ANNUAL
REPORT
2016
Contents
Highlights
2015/16
Chairman’s Report
Review of Operations
Directors’ Report
Auditor’s Independence
Declaration
Consolidated Statement
of Profit or Loss
Consolidated Statement
of Financial Position
Consolidated Statement
of Cash Flows
Consolidated Statement
of Changes in Equity
Notes to the Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Additional ASX Information
Corporate Directory
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4
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49
50
51
52
53
54
80
81
83
87
Option agreements
entered into to acquire
majority equity interests
in highly prospective
rights in the Areachap
Belt of South Africa.
Drill programs
and geophysical
surveys completed
and ongoing in
South Africa.
ABN 76 098 939 274
Excellent first drilling results
from Prieska Zinc – Copper
Project, South Africa including:
SOUTH AFRICA
Prieska
1
22m at 10.8% Zn, 1.38% Cu and 0.3g/t Au
from 57m, including:
7m at 17.8% Zn and 1.41% Cu (OCOR016)
20m at 8.58% Zn, 2.21% Cu and 0.3g/t Au
from 48m, including:
17m at 9.98% Zn and 2.01% Cu (OCOR023)
42m at 4.41% Zn, 2.36% Cu and 0.42g/t Au
from 55m, including:
5m at 9.28% Cu from 55m & 6m at 12.4% Zn
from 75m (OCOR027)
12m at 4.14% Cu, 1.89% Zn and 0.29g/t Au
from 57m, including:
3m at 7.4% Cu and 4.34% Zn (OCOR017)
Induced polarisation
survey at Marydale
Kantienpan Zinc-Copper
Deposit
Induced polarisation survey at Marydale
Gold-Copper Project, South Africa delineates
clear anomalies, interpreted to relate to
disseminated sulphide mineralisation. Recent
drilling (including assays of 64m at 1.55g/t
Au and 0.26% Cu) has confirmed a link
between chargeable features caused by
concentrations of disseminate sulphides and
gold mineralisