geometry, Associate Diploma in Civil Engineering, Graduate Certificate
in Project Management.
Other current directorships of Listed Public Companies: Lindian Resources Limited (Non-
Executive Director).
Former directorships of Listed Public Companies in last three years: nil.
Interests in Shares and Options over Shares in the Company: 2,249,225 fully paid ordinary shares.
Mr Fazio is a highly experienced project, construction and contract/commercial management
professional having held senior project management roles with Primero Group Limited, Laing
O’Rourke and Forge Group Ltd. His experience ranges from feasibility studies through to engineering,
procurement, construction, and commissioning of diverse mining resources, infrastructure, oil &
gas and energy projects.
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VOLT RESOURCES LTD
DIRECTORS’ REPORT
For the year ended 30 June 2021
Ms Susan Park| Company Secretary
Appointed 1 August 2017
Ms Park has over 25 years’ experience in the corporate finance industry and has extensive experience
in Company Secretarial and Non-Executive Director roles on ASX, AIM and TSX listed companies. She
is founder and Managing Director of consulting firm Park Advisory Pty Ltd, which specialises in the
provision of corporate governance and company secretarial advice to ASX, AIM and TSX listed
companies. She has previously held senior management
roles at Ernst & Young,
PricewaterhouseCoopers and Bankwest, both in Perth and Sydney. Ms Park holds a Bachelor of
Commerce degree majoring in accounting and finance, is a Chartered Accountant, a Fellow of the
Financial Services Institute of Australasia, a Fellow of the Institute of Chartered Secretaries and
Administrators and a Graduate Member of the Australian Institute of Company Directors.
MEETINGS OF DIRECTORS
The following table sets out the number of meetings of the Company’s Directors (and committees
of Directors) held during the year ended 30 June 2021, and the number of meetings attended by each
Director.
Directors
Number of Meetings Eligible
to Attend
Number of Meetings Attended
Mr. Asimwe Kabunga
Mr. Trevor Matthews
Mr. Giacomo Fazio
8
8
8
8
8
8
SHARE OPTIONS
At the date of this report the following options have been granted over unissued capital.
Grant Date
Details
Expiry Date
Exercise
Price
Number of Options
15 May 2020
Unlisted options
15 May 2022
$0.01
55,000,000
23 October 2020
Unlisted options
23 October 2023
$0.022
69,450,002
26 July 2021
Unlisted Options
26 July 2024
$0.05
30,000,000
9 September 2021 Unlisted Options
9 September 2024
$0.0385
4,259,740
9 September 2021 Unlisted Options
9 September 2024
$0.05
5,000,000
163,709,742
PERFORMANCE RIGHTS
On 21 August 2020, 10,000,000 performance rights were issued to a Senior Geologist of the Company
with 5,000,000 vesting based on a condition of 6 months continuous service from the date of issue,
with the remaining 5,000,000 vesting on continued service 12 months from the date of issue. As at
the date of this report, the 10,000,000 rights have vested and converted to 10,000,000 fully paid
ordinary shares.
REMUNERATION REPORT
The “Remuneration Report” which forms part of the Director’s Report, outlines the remuneration
arrangements in place for the Key Management Personnel of Volt Resources Limited for the year
ended 30 June 2021 and is included from page 12.
EVENTS SUBSEQUENT TO REPORTING DATE
On 27 July 2021 Volt Resources Ltd completed the acquisition of a 70% controlling interest in the
Zavalievsky Graphite business. The cost of the acquisition was US$7.6 million, with US$3.8 million
being paid on 27 July 2021 and the remaining US$3.8 million being due for payment on 27 July 2022.
The Zavalievsky purchase was funded from proceeds received from a US$4 million convertible
securities agreement entered into with SBC Global Investment Fund. A total of 4,400,000 Convertible
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VOLT RESOURCES LTD
DIRECTORS’ REPORT
For the year ended 30 June 2021
Notes, with each convertible note having a face value of US$1.00, were issued by Volt Resources Ltd
to SBC Global Investment Fund. In addition, SBC Global Investment Fund was issued 30,000,000
unquoted options with each option being exercisable at $0.05 per share and having an expiry date
of 26 July 2024.
On 1 September 2021 Volt Resources Ltd, raised $5.75 million via a placement of 230,000,000 shares
at $0.025 per share (“Placement”) to existing shareholders, sophisticated investors, funds and
institutions. Volt’s Chairman, Asimwe Kabunga, has committed to subscribe for $700,000 of the
Placement shares through his private company, Kabunga Holdings Pty Ltd.
Shareholder approval will be required for the issue of shares to Kabunga Holdings Pty Ltd which will
be sought at a general meeting of the Company’s shareholders at a date and venue to be advised.
The Placement shares, apart from the Placement shares subject to shareholder approval, were
issued on 9 September 2021.
Peak Asset Management acted as the Lead Manager to the Placement. In addition to the capital
raising fees, Peak Asset Management will receive 5,000,000 options with an exercise price of $0.05
(5 cents) with a maturity date of 9 September 2024. The options will be issued under Volt Resources
remaining capacity under Listing Rule 7.1.
LIKELY DEVELOPMENTS
The Consolidated Entity is waiting upon the drilling sample results from the Guinea Gold projects
auger program that was carried out during the year. Once these results are available the Board will
decide the next steps to be taken with the Guinea tenements.
The Consolidated Entity will continue advance discussions with a leading African development bank
on a debt funding proposal for the Bunyu Project. Subsequent to development funding being
approved and resulting positive final investment decision for Stage 1, the Company would then be
in a position to commence resettlement of affected landowners, upgrade of access roads and water
supply, preparation of the plant site and commencement of construction works.
ENVIRONMENTAL REGULATION
The Consolidated Entity has a policy of exceeding or at least complying with its environmental
obligations. During the financial year, the Consolidated Entity did not materially breach any
particular or significant regulation in respect to environmental management in any of the
jurisdictions in which it operates.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
There have been no significant changes in the state of affairs of the group to the date of this report,
other than those disclosed in the subsequent events note.
DIVIDENDS
No dividends have been declared, provided for or paid in respect of the financial year ended 30 June
2021 (2020: nil).
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
The Company has agreed to indemnify all the Directors and Officers of the Company for any liabilities
to another person (other than the Company or related body corporate) that may arise from their
position as Directors or Officers of the Company and its controlled entities, except where the liability
arises out of conduct involving a lack of good faith.
During the financial year the Company paid a premium in respect of a contract insuring the Directors
and Officers of the Company and its controlled entities against any liability incurred in the course
of their duties to the extent permitted by the Corporations Act 2001. The contract of insurance
prohibits disclosure of the nature of the liability and the amount of the premium.
11
VOLT RESOURCES LTD
DIRECTORS’ REPORT
For the year ended 30 June 2021
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied for leave of court to bring proceedings on behalf of the Consolidated Entity or
intervene in any proceeding to which the Consolidated Entity is a party for the purpose of taking
responsibility on behalf of the Company for all or any part of those proceedings. The Consolidated
Entity was not a party to any such proceedings during the year.
CORPORATE GOVERNANCE
A copy of Volt’s 2021 Corporate Governance Statement, which provides detailed information about
governance, and a copy of Volt’s Appendix 4G which sets out the Company’s compliance with the
recommendations in the fourth edition of the ASX Corporate Governance Council’s Principles and
Recommendations is available on the corporate governance section of the Company’s website at
www.voltresources.com
NON-AUDIT SERVICES
No fees for non-audit services were paid or payable to the external auditor of the Parent Entity during
the year ended 30 June 2021 (2020: nil).
AUDITOR’S INDEPENDENCE DECLARATION
The auditor’s independence declaration for the year ended 30 June 2021, which forms a part of the
Directors’ Report has been received and is included within this annual report at page 17.
REMUNERATION REPORT (Audited)
This remuneration report outlines the key management personnel remuneration arrangements of
the Consolidated Entity in accordance with the requirements of the Corporations Act 2001 and its
Regulations. For the purposes of this report, key management personnel (KMP) of the Group are
defined as those persons having authority and responsibility for planning, directing and controlling
the major activities of the Consolidated Entity, directly or indirectly, including any Director (whether
executive or otherwise) of the parent company, and includes the specified executives. For the
purposes of this report, the term 'executive' encompasses the chief executive, senior executives and
secretaries of the Parent and the Consolidated Entity.
Remuneration Committee
The Company is not of a sufficient size to justify the establishment of a remuneration committee
and so the Board of Directors of the Company fulfils this obligation and is responsible for
determining and reviewing remuneration arrangements for the directors and executives. The Board
of Directors assesses the appropriateness of the nature and amount of remuneration of executives
on a periodic basis by reference to relevant employment market conditions with the overall objective
of ensuring maximum stakeholder benefit from the retention of a high quality, high performing
Director and executive team.
Remuneration Philosophy
The performance of the Company depends upon the quality of its Directors and executives. To
prosper, the Company must attract, motivate and retain highly skilled directors and executives. To
this end, the charter adopted by the remuneration committee aims to align rewards with
achievement of strategic objectives. The remuneration framework applied provides for a mixture of
fixed and variable pay and a blend of short and long term incentives as appropriate.
Remuneration Structure
In accordance with best practice corporate governance, the structure of Non-Executive Director and
executive remuneration is separate and distinct.
Non-Executive Directors
The maximum aggregate amount of fees that can be paid to Non-Executive Directors is subject to
approval by shareholders at General Meeting and was capped at $360,000 in November 2018. The
Company’s policy is to remunerate Non-Executive Directors at market rates (for comparable
12
VOLT RESOURCES LTD
DIRECTORS’ REPORT
For the year ended 30 June 2021
companies) for time, commitment and responsibilities. Fees for non-executive directors are not
linked to the performance of the Company, however to align Directors’ interests with shareholders’
interests, Directors are encouraged to hold shares in the Company, and subject to approval by
shareholders, are permitted to participate in the Employee Share Option Plan.
Retirement Benefits and Allowances
No retirement benefits or allowances are paid or payable to directors of the Company (other than
statutory or mandatory superannuation contributions, where applicable).
Performance on shareholder wealth
In considering the Group’s performance and benefits for shareholder wealth, the Board have
regarded the following indices in respect of the current and previous four financial years:
EPS loss (cents)
Net profit / loss ($’000)
Exploration and Evaluation
expenditure ($’000)
Share price ($)
2021
(0.12)
(2,564)
1,450
0.035
2020
(0.19)
(3,134)
355
0.024
2019
(0.24)
(3,483)
603
0.020
2018
(0.27)
(3,079)
4,863
0.021
2017
(0.32)
(3,102)
6,167
0.029
Executives
Base Pay
Executives are offered a competitive level of base pay, which is comprised of a fixed (unrisked)
component of their pay and rewards. Base pay for senior executives is reviewed annually to ensure
market competitiveness. There are no guaranteed base pay increases included in any senior
executives’ contracts.
As Managing Director, Mr Matthews will receive a monthly retainer of $3,000 with additional hours
charged at a consulting rate of $200 per hour. Mr Matthews has a one-month notice period by either
party without cause and immediate termination by the company with cause. Performance rights
are to be agreed by the Volt Board and approved by shareholders.
Short Term Incentives
Payment of short-term incentives is dependent on the achievement of key performance milestones
as determined by the Board of Directors. No bonuses have been paid or are payable in respect of the
year to 30 June 2021. There have been no forfeitures of bonuses by key management personnel
during the current or prior periods and no cash bonuses remained unvested at year-end.
Long Term Incentives - Share-Based Compensation
Both performance rights and share options have been issued to Directors and executives as part of
their remuneration. Share-based compensation instruments are not issued based on performance
criteria, however, they are issued with vesting conditions and exercise prices set specifically to
increase goal congruence between Directors, executives and shareholders. Performance rights and
options granted carry no dividend or voting rights. The Company currently has no policy in place to
limit an individual’s risk exposure in relation to the issue of company securities as remuneration.
Use of Remuneration Consultants
No remuneration consultants were utilised during the 2021 financial year.
13
VOLT RESOURCES LTD
DIRECTORS’ REPORT
For the year ended 30 June 2021
Remuneration of Directors and Key Management Personnel
2021
Short term
Performance
rights
Post
employment
Directors
Asimwe Kabunga
Giacomo Fazio
Trevor Matthews
KMP
Base salary
& annual
leave
$
Director
fees
$
Consulting
fees
$
Share based
payments Superannuation
$
$
Total
$
Performance
related
%
-
-
-
-
-
-
36,000
24,000
36,000
96,000
-
96,000
204,000
-
298,704
502,704
-
502,704
-
-
-
-
-
-
-
-
-
-
240,000
24,000
334.704
598,704
-
598,704
-
-
-
-
-
-
-
-
2020
Short term
Performance
rights
Post
employment
Base salary
& annual
leave
$
-
-
-
-
-
Director
fees
$
Consulting
fees
$
123,559
47,800
6,000
43,800
221,159
28,000
-
62,000
-
90,000
Share based
payments Superannuation
$
$
Total
$
Performance
related
%
-
-
-
-
-
-
-
-
-
-
151,559
47,800
68,000
43,800
311,159
-
-
-
-
Directors
Asimwe Kabunga
Giacomo Fazio1
Trevor Matthews3
Stephen Hunt2
KMP
Trevor Matthews3
321,655
Mark Hoffmann4
148,485
470,140
-
-
-
-
-
-
(72,449)
25,000
274,206
(26.4)
-
11,749
160,234
(72,449)
36,749
434,440
(16.7)
(9.7)
470,140
221,159
90,000
(72,449)
36,749
745,599
Giacomo Fazio was appointed 1 July 2019.
1.
2. Stephen Hunt resigned 1 May 2020.
3.
4. Mark Hoffmann was made redundant 5 February 2020.
Trevor Matthews resigned as Chief Executive Officer and was appointed Managing Director 1 May 2020.
Share Based Compensation
Options
There were no options granted, exercised or lapsed during the financial year, in relation to key
management personnel’s remuneration.
Performance Rights
There were no Performance Rights granted, exercised or lapsed during the financial year, in relation
to key management personnel’s remuneration.
Mr Trevor Matthews has a remaining Tranche C – 10,000,000 Performance Rights. These rights will
vest on the achieving a 20 business day VWAP equal to or exceeding 15 cents per share for the
Company by October 2021. The fair value of the remaining performance rights granted is estimated
as at the date of grant using trinomial option model (Tranche C) taking into account the following
inputs:
14
VOLT RESOURCES LTD
DIRECTORS’ REPORT
For the year ended 30 June 2021
Details
Share price barrier
Expected volatility
Risk free interest rate
Expected life
Exercise price
Grant date share price
Fair value per right
Shares
Trinomial Option Model
Tranche C3 Performance Rights expiring 22-Oct-2021
$0.15
70%
2.09%
3 years
nil
$0.021
$0.004
Issued as
Remuneration
Balance at
Beginning of
Year
220,632,298
915,892
1,580,043
223,128,233
Key Management
Personnel
2021
Asimwe Kabunga
Giacomo Fazio
Trevor Matthews
Total
2020
Asimwe Kabunga
Stephen Hunt
Giacomo Fazio
Trevor Matthews
Mark Hoffmann
Total
1.
2. Stephen Hunt resigned 1 May 2020.
3. Mark Hoffmann was made redundant 5 February 2020.
160,142,017
12,687,026
-
125,935
300,000
173,254,285
Alwyn Vorster resigned 30 June 2019.
-
-
-
-
-
-
-
-
-
-
Purchase of
Shares
Net Other
Change
Balance at
End of Year
207,173,122
1,333,333
2,000,000
210,506,455
207,173,122
1,333,333
2,000,000
210,506,455
427,805,420
2,249,225
3,580,043
433,634,688
-
-
-
-
-
-
60,490,281
(12,687,026)
915,892
1,454,108
(300,000)
49,873,255
220,632,298
-
915,892
1,580,043
-
223,128,233
Performance rights
Key Management
Personnel
2021
Balance at
Beginning of
Year
Granted as
Remuneration
Vested and
converted
into ordinary
shares
Lapsed as
hurdle not
achieved /
cancelled
-
-
10,000,000
10,000,000
Asimwe Kabunga
Giacomo Fazio
Trevor Matthews
Total
2020
Asimwe Kabunga
Stephen Hunt1
Matthew Bull
Trevor Matthews
Mark Hoffmann2
Total
1.
2. Mark Hoffmann was made redundant 5 February 2020.
20,000,000
-
20,000,000
Stephen Hunt resigned 1 May 2020.
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(10,000,000)
-
(10,000,000)
Balance at
End of Year
-
-
10,000,000
10,000,000
-
-
-
10,000,000
-
10,000,000
No employee share options were granted as remuneration during the 2021 and 2020 financial years.
Performance rights have been the preferred method of remuneration in recent years.
15
VOLT RESOURCES LTD
DIRECTORS’ REPORT
For the year ended 30 June 2021
Other Transactions with Key Management Personnel of the Consolidated Entity
During the 2021 financial year, there were no other transactions with Key Management Personnel.
End of Remuneration Report
Signed in accordance with a resolution of directors.
Asimwe Kabunga
Non-Executive Chairman
29 September 2021
16
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the consolidated financial report of Volt Resources Limited for the
year ended 30 June 2021, I declare that to the best of my knowledge and belief, there have been
no contraventions of:
a)
the auditor independence requirements of the Corporations Act 2001 in relation to the
audit; and
b)
any applicable code of professional conduct in relation to the audit.
Perth, Western Australia
29 September 2021
B G McVeigh
Partner
17
VOLT RESOURCES LTD
FINANCIAL STATEMENTS
For the year ended 30 June 2021
Consolidated Statement of Profit or Loss and Other
Comprehensive Income
For the year ended 30 June 2021
Revenue
Interest income
Other income
Expenses
Corporate compliance fees
Corporate management costs
Foreign exchange gain (loss)
Marketing and investor relations costs
Occupancy expenses
Share based payments
Interest expenses
Other expenses
Loss before income tax
Income tax (expense)/benefit
Loss after income tax
Other comprehensive income, net of income tax
Items that may be reclassified subsequently to
profit or loss
Exchange differences on translation of foreign
operations
Other comprehensive loss for the year, net of
income tax
Total comprehensive loss for the year
Loss attributable to:
Owners of Volt Resources Limited
Non-controlling interests
Total comprehensive loss attributable to:
Owners of Volt Resources Limited
Non-controlling interests
2021
$
25,258
-
(645,827)
(833,504)
(113,817)
(174,401)
(20,756)
(161,157)
(335,523)
(304,748)
(2,564,475)
-
(2,564,475)
2
2
2
3
2020
$
580
41,685
(401,755)
(1,524,291)
290
(205,945)
(46,364)
72,449
(765,662)
(350,582)
(3,179,595)
45,499
(3,134,096)
(1,148,592)
1,161,504
(1,148,592)
(3,713,067)
1,161,504
(1,972,592)
(2,547,897)
(16,578)
(2,564,475)
(3,713,067)
-
(3,713,067)
(3,139,173)
5,077
(3,134,096)
(1,973,390)
798
(1,972,592)
Loss per share attributable to owners of Volt
Resources Limited
Basic and diluted loss per share (cents per share)
4
(0.12)
(0.19)
The accompanying notes form part of these financial statements.
18
VOLT RESOURCES LTD
FINANCIAL STATEMENTS
For the year ended 30 June 2021
Consolidated Statement of Financial Position
As at 30 June 2021
Current Assets
Cash and cash equivalents
Trade and other receivables
Prepayments
Total current assets
Non-current Assets
Property, plant and equipment
Deferred exploration and evaluation expenditure
Total non-current assets
Total assets
Current Liabilities
Trade and other payables
Borrowings
Total current liabilities
Non-current Liabilities
Total liabilities
Net assets
Equity
Share capital
Reserves
Accumulated losses
Parent entity interest
Non-controlling interests
Total equity
Note
2021
$
2020
$
5
6
7
8
9
10
11
12
254,521
82,854
130,190
467,565
264,449
129,281
39,465
433,195
38,487
26,245,694
26,284,181
26,751,746
40,846
23,959,210
24,000,056
24,433,251
573,446
-
573,446
679,635
1,543,299
2,222,934
573,446
26,178,300
2,222,934
22,210,317
75,505,006
5,162
(49,122,208)
26,387,960
(209,660)
26,178,300
67,880,852
1,113,436
(46,574,311)
22,419,977
(209,660)
22,210,317
The accompanying notes form part of these financial statements.
19
VOLT RESOURCES LTD
FINANCIAL STATEMENTS
For the year ended 30 June 2021
Consolidated Statement of Changes in Equity
For the year ended 30 June 2021
At 1 July 2019
Loss for the year
Other comprehensive loss
Total comprehensive loss
Transactions with owners in their
capacity as owners
Shares issued
Cost of share issue
Share based payments
At 30 June 2020
At 1 July 2020
Loss for the year
Other comprehensive loss
Total comprehensive loss
Transactions with owners in their
capacity as owners
Shares issued
Cost of share issue
Share based payments
At 30 June 2021
Share capital
$
Reserves
$
Accumulated
losses
$
Parent entity
interest
$
64,415,434
-
-
-
3,699,963
(234,545)
-
67,880,852
67,880,852
-
-
-
7,807,053
(287,159)
104,260
75,505,006
20,102
-
1,165,783
1,165,783
-
-
(72,449)
1,113,436
1,113,436
-
(1,165,169)
(1,165,169)
(43,435,138)
(3,139,173)
-
(3,139,173)
21,000,398
(3,139,173)
1,165,783
(1,973,390)
-
-
-
(46,574,311)
(46,574,311)
(2,547,897)
-
(2,547,897)
3,699,063
(234,545)
(72,449)
22,419,977
22,419,977
(2,547,897)
(1,165,169)
(3,713,066)
-
-
56,896
5,162
-
-
-
(49,122,208)
7,807,053
(287,159)
161,157
26,387,962
Non-
controlling
interests
$
(210,458)
5077
(4,279)
798
-
-
-
(209,660)
(209,660)
(16,578)
16,578
(209,660)
-
-
-
(209,660)
Total equity
$
20,789,940
(3,134,096)
1,161,504
(1,972,592
3,699,963
(234,545)
(72,449)
22,210,317
22,210,317
(2,564,475)
(1,148,592)
(3,713,066)
7,807,053
(287,159)
161,157
26,178,300
The accompanying notes form part of these financial statements.
20
VOLT RESOURCES LTD
FINANCIAL STATEMENTS
For the year ended 30 June 2021
Consolidated Statement of Cash Flows
For the year ended 30 June 2021
Cashflows from Operating Activities
Government incentive received
Payments to suppliers and employees
Interest received
Finance costs
Net cash used in operating activities
Cashflows from Investing Activities
Payments for exploration expenditure
Proceeds from disposal of plant and equipment
Net cash used in investing activities
Cashflows from Financing Activities
Proceeds from issue of shares
Proceeds from borrowings
Repayment of borrowings
Payments of share issue costs
Costs of loan financing
Net cash from financing activities
Net decrease in cash held
Cash and cash equivalents at beginning of period
Cash and cash equivalents as at year end
5
The accompanying notes form part of these financial statements.
2021
$
2020
$
7,924
(1,865,786)
(11,355)
(351,486)
(2,220,703)
33,348
(2,252,585)
580
(120,514)
(2,339,171)
5
(1,450,056)
(3,111)
(1,453,167)
(355,195)
-
(355,195)
5,598,661
-
(1,543,299)
(391,420)
-
3,663,942
(9,928)
264,449
254,521
3,380,155
132,208
(1,526,424)
(198,545)
-
1,787,394
(906,972)
1,171,421
264,449
21
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
Statement of significant accounting policies
Basis of preparation
Notes to the Financial Statements
1.
(a)
These financial statements are general purpose financial statements, which have been prepared in
accordance with the requirements of the Corporations Act 2001, Accounting Standards and
Interpretations and comply with other requirements of the law. The accounting policies detailed
below have been consistently applied to all of the years presented unless otherwise stated. The
financial statements are for the Consolidated Entity consisting of Volt Resources Limited and its
subsidiaries.
The financial statements have also been prepared on a historical cost basis. Cost is based on the
fair values of the consideration given in exchange for assets. The Company is a for-profit listed
public company, incorporated in Australia.
The principal activities of the Consolidated Entity during the financial year included progressing the
acquisition of a 70% interest in the Zavalievsky Graphite Ltd (“Zavalievsky Graphite Business” or
“Zavalievsky”) in Ukraine, continuing funding activities to advance to the development stage of its
Bunyu Graphite Project in Tanzania and the Guinea gold projects acquisition and exploration
programme.
Going Concern
(b)
The financial report has been prepared on a going concern basis, which contemplates the continuity
of normal business activity and the realisation of assets and the settlement of liabilities in the
normal course of business.
At 30 June 2021 the Consolidated Entity had cash of $254,521 and net assets of $26,178,300 primarily
represented by deferred exploration expenditure of $26,245,694 on its Graphite prospecting
tenements in Tanzania and Guinea gold exploration. During the year, net cash outflows from
operating activities totalled $2,220,703 primarily in relation to corporate compliance, management,
marketing and investor relations costs of the listed parent entity.
The Directors are of the opinion that the Consolidated Entity is a going concern due to the following
factors:
(i) The Company has the ability to raise additional working capital in the shorter term from:
a. a capital raising;
b.
issue of convertible securities; and
(ii) The Company has the ability to sell assets, or an interest in assets.
Whilst the Directors are confident that the above initiatives will generate sufficient funds to enable
the Consolidated Entity to continue as a going concern for at least the period of 12 months from the
date of signing this financial report, should these initiatives be unsuccessful, there exists a material
uncertainty that may cast significant doubt on the ability of the Consolidated Entity to continue as
a going concern and, therefore, whether it will be able to realise its assets and extinguish its
liabilities in the normal course of business and at the amounts stated in the financial report.
Adoption of new and revised standards
(c)
In the year ended 30 June 2021, the Directors have reviewed all of the new and revised Standards and
Interpretations issued by the AASB that are relevant to the Consolidated Entity and effective for the
current annual reporting periods beginning on or after 1 July 2020. As a result of this review, the
Directors have determined that there is no material impact of the new and revised Standards and
Interpretations on the Consolidated Entity and therefore no material change is necessary to the
Consolidated Entity’s accounting policies.
22
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
Standards and Interpretations issued but not yet adopted
(d)
The Directors have also reviewed all Standards and Interpretations issued and not yet adopted for
the year ended 30 June 2021. As a result of this review, the Directors have determined that there is
no material impact of the new and revised Standards and Interpretations in issue but not yet
adopted and therefore no material change is necessary to the Group’s accounting policies.
Statement of compliance
(e)
The financial report was authorised for issue on 29 September 2021. The financial report complies
with Australian Accounting Standards, which include Australian equivalents to International
Financial Reporting Standards (AIFRS). Compliance with AIFRS ensures that the financial report,
comprising the financial statements and notes thereto, complies with International Financial
Reporting Standards (IFRS).
Basis of consolidation
(f)
The consolidated financial statements incorporate the financial statements of the Company and
entities controlled by the Company and its subsidiaries. Control is achieved when the Company:
•
•
•
has power over the investee;
is exposed, or has rights, to variable returns from its involvement in with the investee; and
has the ability within its power to affect its returns.
The Company reassesses whether or not it controls an investee if facts and circumstances indicate
that there are changes to one or more of the three elements listed above. Consolidation of a
subsidiary begins when the Company obtains control over the subsidiary and ceases when the
Company loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired
or disposed of during the year are included in the consolidated statement of profit or loss from the
date the Company gains control until the date when the Company ceases to control the subsidiary.
Profit or loss and each component of other comprehensive income are attributed to the owners of
the Company and to the non-controlling interests. Total comprehensive income of subsidiaries is
attributed to the owners of the Company and to the non-controlling interests even if this results in
the controlling interest having a deficit balance. When necessary, adjustments are made to the
financial statements of subsidiaries to bring their accounting policies in line with the Consolidated
Entity’s accounting policies. All intragroup assets and liabilities, equity, income, expenses and cash
flows relating to transactions between members are eliminated in full on consolidation.
Critical accounting judgements and key sources of estimation uncertainty
(g)
The application of accounting policies requires the use of judgements, estimates and assumptions
about carrying values of assets and liabilities that are not readily apparent from other sources. The
estimates and associated assumptions are based on historical experience and other factors that
are considered to be relevant. Actual results may differ from these estimates. The estimates and
underlying assumptions are reviewed on an ongoing basis. Revisions are recognised in the period
in which the estimate is revised if it affects only that period, or in the period of the revision and future
periods if the revision affects both current and future periods.
Share-based payment transactions:
The Consolidated Entity measures the cost of equity-settled transactions by reference to the fair
value of the equity instruments at the date at which they are granted. The fair value is determined
using either the Black and Scholes or Trinomial Options formula taking into account the terms and
conditions upon which the instruments were granted.
Exploration and evaluation expenditure:
The application of the Group’s accounting policy for exploration and evaluation expenditure requires
judgment in determining whether it is likely that future economic benefits are likely either from
future exploitation or sale or where activities have not reached a stage which permits a reasonable
assessment of the existence of reserves.
23
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
The determination of a Joint Ore Reserves Committee (JORC) resource is itself an estimation process
that requires varying degrees of uncertainty depending on sub-classification and these estimates
directly impact the point of deferral of exploration and evaluation expenditure.
The deferral policy requires management to make certain estimates and assumptions about future
events or circumstances, in particular whether an economically viable extraction operation can be
established. Estimates and assumptions made may change if new information becomes available.
2.
Revenue and expenses
Other income
Cashflow boost
2021
$
25,258
25,258
2020
$
41,685
41,685
Expenses include:
Share based payments - Performance rights
161,157
(72,449)
Other expenses
Corporate advisors and brokers, including business
development
Depreciation
Travel and accommodation
Other
Total other expenses
-
1,419
59,506
243,824
304,748
1,667
9,029
29,785
310,101
350,582
Accounting policy: revenue recognition
Revenue is recognised at an amount that reflects the consideration to which the consolidated entity
is expected to be entitled in exchange for transferring goods or services to a customer. For each
contract with a customer, the consolidated entity: identifies the contract with a customer; identifies
the performance obligations in the contract; determines the transaction price which takes into
account estimates of variable consideration and the time value of money; allocates the transaction
price to the separate performance obligations on the basis of the relative stand-alone selling price
of each distinct good or service to be delivered; and recognises revenue when or as each performance
obligation is satisfied in a manner that depicts the transfer to the customer of the goods or services
promised.
Interest income
Interest revenue is recognised on a time proportionate basis that takes into account the effective
yield on the financial asset.
24
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
3.
Income tax
A reconciliation between tax expense and the
product of accounting loss before income tax
multiplied by the Group’s applicable tax rate is as
follows:
Accounting loss before tax
Total loss before income tax expense
Tax at the group rate of 30%
Share based payments
Non-deductible expenses
Non-assessable income
Capital raising costs deductible
Income tax losses and movement in deferred tax
not brought to account
Profit and loss proportion of research and development tax
credit
Income tax benefit
2021
$
2020
$
(2,564,475)
(2,564,475)
(769,343)
48,347
447,826
(17,939)
(13,627)
(3,179,595)
(3,179,595)
953,879
21,735
(635,584)
12,506
29,196
304,735
(381,732)
-
-
45,499
45,499
The tax rates used in the above reconciliation are the corporate tax rates of Australia 30% and
Tanzania 30% (2021: Australia 30%, Tanzania 30%). The 27.5% tax rate on taxable profits for small
businesses does not apply to Australian corporate entities under Australian tax law if greater than
80% passive income is expected. The Consolidated Entity has tax losses arising in Australia of
$20,574,154 (2019: $20,339,592) that are available indefinitely for offset against future taxable
profits of the companies in which the losses arose. The availability of these losses is subject to the
satisfaction of either the same business or continuity of ownership tests. Tax losses arising in
Tanzania to 30 June 2020 totalled A$5,749,249. The Tanzania tax losses for the year ended 30 June
2021 total A$5,769,249. Deferred tax assets have not been recognised in respect of these items
because it is not sufficiently probable that future taxable profit will be available against which the
Consolidated Entity can utilise the benefits thereof.
Accounting policy: 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 by the reporting date.
Deferred income tax is provided on all temporary differences at the reporting 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:
• when the deferred income tax liability arises from the initial recognition of goodwill or of an
asset or liability in a transaction that is not a business combination and that, at the time of
the transaction, affects neither the accounting profit nor taxable profit or loss; or
• when the taxable temporary difference is associated with investments in subsidiaries,
associates or interests in joint ventures, and the timing of the reversal of the temporary
difference can be controlled and it is probable that the temporary difference will not reverse
in the foreseeable future.
25
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
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
credits and unused tax losses can be utilised, except:
• when 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; or
• when the deductible temporary difference is associated with investments in subsidiaries,
associates or interests in joint ventures, in which case a deferred tax asset is only recognised
to the extent that it is probable that the temporary difference will reverse in the foreseeable
future and taxable profit will be available against which the temporary difference can be
utilised.
The carrying amount of deferred income tax assets is reviewed at each reporting 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. Unrecognised deferred income tax assets are
reassessed at each reporting date and are recognised to the extent that it has become probable that
future taxable profit will allow the deferred tax asset to be recovered. 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 reporting date.
Income taxes relating to items recognised directly in equity are recognised in equity and not in profit
or loss. Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right
exists to set off current tax assets against current tax liabilities and the deferred tax assets and
liabilities relate to the same taxable entity and the same taxation authority.
Tax consolidation legislation
Volt Resources Limited and its 100% owned Australian resident subsidiaries have implemented the
tax consolidation legislation. Current and deferred tax amounts are accounted for in each individual
entity as if each entity continued to act as a taxpayer on its own. Volt Resources Limited recognises
both its own current and deferred tax amounts and those current tax liabilities, current tax assets
and deferred tax assets arising from unused tax credits and unused tax losses which it has assumed
from its controlled entities within the tax consolidated group. Assets or liabilities arising under tax
funding agreements with the tax consolidated entities are recognised as amounts payable or
receivable from or payable to other entities in the Consolidated Entity. Any difference between the
amounts receivable or payable under the tax funding agreement are recognised as a contribution to
(or distribution from) controlled entities in the tax consolidated group.
Accounting policy: other taxes
Revenues, expenses and assets are recognised net of the amount of GST except:
• when 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; and
receivables and payables, which 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 statement of financial position. Cash flows are included in the
statement of cash flows 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.
26
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
4.
Loss per share
Loss attributable to owners of Volt Resources
Limited used in calculating basic and dilutive EPS
(2,547,897)
(3,139,173)
2021
$
2020
$
Weighted average number of ordinary shares used in
calculating basic and diluted earnings / (loss) per
share (*):
Basic / diluted loss per share
2021
Number
2020
number
2,184,764,518
1,677,153,454
Cents per share
Cents per share
(0.12)
(0.19)
*As the Consolidated Entity is loss making in both 2021 and 2020, no potential ordinary shares are
considered to be dilutive as they would act to decrease the loss per share. The options on issue (Note
13) represent potential ordinary shares but are not dilutive and accordingly have been excluded from
the weighted average number of ordinary shares and potential ordinary shares used in the
calculation of diluted loss per share.
Accounting policy: earnings/loss per share
Basic earnings/loss per share is calculated as net profit or loss attributable to members of the
parent, adjusted to exclude any costs of servicing equity (other than dividends) and preference share
dividends, divided by the weighted average number of ordinary shares, adjusted for any bonus
element. Diluted earnings per share is calculated as net profit or loss attributable to members of
the parent, adjusted for:
•
•
costs of servicing equity (other than dividends) and preference share dividends;
the after tax effect of dividends and interest associated with dilutive potential ordinary
shares that have been recognised as expenses; and
• 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.
27
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
5.
Cash and cash equivalents
Reconciliation of operating loss after tax to the
net cash flows from operations:
Loss after tax
(2,564,475)
(3,134,096)
2021
$
2020
$
Non-cash items
Depreciation and impairment charges
Unrealised Foreign currency (gain)/loss
Share based payments
Capitalised interest
Debt establishment fees
Change in assets and liabilities
Trade and other receivables
Prepayments
Trade and other payables
Provisions
Net cash outflow from operating activities
Reconciliation of cash:
Cash at bank and on hand
1,419
331,684
161,157
-
-
46,426
(90,725)
(106,189)
-
(2,220,703)
9,029
(3,910)
(72,449)
454,926
189,994
(53,633)
948
332,280
(62,260)
(2,339,171)
254,521
254,521
264,449
264,449
Accounting policy: cash and cash equivalents
Cash comprises cash at bank and in hand. Cash equivalents are short term, highly liquid
investments that are readily convertible to known amounts of cash and which are subject to an
insignificant risk of changes in value. Cash at bank earns interest at floating rates based on daily
bank deposit rates.
28
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
6.
Trade and other receivables
Current
GST receivable
Cashflow boost receivable
Other receivable
Non-current
Rental bond
2021
$
40,303
-
42,551
82,854
-
-
2020
$
23,426
16,674
89,181
129,281
-
-
Accounting policy: trade and other receivables
Trade receivables are measured on initial recognition at fair value and are subsequently measured
at amortised cost using the effective interest rate method, less any allowance for expected credit
losses. Trade receivables are generally due for settlement within periods ranging from 15 days to 30
days.
The consolidated entity has applied the simplified approach to measuring expected credit losses,
which uses a lifetime expected loss allowance. To measure the expected credit losses, trade
receivables have been grouped based on days overdue.
Other receivables are recognised at amortised cost, less any allowance for expected credit losses.
7.
Plant and equipment
Plant and equipment – at cost
Accumulated depreciation
Net book amount
Balance at the beginning of the year
Acquisitions
Depreciation expense
Disposal
Foreign currency translation
Balance at the end of the year
2021
$
149,370
(110,884)
38,487
40,846
2,494
(1,419)
-
(3,435)
38,487
2020
$
158,378
(117,532)
40,846
45,670
-
(9,029)
-
4,199
40,846
Accounting policy: property, plant and equipment
Plant and equipment are stated at cost less accumulated depreciation and any accumulated
impairment losses. Depreciation is calculated on a straight-line basis over the estimated useful life
of the assets as follows:
• Plant and equipment – over 3 years
The assets' residual values, useful lives and amortisation methods are reviewed, and adjusted if
appropriate, at each financial year end.
Impairment
The carrying values of plant and equipment are reviewed for impairment at each reporting date, with
recoverable amount being estimated when events or changes in circumstances indicate that the
carrying value may be impaired. The recoverable amount of plant and equipment is the higher of fair
29
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
value less costs to sell and value in use. 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. For an asset that does
not generate largely independent cash inflows, recoverable amount is determined for the cash-
generating unit to which the asset belongs, unless the asset's value in use can be estimated to be
close to its fair value. An impairment exists when the carrying value of an asset or cash-generating
units exceeds its estimated recoverable amount. The asset or cash-generating unit is then written
down to its recoverable amount. For plant and equipment, impairment losses are recognised in
profit or loss for the year as a separate line item.
Derecognition and disposal
An item of property, plant and equipment is derecognised upon disposal or when no further future
economic benefits are expected from its use or 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 asset) is included in profit or loss in the year the asset is derecognised.
8.
Deferred exploration and evaluation expenditure
Exploration and evaluation phase – at cost
At beginning of the year
Exploration expenditure during the year
Non-cash Acquisition
Foreign currency translation
Total exploration and evaluation
2021
$
2020
$
23,959,210
1,450,056
2,312,653
(1,476,225)
26,245,694
22,394,753
355,195
-
1,209,262
23,959,210
Accounting policy: exploration and evaluation
Exploration and evaluation expenditures in relation to each separate area of interest are recognised
as an exploration and evaluation asset in the year in which they are incurred where the following
conditions are satisfied:
a) the rights to tenure of the area of interest are current; and
b) at least one of the following conditions is also met:
(i) the exploration and evaluation expenditures are expected to be recouped through
successful development and exploration of the area of interest, or alternatively, by its
sale; or
(ii) exploration and evaluation activities in the area of interest have not at the reporting date
reached a stage which permits a reasonable assessment of the existence or otherwise
of economically recoverable reserves, and active and significant operations in, or in
relation to, the area of interest are continuing.
Exploration and evaluation assets are initially measured at cost and include acquisition of rights to
explore, studies, exploratory drilling, trenching and sampling and associated activities and an
allocation of depreciation and amortised of assets used in exploration and evaluation activities.
General and administrative costs are only included in the measurement of exploration and
evaluation costs where they are related directly to operational activities in a particular area of
interest.
Exploration and evaluation assets are assessed for impairment when facts and circumstances
suggest that the carrying amount of an exploration and evaluation asset may exceed its recoverable
amount. The recoverable amount of the exploration and evaluation asset (for the cash generating
unit(s) to which it has been allocated being no larger than the relevant area of interest) is estimated
to determine the extent of the impairment loss (if any).
30
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to
the revised estimate of its recoverable amount, but only to the extent that the increased carrying
amount does not exceed the carrying amount that would have been determined had no impairment
loss been recognised for the asset in previous years.
Where a decision has been made to proceed with development in respect of a particular area of
interest, the relevant exploration and evaluation asset is tested for impairment and the balance is
then reclassified to development.
Capitalised exploration and evaluation expenditure represents the accumulated cost of acquisition
and subsequent cost of exploration and evaluation of the properties. Ultimate recoupment of these
costs is dependent on the successful development and commercial exploitation, or alternatively,
sale, of the respective areas of interest.
Accounting policy: impairment of assets
The Consolidated Entity 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 Consolidated Entity 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. That
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.
9.
Trade and other payables
Trade payables and accruals
2021
$
573,446
573,446
2020
$
679,635
679,635
Accounting policy: trade and other payables
Trade payables and other payables are carried at amortised cost and represent liabilities for goods
and services provided to the Consolidated Entity prior to the end of the financial year that are unpaid
and arise when the Consolidated Entity becomes obliged to make future payments in respect of the
purchase of these goods and services. Trade and other payables are presented as current liabilities
unless payment is not due within 12 months. Trade payables are non-interest bearing and are
normally settled on 30-day terms.
31
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
10.
Borrowings
Current
Directors’ loansa)
Short-term loanb)
Insurance premium funding
Total current borrowings
Movement in borrowings:
2021
Opening balance
Proceeds from borrowings
Repayment of borrowings
Non-cash repayments
Interest paid
Interest and borrowing costs expensed
Forex movement on USD loans
2020
Opening balance
Proceeds from borrowings
Repayment of borrowings
Non-cash repayments
Interest paid
2021
$
-
-
-
-
2020
$
73,595
1,461,159
8,545
1,543,299
Other
loans
$
a)
Lars Bader
loan
$
Working
capital
$
b)
c)
Insurance
premium
funding
$
Total
$
-
1,461,159
73,595
8,545
1,543,299
-
-
-
-
-
-
-
-
-
-
-
(1,582,003)
(75,781)
(9,015)
(1,666,799)
-
348,830
-
(227,986)
-
-
2,186
-
-
-
-
470
-
-
-
-
351,486
-
(227,986)
-
1,422,761
1,004,648
100,948
-
2,528,357
-
(1,422,761)
-
-
-
-
120,000
12,208
132,208
(100,000)
(3,663)
(1,526,424)
(50,329)
-
(50,329)
(13,236)
(102,186)
(948)
3,924
-
(201)
(116,571)
201
558,263
-
17,795
1,461,159
73,595
8,545
1,543,299
Interest and borrowing costs expensed
13,236
540,902
Forex movement on USD loans
-
-
17,795
a) The Company entered into a secured funding agreement on 14 January 2019 to provide a
short-term loan for six months with a face value equivalent to A$1.5 million (US$1.0 million)
and principal repayments totalling approximately A$0.1 million during the April to June 2019
quarter, the loan is denominated in US$ and the proceeds totalled the equivalent of
A$1,339,286.
b) On the 24 June 2019 as part of US$1.0 million in funding from a European based high net
worth investor, Volt received US$700,000 in unsecured loan funds with the full amount due
at maturity in 18-months. The total amount payable at maturity includes a deferred
establishment fee of US$350,000. On 26 June 2020, interest payable of US$70,000 was
capitalised to the loan balance bringing to total loan to US$770,000. The interest rate
applicable for the remainder of the loan term increased to 30% per annum. Lars Bader loan
was paid in full during the year.
c) On 14 November 2019 Mr Asimwe Kabunga and Mr Trevor Matthews provided both provided
unsecured short-term loans of $50,000 each. The loans have a 10% interest rate per annum
payable at maturity and a maturity date of 30 September 2020 or earlier at the Company’s
discretion. The loan from Mr Kabunga was repaid on 9 January 2020 by issue of shares at
32
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
$0.01. On 8 April 2020, a further $20,000 was lent by Mr Trevor Matthews, the balance of
$73,595 including capitalised interest remains unpaid at 30 June 2020.
d) During February 2021 the Company successfully raised capital of $3,650,000 (before costs)
to assist with funding. Part of proceeds of the funding was used to clear the outstanding
debt facilities at the time.
In Relation to “Repayments of borrowings” totalling $1,666,799, the net total of this amount
appears in the following areas within the Statement of Cash Flows; Finance costs $351,486,
Forex movement on USD loans $(227,987) is sitting within “Payments to Suppliers and
Employees”, repayment of borrowings $(1,543,299) .
e)
11.
Issued capital
a) Share capital
Ordinary shares fully paid
2021
$
75,505,006
75,505,006
2020
$
67,880,852
67,880,852
b) Movement in shares on issue
2021
number
2021
$
2020
number
2020
$
Balance at the beginning of the year
Share placements
Shares for Guinea Acquisition
Options exercised
Vested Performance Rights
Share issue costs
Balance at the end of the year
1,898,836,797 67,880,852
5,269,261
387,809,849
2,312,653
121,718,576
279,400
26,336,363
50,000
5,000,000
(287,159)
-
75,505,006
2,439,701,585
1,476,323,875
168,333,334
-
129,083,416
125,096,172
-
1,898,836,797
64,415,434
900,000
-
1,549,000
1,250,963
(234,545)
67,880,852
c) Share options
Grant Date
Details
Expiry Date
Exercis
e Price
Balance
30 June
2020
Movement
during the
year
Balance 30
June 2020
15 May 2020
23 October
2020
Unlisted
options
Unlisted
options
15 May 2022
$0.01
80,000,000
(25,000,000)
55,000,000
23 May 2023
$0.22
71,136,365
(1,336,363)
176,672,365
26,336,363
69,800,002
124,800,002
The options granted during the 2021 financial year were free attaching to the October 2020
placement. The options granted during the 2020 financial year were free attaching to the May 2020
placement.
33
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
d) Performance rights
Milestone
Mr H. Millanga
Continued
Employment six
months from Grant
Continued
Employment twelve
months from Grant
21
February
2021
21 August
2021
Achieving a VRC 20-
day VWAP of 15 cents
per share
22
October
2021
Expiry
Date
Tranche
Balance
30 June
2020
Granted
during
the year
Vested
during
the year
Expired
during
the year
Balance
30 June
2021
B
B
C
-
-
-
-
5,000,000
(5,000,000)
-
-
5,000,000
10,000,000
-
-
20,000,000
(5,000,000)
- 5,000,000
-
-
10,000,000
15,000,000
Tranche C rights contain market based vesting conditions and have been valued using an up and in
single barrier share option pricing model with a Parisian barrier adjustment. The model takes into
consideration that the Tranche C Rights will vest at any time during the performance period, given
that the VWAP exceeds the determined barrier over the specified number of days. The model
incorporates a trinomial option pricing model.
Mr Millanga’s rights contain only non-market vesting conditions and were valued using the
company’s share price at the date of grant.
Accounting policy: issued capital
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.
12.
Reserves
Share based payments reserve
Foreign currency translation reserve
Movement in Reserves;
Share based payments reserve
Balance at the beginning of the year
Share based payment
Options Exercised
Transfer to accumulated losses on expiry of
options and lapse of performance rights
Balance at the end of the year
Foreign currency translation reserve
Balance at the beginning of the year
Currency translation differences
Balance at the end of the year
Total reserves
2021
$
79,289
(74,128)
5,161
2021
$
22,393
161,157
(104,261)
-
79,289
1,091,042
(1,165,169)
(74,127)
5,162
2020
$
22,393
1,091,043
1,113,436
2020
$
94,842
(72,449)
-
22,393
(74,740)
1,165,782
1,091,042
1,113,436
34
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
Accounting policy: foreign currency translation
Both the functional and presentation currency of Volt Resources Limited and its Australian
subsidiaries is Australian dollars. Each entity in the Consolidated Entity determines its own
functional currency and items included in the financial statements of each entity are measured
using that functional currency.
Transactions in foreign currencies are initially recorded in the functional currency by applying the
exchange rates ruling at the date of the transaction. Monetary assets and liabilities denominated in
foreign currencies are retranslated at the rate of exchange ruling at the reporting date. All exchange
differences in the consolidated financial report are taken to profit or loss. Non-monetary items that
are measured in terms of historical cost in a foreign currency are translated using the exchange rate
as at the date of the initial transaction. Non-monetary items measured at fair value in a foreign
currency are translated using the exchange rates at the date when the fair value was determined.
Translation differences on assets and liabilities carried at fair value are reported as part of the fair
value gain or loss. The functional currency of foreign operations through Dugal Resources Lda and
Xiluva Mozambi Lda, is Mozambique New Metical (MZN) The functional currency of foreign
operations through Volt Graphite Tanzania Limited is Tanzanian Shillings (TZS) and US Dollars (USD).
As at the reporting date the assets and liabilities of these subsidiaries are translated into the
presentation currency of Volt Resources Limited at the rate of exchange ruling at the reporting date
and their statements of comprehensive income are translated at the weighted average exchange
rate for the year. The exchange differences arising on the translation are taken directly to a separate
component of equity, being recognised in the foreign currency translation reserve. On disposal of a
foreign entity, the deferred cumulative amount recognised in equity relating to that particular
foreign operation is recognised in profit or loss.
Share based payments
13.
Three share base payments were made during the financial year ending 2021. Performance rights
were granted to Mr H. Millanga with 5,000,000 shares vesting, at a cost to the company of $50,000.
Mr M.Lew, a long term consultant providing services to the company in relation to business strategy
was issued 1,000,000 shares. A corresponding share-based payment expense of $35,000 was
recognised, valued using the grant date share price of $0.035. Spark Plus Pte Ltd is engaged to
provide investor relations services and was issued 1,203,788 shares in lieu of consulting fees. A
corresponding share-based payment expense of $19,260 was recognised, valued using the grant
date share price of $0.016.
Currently two tranches of performance rights remain valid. The first, relates to Mr H. Millanga for an
additional 5,000,000 performance rights which will vest on 21 August 2021 given continuous
employment. 10,000,000 performance rights were granted to Mr H. Millanga which vest at specified
future dates based on the non-market performance condition of continued employment to those
dates. The rights were valued at $0.01 per right (being the grant date share price on 20 July 2020),
therefore $100,000 in total. The rights were issued 21 August 2020. 5,000,000 rights vested 6 months
after issue, being 21 February 2021, with the remaining 5,000,000 to vest 12 months from issue being
21 August 2021.
35
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
The second relates to Mr Trevor Matthews Tranche C Performance Rights. The fair value of Mr Trevor
Matthews performance rights granted is estimated as at the date of grant using the Trinomial Option
model (Tranche C Performance Rights) taking into account the terms and conditions upon which
the rights were granted:
Details
Tranche
Expiry
20 day share price barrier (VWAP)
Expected volatility
Risk free interest rate
Expected life
Exercise price
Grant date share price
Fair value per right/option
Performance
Rights
C
22 Oct 2021
$0.15
70%
2.09%
3 years
nil
$0.021
$0.004
Accounting policy: share-based payment transactions
Equity settled transactions:
The Consolidated Entity provides benefits to employees (including senior executives) of the
Consolidated Entity in the form of share-based payments, 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 of the equity
instruments at the date at which they are granted. The fair value is determined by an external valuer
using a Black-Scholes model.
In valuing equity-settled transactions, no account is taken of any performance conditions, other
than conditions linked to the price of the shares of Volt Resources Limited (market conditions) if
applicable. The cost of equity-settled transactions is recognised, together with a corresponding
increase in equity, over the period in which the performance and/or service 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
a) the extent to which the vesting period has expired; and
b) the Consolidated Entity’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 consolidated
statement of profit or loss and other comprehensive income 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, as 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 cancellation,
and any expense not yet recognised for the award is recognised immediately. However, if a new
award is substituted for the cancelled award and designated as a replacement award on the date
that it is granted, the cancelled and new award are treated as if they were 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/loss per share (see
Note 4)
36
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
14.
Financial instruments
a) Capital risk management
The Consolidated Entity manages its capital to ensure that entities in the Consolidated Entity will
be able to continue as a going concern while maximising the return to stakeholders through the
optimisation of the debt and equity balance. The Consolidated Entity’s overall strategy remains
unchanged from 2020. The capital structure of the Consolidated Entity consists of debt, cash and
cash equivalents and equity attributable to equity holders of the parent, comprising issued capital,
reserves and retained earnings. None of the entities are subject to externally imposed capital
requirements. Operating cash flows are used to maintain and expand operations, as well as to make
routine expenditures such as tax, and general administrative outgoings. Gearing levels are reviewed
by the Board on a regular basis in line with its target gearing ratio, the cost of capital and the risks
associated with each class of capital.
Financial assets
Cash and cash equivalents
Trade and other receivables
Other financial assets
Financial liabilities
Trade and other payables
Borrowings
2021
$
2020
$
254,521
82,854
-
337,375
573,446
-
573,446
264,449
129,281
-
393,730
679,635
1,543,299
2,222,934
b) Financial risk management objectives
The Consolidated Entity is exposed to market risk (including currency risk, fair value interest rate
risk and price risk), credit risk, liquidity risk and cash flow interest rate risk. The Consolidated Entity
seeks to minimise the effect of these risks, by using derivative financial instruments to hedge these
risk exposures where appropriate. The use of financial derivatives is governed by the Consolidated
Entity’s policies approved by the board of directors, which provide written principles on foreign
exchange risk, interest rate risk, credit risk, the use of financial derivatives and non-derivative
financial instruments, and the investment of excess liquidity. Compliance with policies and
exposure limits is reviewed by management on a continuous basis. The Consolidated Entity does
not enter into or trade financial instruments, including derivative financial instruments, for
speculative purposes.
c) Market risk
The Consolidated Entity’s activities expose it primarily to the financial risks of changes in foreign
currency exchange rates, commodity prices and exchange rates. There has been no change to the
Consolidated Entity’s exposure to market risks or the manner in which it manages and measures
the risk from the previous period.
d) Foreign currency risk management
The Consolidated Entity undertakes certain transactions denominated in foreign currencies, hence
exposures to exchange rate fluctuations arise. Exchange rate exposures are managed within
approved policy parameters. No forward contracts or other hedging instruments have been used
during the current or prior year as the Consolidated Entity’s foreign exchange exposure is not
considered to be sufficiently material to justify such activities. The carrying amounts of the
Consolidated Entity’s foreign currency denominated monetary assets and monetary liabilities at the
balance date expressed in Australian dollars are as follows:
37
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
Assets
Liabilities
2021
2020
2021
2020
US dollars
Tanzanian shillings
17,458
491,973
7,574
1,024
2,761,446
-
1,461,159
-
Foreign currency sensitivity analysis
The Consolidated Entity is exposed to US Dollar (USD) and Tanzanian shillings (TZS) currency
fluctuations. The following table details the Consolidated Entity’s sensitivity to a 10% increase and
decrease in the Australian dollar against the relevant foreign currencies. 10% is the sensitivity rate
used when reporting foreign currency risk internally to key management personnel and represents
management’s assessment of the possible change in foreign exchange rates.
The sensitivity analysis includes only outstanding foreign currency denominated monetary items
and adjusts their translation at the period end for a 10% change in foreign currency rates. A positive
number indicates a weakening against the respective currency. For a strengthening of the Australian
Dollar against the respective currency there would be an equal and opposite impact on the result
and other equity and the balances below would be negative.
USD impact
Result for the year
TZS impact
Result for the year
e) Interest rate risk
2021
$
2020
$
(272,827)
(145,359)
49,197
102
As at and during the year ended on reporting date the Consolidated Entity had no significant interest-
bearing assets or liabilities, other than liquid funds on deposit and various loans. As such, the
Consolidated Entity’s income and operating cash flows (other than interest income from funds on
deposit and interest expense on the loans) are substantially independent of changes in market
interest rates.
The Consolidated Entity’s exposure to interest rate risk for each class of financial assets and
liabilities is set out below:
Weighted
Rate %
Weighted
Rate %
2021
$
2020
$
Financial assets
Cash and cash
equivalents
Floating
0.09%
254,521
0.40%
264,449
Financial liabilities
Borrowings
Fixed
-
30%
1,543,299
Consolidated Entity and Parent Company sensitivity
The sensitivity analyses below have been determined based on the exposure to interest rates at the
balance date and the stipulated change taking place at the beginning of the financial year and held
constant through the reporting period. At balance date, if interest rates had been 80 basis points
higher or lower and all other variables were held constant, the Consolidated Entity’s net result would
increase or decrease by $2,036 (2020: $2,116). This is mainly attributable to the Consolidated Entity’s
exposure to interest rates on its variable rate cash holdings.
38
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
f) Credit risk
The Consolidated Entity seeks to trade only with recognised, trustworthy third parties and it is the
Group’s policy to perform credit verification procedures in relation to any customers wishing to trade
on credit terms with the Consolidated Entity. The Consolidated Entity has no significant
concentrations of credit risk.
g) Liquidity risk
Prudent liquidity management involves the maintenance of sufficient cash, marketable securities,
committed credit facilities and access to capital markets. It is the policy of the Board to ensure that
the Consolidated Entity is able to meet its financial obligations and maintain the flexibility to pursue
attractive investment opportunities through keeping committed credit lines available where
possible, ensuring the Consolidated Entity has sufficient working capital and preserving the 15%
share issue limit available to the Company under the ASX Listing Rules.
h) Net fair value
The carrying amount of financial assets and liabilities recorded in the financial statements
approximate their fair value at 30 June 2021.
Accounting policy: investments and other financial assets
Investments and other financial assets are initially measured at fair value. Transaction costs are
included as part of the initial measurement, except for financial assets at fair value through profit
or loss. Such assets are subsequently measured at either amortised cost or fair value depending on
their classification. Classification is determined based on both the business model within which
such assets are held and the contractual cash flow characteristics of the financial asset unless, an
accounting mismatch is being avoided.
Financial assets are derecognised when the rights to receive cash flows have expired or have been
transferred and the consolidated entity has transferred substantially all the risks and rewards of
ownership. When there is no reasonable expectation of recovering part or all of a financial asset, it's
carrying value is written off.
Financial assets at fair value through profit or loss
Financial assets not measured at amortised cost or at fair value through other comprehensive
income are classified as financial assets at fair value through profit or loss. Typically, such financial
assets will be either: (i) held for trading, where they are acquired for the purpose of selling in the
short-term with an intention of making a profit, or a derivative; or (ii) designated as such upon initial
recognition where permitted. Fair value movements are recognised in profit or loss.
Financial assets at fair value through other comprehensive income
Financial assets at fair value through other comprehensive income include equity investments
which the consolidated entity intends to hold for the foreseeable future and has irrevocably elected
to classify them as such upon initial recognition.
Impairment of financial assets
The consolidated entity recognises a loss allowance for expected credit losses on financial assets
which are either measured at amortised cost or fair value through other comprehensive income. The
measurement of the loss allowance depends upon the consolidated entity's assessment at the end
of each reporting period as to whether the financial instrument's credit risk has increased
significantly since initial recognition, based on reasonable and supportable information that is
available, without undue cost or effort to obtain.
Where there has not been a significant increase in exposure to credit risk since initial recognition, a
12-month expected credit loss allowance is estimated. This represents a portion of the asset's
lifetime expected credit losses that is attributable to a default event that is possible within the next
12 months.
39
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
Where a financial asset has become credit impaired or where it is determined that credit risk has
increased significantly, the loss allowance is based on the asset's lifetime expected credit losses.
The amount of expected credit loss recognised is measured on the basis of the probability weighted
present value of anticipated cash shortfalls over the life of the instrument discounted at the original
effective interest rate.
For financial assets measured at fair value through other comprehensive income, the loss allowance
is recognised within other comprehensive income. In all other cases, the loss allowance is
recognised in profit or loss.
15.
Commitments and contingencies
Within one year - exploration
Within one year – office lease
One to five years - exploration
2021
$
49,888
-
-
49,888
2020
$
49,888
-
-
49,888
There are no contingent liabilities as at the date of this report, other than for the Resettlement Action
Plan totalling US$3.5 million where commencement of resettlements and any commitments are
contingent on the consolidated entity making a Final Investment Decision (FID) to develop the
Bunyu Graphite project which is contingent on an appropriate level of development funding being
sourced.
On production and sale of graphite products from the Bunyu Graphite project, the previous owners
are entitled to a 3% net smelter royalty on the sale of dried concentrate. At the Company’s election,
at any stage in the future the Company may pay US$2.0 million to reduce the royalty rate to 1.5%.
On production and sale of gold products from the Guinea project, Kabunga Holdings are entitled to
a 2% net smelter royalty on the sale of the end gold product.
Changes to the legal framework governing the natural resources sector in Tanzania were passed by
the Tanzanian Parliament in early July 2017 and the Company advised the ASX of the impact of the
new legislation on 7 July 2017. One impact was the Tanzanian Government would have a 16% non-
dilutable free carried interest in Volt’s Tanzanian subsidiary which increases from a current interest
of nil.
The 16% interest is to apply to mining operations under a mining licence or a special mining licence.
The Company is not aware of any further guidance or application of this change to date. The
Consolidated entity currently retains a 100% interest in Volt’s Tanzanian subsidiary which holds the
Bunyu Graphite Project.
40
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
Financial reporting by segments
16.
AASB 8 requires operating segments to be identified on the basis of internal reports about
components of the Group that are regularly reviewed by the chief operating decision maker in order
to allocate resources to the segment and to assess its performance.
The function of the chief operating decision maker is performed by the Board collectively.
Information reported to the Board for the purposes of resource allocation and assessment of
performance is focused broadly on the Group’s diversified activities across different sectors.
The Group’s reportable segments under AASB 8 are Corporate, Gold and Graphite.
2021
Revenue
Interest received
Total segment revenue
Expenditure
Corporate compliance fees
Corporate management costs
Foreign exchange gain (loss)
Marketing and investor relation costs
Occupancy expenses
Share based payments
Finance costs
Other expenses
Total segment expenditure
Loss before income tax
SEGMENT ASSETS
Segment operating assets
Total segment assets
SEGMENT LIABILITIES
Segment operating liabilities
Total segment liabilities
Corporate
$
Graphite
$
Gold
$
25,251
7
25,258
(629,575)
(677,927)
134,975
(174,401)
(19,935)
(161,157)
(335,523)
(299,741)
(2,163,284)
(2,138,026)
-
-
-
-
-
-
(16,252)
(155,577)
(248,792)
-
(821)
-
-
(5,007)
(426,449)
(426,449)
Total
$
25,251
7
25,258
(645,827)
(833,504)
(116,697)
(174,401)
(20,756)
(161,157)
(335,523)
(301,868)
(2,589,733)
(2,564,475)
421,185
421,185
22,650,973 3,679,588
22,650,973 3,679,588
26,751,746
26,751,746
583,850
583,850
(10,404)
(10,404)
573,446
573,446
41
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
2020
Revenue
Interest received
Total segment revenue
Expenditure
Corporate compliance fees
Corporate management costs
Foreign exchange gain (loss)
Marketing and investor relations costs
Occupancy expenses
Share based payments
Finance costs
Other expenses
Total segment expenditure
Loss before income tax
SEGMENT ASSETS
Segment operating assets
Total segment assets
SEGMENT LIABILITIES
Segment operating liabilities
Total segment liabilities
Corporate
$
Graphite
$
41,685
580
42,265
-
-
-
Total
$
41,685
580
42,265
(321,000)
(1,186,612)
(40,721)
(204,818)
(45,362)
72,449
(756,899)
(327,046)
(2,809,999)
(2,767,734)
(80,755)
(337,679)
41,011
(1,127)
(1,002)
-
(8,773)
(23,536)
(411,861)
(411,861)
(401,755)
(1,524,291)
290
(205,945)
(46,364)
72,449
(765,662)
(350,582)
(3,221,860)
(3,179,595)
400,382
400,382
24,032,869
24,032,869
24,433,251
24,433,251
2,222,934
2,222,934
-
-
2,222,934
2,222,934
Accounting policy: segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the
chief operating decision maker. The chief operating decision maker, who is responsible for
allocating resources and assessing performance of the operating segments, has been identified as
the Board of Directors of Volt Resources Limited.
42
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
Subsidiaries
17.
The consolidated financial statements incorporate the assets, liabilities and results of the following
subsidiaries:
Volt Graphite Tanzania Plc
Gold Republic Pty Ltd
Norsk Gold Pte Ltd
Novo Mines Sarlu
KB Gold Sarlu
Mozambi Graphite Pty Ltd
Mozambi Resource Investments Pty Ltd
Dugal Pty Ltd
Dugal Resources Lda (1)
Mozambi Ventures Lda(1)
Xiluva Mozambi Lda(1)
Country of
Incorporation
Tanzania
Australia
Singapore
Guinea
Guinea
Australia
Australia
Australia
Mozambique
Mozambique
Mozambique
2021
%
100
100
100
100
100
100
100
100
70
80
80
2020
%
100
-
-
-
-
100
100
100
70
80
80
(1) Subsidiaries with non-controlling interests are not material to the consolidated Entity,
therefore summarised financial information for these subsidiaries have not been provided
in this financial report.
18.
Auditors’ remuneration
Amounts received or due and receivable by the auditor
for:
Amounts received or due and receivable by HLB Mann
Judd for an audit or review of the financial report
Amounts received or due and receivable by other
auditors:
Amounts received or due and receivable by Innovex in
Tanzania for the audit of Volt Graphite Tanzania Ltd
19.
Key management personnel remuneration
Short term employee benefits
Share based payments
Post-employment benefits (superannuation)
Total remuneration
2021
$
2020
$
48,000
33,900
9,470
57,470
11,950
45,850
2021
$
598,704
-
-
598,704
2020
$
781,299
(72,449)
36,749
745,599
43
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
Parent entity information
20.
The following details information related to the parent entity, Volt Resources Limited, as at 30 June
2020. The information presented here has been prepared using consistent accounting policies as
presented in Note 1.
Current assets
Non-current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Net assets/(liabilities)
Issued capital
Reserves
Accumulated losses
Total equity
Loss for the year
Other comprehensive income for the year
Total comprehensive loss for the year
Commitments
Within one year
One to five years
2021
$
418,682
27,621,486
28,040,168
583,849
583,849
27,456,319
75,505,006
78,927
(48,127,614)
27,456,319
(2,055,132)
(2,055,132)
2021
$
-
-
-
2020
$
398,954
23,659,953
24,058,907
2,228,505
-
2,227,505
21,830,402
67,880,852
22,033
(46,072,483)
21,830,402
(2,743,631)
-
(2,743,631)
2020
$
-
-
-
Accounting policy: parent entity financial information
The financial information for the parent entity, Volt Resources Limited, disclosed in this note has
been prepared on the same basis as the consolidated financial statements, except as set out below.
Investments in subsidiaries, associates and joint venture entities
Investments in subsidiaries, associates and joint venture entities are accounted for at cost in the
financial statements of Volt Resources Limited. Dividends received from associates are recognised
in the parent entity’s profit or loss, rather than being deducted from the carrying amount of these
investments.
Share-based payments
The Consolidated Entity measures the cost of equity-settled transactions with employees by
reference to the fair value of the equity instruments at the date at which they are granted. The fair
value is determined using a Black-Scholes model.
44
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
21.
Events subsequent to year end
On 27 July 2021 Volt Resources Ltd completed the acquisition of a 70% controlling interest in the
Zavalievsky group of companies (the ZG Group). The cost of the acquisition was US$7.6 million, with
US$3.8 million being paid on 27 July 2021 and the remaining US$3.8 million being due for payment
on 27 July 2022. Completion of the ZG Group acquisition was funded from proceeds received from a
US$4 million convertible securities agreement entered into with SBC Global Investment Fund.
4,400,000 Convertible Notes, with each convertible note having a face value of US$1.00, were issued
by Volt Resources Ltd to SBC Global Investment Fund along with 30,000,000 unquoted options with
each option being exercisable at $0.05 per share and having an expiry date which is 3 years after the
date of issue.
Significant accounting policy disclosures
Business combinations
The Group applies the acquisition method in accounting for business combinations. The
consideration transferred by the Group to obtain control of a subsidiary is calculated as the sum of
the acquisition-date fair values of assets transferred, liabilities incurred and the equity interests
issued by the Group, which includes the fair value of any asset or liability arising from a contingent
consideration arrangement. Acquisition costs are expensed as incurred.
The Group recognises identifiable assets acquired and liabilities assumed in a business
combination regardless of whether they have been previously recognised in the acquiree’s financial
statements prior to the acquisition. Assets acquired and liabilities assumed are generally measured
at their acquisition-date fair values.
Goodwill is stated after separate recognition of identifiable intangible assets. It is calculated as the
excess of the sum of a) fair value of consideration transferred, b) the recognised amount of any
noncontrolling interest in the acquiree and c) acquisition-date fair value of any existing equity
interest in the acquiree, over the acquisition-date fair values of identifiable net assets. If the fair
values of identifiable net assets exceed the sum calculated above, the excess amount (ie gain on a
bargain purchase) is recognised in profit or loss immediately.
At the date of Board approval to issue this financial report, the initial accounting for the business
combination was incomplete. The acquisition accounting associated with the purchase of the 70%
controlling interest in the Zavalievsky Group has not yet finalised the fair values of the assets and
liabilities associated with the purchase. This information will be addressed in the 31 December
financial report and falls un der the guidance of AASB 3 Business Combinations, provisional
accounting.
Other Subsequent Events
On 1 September 2021 Volt Resources Ltd, raised $5.75 million via a placement of 230,000,000 shares
at $0.025 per share (“Placement”) to existing shareholders, sophisticated investors, funds and
institutions. Volt’s Chairman, Asimwe Kabunga, has committed to subscribe for $700,000 of the
Placement shares through his private company, Kabunga Holdings Pty Ltd.
Shareholder approval will be required for the issue of shares to Kabunga Holdings Pty Ltd which will
be sought at a general meeting of the Company’s shareholders at a date and venue to be advised.
The Placement shares, apart from the Placement shares subject to shareholder approval, were
issued on 9 September 2021.
Peak Asset Management acted as the Lead Manager to the Placement. In addition to the capital
raising fees, Peak Asset Management will receive 5,000,000 options with an exercise price of $0.05
(5 cents) with a maturity date of 3 years from the issue date. The options will be issued under Volt’s
remaining capacity under Listing Rule 7.1.
45
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
22.
Acquisition of Gold Republic Pty Ltd
On 7 July 2020, the Company acquired Gold Republic Pty Ltd (“Gold Republic”) for consideration of
121,718,576 ordinary fully paid shares in the Company as well as a 2% net smelter return on gold
recovered from the project and sold by the Company or any of its subsidiaries. Gold Republic holds
100% of the issued capital of KB Gold Sarlu and Norsk Gold Pte Ltd, which holds 100% of the issued
capital of Novo Mines Sarlu.
KB Gold Sarlu and Novo Mines Sarlu hold the tenement licences which comprise the Guinea gold
project.
Accounting standard applied
The acquisition of Gold Republic has been accounted for as an asset acquisition. The acquisition
does not meet the definition of a business combination in accordance with AASB 3 Business
Combinations (as Gold Republic is not considered to be a business for accounting purposes). The
acquisition has therefore been accounted for as a share-based payment transaction using the
principles of AASB 3 Business Combinations and AASB 2 Share-based Payment.
The fair value of the consideration paid and allocation to net identifiable assets is as follows:
Fair value of consideration paid:
Fully paid ordinary shares
2% net smelter royalty
Fair value of net identifiable assets acquired:
Cash and cash equivalents
Debtor and other assets
Trade creditors
Exploration and evaluation expenditure
$
2,312,653
-
2,312,653
6,476
101,394
(106,757)
2,311,540
2,312,653
(i) No cost has been attributed to the net smelter royalty due to exploration activities of the
Company not yet being at a stage to determine if the royalty will be paid.
46
VOLT RESOURCES LTD
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2021
1)
In the opinion of the directors of Volt Resources Limited (the ‘Company’):
a.
the accompanying financial statements and notes and the additional disclosures
are in accordance with the Corporations Act 2001 including:
i. giving a true and fair view of the Consolidated Entity’s financial position as
at 30 June 2021 and of its performance for the year then ended; and
ii. complying with Australian Accounting Standards (including the Australian
Accounting Interpretations) and the Corporations regulations 2001; and
b.
there are reasonable grounds to believe that the Company will be able to pay its
debts as and when they become due and payable.
2) The financial statements and notes thereto are in accordance with International Financial
Reporting Standards issued by the International Accounting Standards Board.
3) This declaration has been made after receiving the declarations required to be made to the
directors in accordance with Section 295A of the Corporations Act 2001 for the financial year
ended 30 June 2021.
This declaration is signed in accordance with a resolution of the Board of Directors.
Asimwe Kabunga
Non-Executive Chairman
29 September 2021
47
INDEPENDENT AUDITOR’S REPORT
To the members of Volt Resources Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Volt Resources Limited (“the Company”) and its controlled
entities (“the Group”), which comprises the consolidated statement of financial position as at 30
June 2021, the consolidated statement of profit or loss and other comprehensive income, the
consolidated statement of changes in equity and the consolidated statement of cash flows for the
year then ended, and notes to the financial statements, including a summary of significant
accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the
Corporations Act 2001, including:
a) giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its
financial performance for the year then ended; and
b) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit of the
Financial Report section of our report. We are independent of the Group in accordance with the
auditor independence requirements of the Corporations Act 2001 and the ethical requirements of
the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for
Professional Accountants (“the Code”) that are relevant to our audit of the financial report in
Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Material uncertainty related to going concern
We draw attention to Note 1 in the financial report, which indicates that a material uncertainty exists
that may cast significant doubt on the Group’s ability to continue as a going concern. Our opinion
is not modified in respect of this matter.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance
in our audit of the financial report of the current period. These matters were addressed in the context
of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters. In addition to the matter described in the Material
Uncertainty Related to Going Concern section, we have determined the matters described below
to be the key audit matters to be communicated in our report.
48
Key Audit Matter
How our audit addressed the key audit matter
Exploration and evaluation asset
Refer to note 8
In accordance with AASB 6 Exploration for and
Evaluation of Mineral Resources, the Group
capitalises all exploration and evaluation
expenditure, including acquisition costs and
subsequently applies the cost model after
recognition.
Our audit focused on the Group’s assessment of
the carrying amount of the capitalised exploration
and evaluation asset, as this is one of the most
significant assets of the Group. We planned our
work to address the audit risk that the capitalised
expenditure may no longer meet the recognition
criteria of the standard. In addition, we
considered it necessary to assess whether facts
and circumstances existed to suggest that the
carrying amount of the exploration and evaluation
assets may exceed their recoverable amounts.
Our procedures included but were not limited to
the following:
• We obtained an understanding of the key
processes associated with management’s
review of the carrying values of each area
of interest;
• We considered management’s assessment
of potential indicators of impairment;
• We obtained evidence that the Group has
current rights to tenure of its areas of
interest;
• We examined the exploration budget for the
year ending 30 June 2022 and discussed
with management the nature of planned
activities;
• We enquired with management, reviewed
ASX announcements and reviewed minutes
of Directors’ meetings to ensure that the
Group had not resolved to discontinue
exploration and evaluation at any of its
areas of interest; and
• We examined the disclosures made in the
financial report.
Accounting for the acquisition of
Gold Republic Pty Ltd
Refer to note 22
During the year the Company acquired 100% of
the share capital of Gold Republic Pty Ltd and its
wholly owned subsidiaries. The accounting
treatment applied by the Company, and the fair
value assigned to the consideration paid, resulted
in material acquisition costs being capitalised to
the balance sheet.
Such acquisitions require careful consideration as
to whether they should be treated as a business
combination under AASB 3 Business
Combinations, or outside the scope of this
standard as an asset acquisition. The
assessment of the appropriate treatment is
complex and requires significant judgement by
the Company.
Our procedures included but were not limited to
the following:
• We performed our own assessment by
applying the provisions of the AASB 3
Business Combinations standard to
determine whether the acquisition was
within the scope of that standard.
• Assessed the fair value assigned to the
equity consideration and the timing of
recognition to ensure compliance with
AASB 2 Share-Based Payments.
• Assessed whether there were any deferred
tax impacts of the acquisition.
• We assessed the adequacy of the Group’s
disclosure in respect of the acquisition.
Information other than the financial report and auditor’s report thereon
The directors are responsible for the other information. The other information comprises the
information included in the Group’s annual report for the year ended 30 June 2021 but does not
include the financial report and our auditor’s report thereon.
49
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives
a true and fair view in accordance with Australian Accounting Standards and the Corporations Act
2001 and for such internal control as the directors determine is necessary to enable the preparation
of the financial report that gives a true and fair view and is free from material misstatement, whether
due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group
to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the directors either intend to liquidate the Group
or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with Australian Auditing Standards will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgement and maintain professional scepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement of the financial report, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
-
-
- Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing
an opinion on the effectiveness of the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Group’s ability to continue as a
going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures in the financial report or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor’s report. However, future events or conditions
may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and
events in a manner that achieves fair presentation.
-
50
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 on the Remuneration Report
We have audited the Remuneration Report included within the directors’ report for the year ended
30 June 2021.
In our opinion, the Remuneration Report of Volt Resources Limited for the year ended 30 June
2021 complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit conducted
in accordance with Australian Auditing Standards
HLB Mann Judd
Chartered Accountants
Perth, Western Australia
29 September 2021
B G McVeigh
Partner
51
VOLT RESOURCES LTD
ADDITIONAL ASX INFORMATION
For the year ended 30 June 2021
Additional information required by the Australian Stock Exchange Ltd and not shown elsewhere in
this report is as follows. The information is current at 20 September 2021.
Number of Shareholders and Unquoted Security Holders
Shares
As at 20 September 2021, there were 4,890 shareholders holding a total of 2,647,777,155 fully paid
ordinary shares.
Unquoted Securities
The number of unquoted securities on issue as at 20 September 2021 is as follows:
Unquoted Security
Number on Issue
Options exercisable at $0.01 on or before 15 May 2022
55,000,000
Options exercisable at $0.022 on or before 23 October 2023
69,450,002
Options exercisable at $0.05 on or before 26 Jul 2024
30,000,000
Options exercisable at $0.0385 on or before 9 September 2024
4,259,740
Options exercisable at $0.05 on or before 9 September 2024
5,000,000
Performance Rights
Convertible Note
10,000,000
4,400,000
Distribution schedule and number of holders of equity securities as at 20
September 2021
Fully Paid Ordinary Shares
Options exercisable at
$0.01 on or before 15 May
2022
Options exercisable at
$0.022 on or before 23
October 2023
Options exercisable at
$0.05 on or before 26 Jul
2024
Options exercisable at
$0.0385 on or before 9
September 2024
Options exercisable at
$0.05 on or before 9
September 2024
Performance Rights
Convertible Note
1 – 1,000
279
1,001 –
5,000
186
5,001 –
10,000
141
10,001 –
100,000
2,250
100,001 –
and over
2,034
Total
4,890
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5
11
1
4
2
1
1
5
11
1
4
2
1
1
The number of holders holding less than a marketable parcel of fully paid ordinary shares as at 20
September 2021 was 813 holding 4,475,084 shares.
52
VOLT RESOURCES LTD
ADDITIONAL ASX INFORMATION
For the year ended 30 June 2021
Top Twenty Shareholders
Shareholder name
Kabunga Holdings Pty Ltd
Mr Peter Raymond Notman + Mr Elaine Notman
Ven Capital Pty Ltd
Bosswhat Pty Ltd
Citicorp Nominees Pty Limited
Chata Holdings Pty Ltd
Ropa Investments (Gibraltar) Limited
Mr Dominic Vigara
Mr Rohan Patnaik
Littlejohn Embrey Engineering Pty Ltd
Mr Scott Williams
1
2
3
4
5
6
7
8
9
10
11
12 Mr Kevin Brady
13
14 Mr Leslie Thomas King + Mrs Heather King
15 Mr Richard Him Sim Vom
16
17
18
19
20 HSBC Custody Nominees (Australia) Limited
Eleanor Cole
Jacaranda Finance Corporation Pty Ltd
Ropa Investments (Gibraitar) Limited
Square Bay Pty Ltd
BNP Paribas Nominees Pty Ltd ACF Clearstream
Number of
ordinary
shares held
427,805,420
121,365,374
83,507,428
75,000,000
46,856,174
32,464,286
32,227,272
28,000,000
26,977,272
25,745,288
22,575,421
21,000,000
19,562,446
17,075,369
16,659,172
16,365,800
13,500,000
12,500,000
11,812,016
11,604,256
1,062,602,994
%
16.16
4.58
3.15
2.83
1.77
1.23
1.22
1.06
1.02
0.97
0.85
0.79
0.74
0.64
0.63
0.62
0.51
0.47
0.45
0.44
40.13
Holder Details of Unquoted Securities
Unquoted security holders that hold more than 20% of a given class of unquoted securities as at 20
September 2021 other than the performance rights which were issued under an employee incentive
scheme are as follows:
Security
Name
Options exercisable at $0.01 on
or before 15 May 2022
Options exercisable at $0.01 on
or before 15 May 2022
Ven Capital Pty Ltd
Rohan Patnaik
Options exercisable at $0.022 on
or before 23 October 2023
Kabunga Holdings Pty Ltd
Number of
Securities
37,500,000
12,500,000
22,727,273
SBC Global Investment Fund
30,000,000
Options exercisable at $0.05 on
or before 26 Jul 2024
Options exercisable at $0.05 on
or before 9 September 2024
10 Bolivianos Pty Ltd
Options exercisable at $0.05 on
or before 9 September 2024
Mr Conor Daley
Options exercisable at $0.0385
on or before 9 September 2024
Mr Edward Sugar
Convertible Notes
SBC Global Investment Fund
2,500,000
2,500,000
2,683,636
4,400,000
53
VOLT RESOURCES LTD
ADDITIONAL ASX INFORMATION
For the year ended 30 June 2021
Restricted Securities as at 20 September 2021
The Company had no restricted securities as at 20 September 2021.
Substantial Shareholders
Substantial shareholders in Volt Resources Limited and the number of equity securities over which
the substantial shareholder has a relevant interest as disclosed in substantial holding notices
provided to the Company are listed below:
Shareholder name
Ordinary
shares held
1
Kabunga Holdings Pty Ltd
342,350,874
% Ordinary
shares
held
16.94%
Date of Notice
28 July 2020
Voting Rights
All ordinary shares carry one vote per share without restriction.
Unquoted options, performance rights and convertible notes have no voting rights.
Corporate Governance
The Board of Volt Resources Limited is committed to achieving and demonstrating the highest
standards of Corporate Governance. The Board is responsible to its Shareholders for the performance
of the Company and seeks to communicate extensively with Shareholders. The Board believes that
sound Corporate Governance practices will assist in the creation of Shareholder wealth and provide
accountability. In accordance with ASX Listing Rule 4.10.3, the Company has elected to disclose its
Corporate Governance policies and its compliance with them on its website, rather than in the
Annual Report. Accordingly, information about the Company's Corporate Governance practices is set
out on the Company's website at http://voltresources.com/corporate-governance/.
54
VOLT RESOURCES LTD
ADDITIONAL ASX INFORMATION
For the year ended 30 June 2021
Tenement Listing
All tenements within Tanzania are held by Volt Graphite Tanzania Plc, a wholly owned subsidiary of
Volt Resources Ltd. Tenements in Guinea are held by two subsidiary companies, KB Gold SARLU and
Novo Mines SARLU.
Project
Location
Tenement Number
Status
VRC Beneficial
Interest
PL 10643/2015
ML 591/2018
ML 592/2018
-
Tanzania – Masasi
District
Tanzania – Masasi
District
Tanzania
Nachingwea,
Ruangwa & Masasi
Districts
Tanzania
-
Ruangwa & Masasi
Districts
Tanzania - Newala
& Masasi Districts
Tanzania - Newala,
Ruangwa & Masasi
Districts
Tanzania
-
Ruangwa & Lindi
Districts
Tanzania - Masasi
District
Tanzania – Masasi
District
Tanzania – Masasi
District
Guinea - Nzima
EP 22980
EP 23058
Guinea - Monebo
Guinea - Kouroussa EP 22982
Guinea - Fadougou
EP 22981
Guinea - Kouroussa
West
Guinea - Konsolon
EP 23057
EP 22800
PL 10644/2015
PL 10667/2015
PL 10668/2015
PL 10717/2015
PL 10788/2016
PL 13207/2018
PL 13208/2018
Tanzania
Volt
Graphite
Plc
KB Gold SARLU
Novo Mines SARLU
None
None
Renewal
progress
Renewal
progress
Renewal
progress
Renewal
progress
Renewal
progress
None
in
in
in
in
in
Application#
Application#
None
None
None
None
None
None
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
# Prospecting Licence Applications PL 13207/2018 and PL 13208/2018 are for 100% of the remaining
area covered by PL 10718/2015 which ceased on the granting of the two Mining Licenses over a portion
of the previously held prospecting license tenement area.
The Company is not a party to any farm-in or farm-out agreements.
Summary of results of the entity’s annual review of its Mineral Resources
and Ore Reserves.
The Company carries out an annual review of its Mineral Resources and Ore Reserves as required by
the ASX Listing Rules.
As at 30 June 2021, the Company reviewed the Mineral Resource and Ore Reserve inventories and
found:
• All Mineral Resource and Ore Reserve statements follow JORC 2012 guidelines.
• Opportunities for the Company to convert lower classified Mineral Resources into higher
classification, and
• Opportunities to convert appropriate Mineral Resources into Ore Reserves,
55
VOLT RESOURCES LTD
ADDITIONAL ASX INFORMATION
For the year ended 30 June 2021
with follow up exploratory work including but not limited to infill drilling and further metallurgical
test work.
The Company is not aware of any new information or data that materially affects the information
included in the Annual Statement about Mineral Resources or Ore Reserves and confirms that all
material assumptions and technical parameters underpinning the estimates continue to apply and
have not materially changed as of 30 June 2020.
Mineral Resource and Ore Reserve Statements
All Mineral Resources and Ore Reserves announced by Volt Resources Ltd are within the Republic of
Tanzania.
Volt Resources the consolidated entity, is targeting Graphite mineralisation within the Republic of
Tanzania.
As of the 30 June 2021, the Graphite Mineral Resources for Volt Resources were:
Bunyu Project
Mt
TGC (%)
Measured
Namangale North (now Bunyu 1)
Total Measured
Indicated
Namangale North (now Bunyu 1)
Namangale South (now Bunyu 2 & 3)
Total Indicated
Inferred
Namangale North (now Bunyu 1)
Namangale South (now Bunyu 2 & 3)
Total Inferred
Total Resource
20
20
122
33
155
264
23
286
461
5.3
5.3
5.2
4.3
5.0
5.0
3.6
4.9
4.9
Note:
The Mineral Resource is inclusive of the Ore Reserves.
Inconsistencies in totals are due to rounding.
Refer to announcement “Pre-Feasibility Study Completed” dated 15 December 2016.
This Mineral Resource statement has been compiled in accordance with the guidelines of the Australasian Code for
Reporting of Exploration Results, Mineral Resources and Ore Reserves (The JORC Code – 2012 Edition).
Mineral Resources were based on cut-off grades of 2.5% TGC for Namangale North and 4% TGC for Namangale South.
As per clause 49 of the JORC 2012 Code, to detail the specifications of the minerals reported above:
Size
µm Label
500 Super Jumbo
300
Jumbo
180 Large
150 Medium
75 Small
-75 Fine
Namangale 1
(now Bunyu 1)
%
1
13
29
12
27
18
Namangale 2
(now Bunyu 2)
%
9
29
29
8
16
9
Namangale 3
(now Bunyu 3)
%
5
26
30
10
19
11
Note:
Inconsistencies in totals are due to rounding.
Refer to announcement “Pre-Feasibility Study Completed” dated 15 December 2016.
56
VOLT RESOURCES LTD
ADDITIONAL ASX INFORMATION
For the year ended 30 June 2021
As of the 30 June 2021, the Graphite Ore Reserves for Volt Resources were:
Ore Reserve Classification
Ore (Mt)
TGC (%)
Contained
Graphite (Mt)
Namangale 1 North (now Bunyu 1)
Namangale 2 South (now Bunyu 2)
Namangale 3 South (now Bunyu 3)
Subtotal - Proved
Namangale 1 North (now Bunyu 1)
Namangale 2 South (now Bunyu 2)
Namangale 3 South (now Bunyu 3)
Subtotal - Probable
Total Ore Reserve
Proved
Probable
19.3
-
-
19.3
95.8
6.4
5.8
108.1
127.4
4.32
-
-
4.32
4.4
5.11
3.05
4.37
4.36
0.8
-
-
0.8
4.2
0.3
0.2
4.7
5.6
Note:
Inconsistencies in totals are due to rounding.
Refer to announcement “Pre-Feasibility Study Completed” dated 15 December 2016.
This Ore Reserve statement has been compiled in accordance with the guidelines of the Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves (The JORC Code – 2012 Edition).
Ore Reserves are based on the following processing cut-off that varied between deposits: 1.29% TGC for Namangale 1, 1.52%
for Namangale 2, and 1.76% for Namangale 3.
Material changes in Mineral Resources and Ore Reserve Holdings from the previous financial
year
There were no material changes to Mineral Resources or Ore Reserves during the year ended 30 June
2021. An updated subset of the Mineral Resources and Ore Reserves relating to the Stage 1 higher
grade portion of the Bunyu 1 deposit was announced on 31 July 2018 and is further detailed below.
Governance Arrangements and Internal Controls with respect to Mineral Resource and Ore
Reserve Estimates
The Company ensures that all Mineral Resource and Ore Reserve calculations are subject to
appropriate levels of governance and internal controls.
Exploration Results are collected and managed by competent qualified geologists and
metallurgists. All data collection activities are conducted to industry standards based on a
framework of quality assurance and quality control protocols covering all aspects of sample
collection, topographical and geophysical surveys, drilling, sample preparation, physical and
chemical analysis and data and sample management.
Mineral Resource and Ore Reserve estimates are prepared by qualified independent Competent
Persons. If there is a material change in the estimate of a Mineral Resource, the modifying factors
for the preparation of Ore Reserves, or reporting an inaugural Mineral Resource or Ore Reserve, the
estimate and supporting documentation in question are reviewed by a suitably qualified
independent Competent Person.
The Company reports its Mineral Resources and Ore Reserves on an annual basis in accordance with
the JORC Code 2012 Edition.
The Ore Reserves and Mineral Resources Statement is based on and fairly represents information
and supporting documentation prepared by competent and qualified independent external
professionals.
The Mineral Resources Statement has been approved by a Competent Person, Mr Mark Biggs of ROM
Resources Ltd, a member of the Australasian Institute.
57
VOLT RESOURCES LTD
ADDITIONAL ASX INFORMATION
For the year ended 30 June 2021
The Ore Reserves Statement has been approved by Mr Andrew Law of Optiro Pty Ltd, a Competent
Person who is a Fellow of the Australasian Institute of Mining and Metallurgy. Mr Law, Mr Biggs and
Mr Bull have consented to the inclusion of the Statement in the form and context in which it appears
in this Annual Statement or Report.
Competent Person’s Statements
The information above is extracted from the announcement dated 15 December 2016. The Company
confirms that it is not aware of any new information or data that materially affects the information
included in the original market announcement and, in the case of estimates of Mineral Resources
and Ore Reserves, that all material assumptions and technical parameters underpinning the
estimates in the relevant market announcements continue to apply and have not materially
changed.
On 31 July 2018, the Company announced an updated subset of the Mineral Resources and Ore
Reserves relating to the Stage 1 higher grade portion of the Bunyu 1 deposit. The subset is further
detailed in a separate section with separate competent person statements below.
The Company confirms that the form and context in which the Competent Person’s findings are
presented have not been materially modified from the original market announcement. Nevertheless,
for ease of access, please see the relevant Competent Person’s statements below:
The information in this report that relates to Exploration Targets and Exploration Results is based
on information compiled by Mr Matthew Bull, a Competent Person who is a member of the
Australasian Institute of Mining and Metallurgy. Mr Bull is a previous director of Volt Resources Ltd
and held securities in the Company. Mr Bull has sufficient experience that is relevant to the style of
mineralisation and type of deposit under consideration and to the activity being undertaken to
qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting
of Exploration Results, Mineral Resources and Ore Reserves’. Mr Bull consents to the inclusion in the
report of the matters based on his information in the form and context in which it appears.
The information in this report that relates to Mineral Resources is based on information compiled
by Mr Mark Biggs, a Competent Person who is a member of the Australasian Institute of Mining and
Metallurgy. Mr Biggs is a Director of ROM Resources Pty Ltd. Mr Biggs has sufficient experience that
is relevant to the style of mineralisation and type of deposit under consideration and to the activity
being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the
‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr
Biggs consents to the inclusion in the report of the matters based on his information in the form
and context in which it appears.
The information in this report that relates to Ore Reserves is based on information compiled Mr
Andrew Law, a Competent Person who is a Fellow and Chartered Professional of the Australasian
Institute of Mining and Metallurgy. Mr Law was previously a Director of Optiro. Mr Law has sufficient
experience that is relevant to the style of mineralisation and type of deposit under consideration
and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition
of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’.
Mr Law consents to the inclusion in the report of the matters based on his information in the form
and context in which it appears.
In accord with the Stage 1 Feasibility Study for the Bunyu Graphite Project Tanzania dated 30
July 2018 – The Bunyu 1 (Stage 1): Mineral Resources & Ore Reserves tables below, relate to the
Stage 1 higher grade portion of the Bunyu 1 deposit, not the entire Bunyu 1 deposit as detailed
above.
58
VOLT RESOURCES LTD
ADDITIONAL ASX INFORMATION
For the year ended 30 June 2021
The July 2018 resource model was developed for investigation of the Stage 1 pit designs. The global
Mineral Resource for Bunyu 1 reported with the 2016 Pre-feasibility Study results, on 15 December
2016 has not been re-estimated. The July 2018 model is restricted to above 240 mRL and includes
only the top two layers of mineralisation within the southern area and the top four layers of
mineralisation within the northern area. Geological interpretation has identified additional
mineralised layers that are not included in the July 2018 resource model: seven within the northern
area, eight within the south area and two within the eastern area.
The Mineral Resources have been reported for the July 2018 model at a 2.93% TGC cut-off grade and
are included in the Table below. This cut-off grade was determined from technical and economic
assessment of the mineralisation within the Stage 1 Feasibility Study (FS) pits by Orelogy. This
resource tabulation is not a resource statement for the entire Bunyu 1 project and is presented for
validation of the July 2018 resource model which has been used as the basis of the July 2018 Stage 1
FS pit designs.
Bunyu 1 (Stage 1): Mineral Resources (restricted above the base of model surface and above 240
mRL) reported above a cut-off grade of 2.93% TGC
Classification
Measured
Indicated
Inferred
Total
Mt
8.0
31.9
36.9
76.8
TGC (%)
5.8
5.6
5.1
5.4
Note: this update does not cover the global Mineral Resources at Bunyu 1
The July 2018 mineral resource model was used to determine the Bunyu 1 Stage 1 FS Ore Reserve and
associated mine production schedule. The selected mining scenario, based on the outcomes of an
open pit optimisation, was for three pits to be developed over 7 years with a total of 2.8Mt of mill
feed being mined.
The scope of the Stage 1 FS was to develop a project plan for a relatively small component of the
Bunyu 1 deposit. The Bunyu Stage 1 FS Ore Reserve is considered a subset of the 2016 Namangale 1
Ore Reserve released by Volt Resources 15 December 2016 as part of the 2016 Namangale Pre-
Feasibility Study. It therefore does not replace or update this reserve and is for the purposes of
underpinning the Stage 1 FS. The overall Ore Reserve for Bunyu (previously Namangale) will be
updated as part of the Bunyu Stage 2 DFS which will be based on the whole of the Bunyu 1 deposit.
The specifications of the minerals reported above:
Size
Bunyu 1 (Stage 1)
µm Label
500 Super Jumbo
300
Jumbo
180 Large
150 Medium
-150 Small to Fine
%
1
11
27
15
46
Note:
Inconsistencies in totals are due to rounding.
Refer to ASX announcement “Positive Stage 1 Feasibility Study Bunyu Graphite Project, Tanzania” dated 30 July 2018.
59
VOLT RESOURCES LTD
ADDITIONAL ASX INFORMATION
For the year ended 30 June 2021
The Bunyu 1 (Stage 1): Ore Reserves (not the entire Bunyu 1 deposit)
Material
Location Classification
North
Central
South
Starter
South
Main
TOTAL
Proved
Probable
Subtotal
Proved
Probable
Subtotal
Proved
Probable
Subtotal
Proved
Probable
Subtotal
Proved
Probable
Total
Ore
kt
833
60
892
472
343
815
399
399
709
709
1,305
1,511
2,815
TGC %
6.1%
5.1%
6.0%
6.2%
5.6%
5.9%
0.0%
6.8%
6.8%
0.0%
6.6%
6.6%
6.1%
6.4%
6.3%
Waste
kt
Total
kt
Strip
Ratio
109
1,001
0.12
593
1,408
0.73
916
1,315
2.30
649
1,358
0.91
2,267
5,082
0.81
The Bunyu Stage 1 FS Ore Reserve comprises 46% Proved and 54% Probable Ore Reserves. Both the
Stage 1 Ore Reserve and Mineral Resource underpinning it have been prepared by competent persons
in accordance with JORC requirements.
The Bunyu Stage 1 FS mining schedule was designed to generate a minimum 400,000tpa of plant
feed annually, for seven years, resulting in an average feed grade of 6.26% TGC.
Competent Person’s Statements
The information in the Stage 1 Feasibility Study for the Bunyu Graphite Project Tanzania dated 30
July 2018 that relates to Mineral Resources is based upon information compiled by Mrs Christine
Standing who is a Member of the Australasian Institute of Mining and Metallurgy and a Member of
the Australian Institute of Geoscientists. Mrs Standing is an employee of Optiro Pty Ltd and has
sufficient experience relevant to the style of mineralisation, the type of deposit under consideration
and to the activity undertaken to qualify as a Competent Person as defined in the 2012 edition of the
Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves.
Mrs Standing consents to the inclusion in this annual statement of a summary based upon her
information in the form and context in which it appears.
The information in the Stage 1 Feasibility Study for the Bunyu Graphite Project Tanzania dated 30
July 2018 that relates to Ore Reserves was compiled by Mr Ross Cheyne who is a Fellow of the
Australasian Institute of Mining and Metallurgy. Mr Cheyne is a Director of Orelogy Consulting Pty
Ltd and has sufficient experience relevant to the style of mineralisation, the type of deposit under
consideration and to the activity undertaken to qualify as a Competent Person as defined in the 2012
edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore
Reserves. Mr Cheyne consents to the inclusion in this annual statement of a summary based upon
his information in the form and context in which it appears.
60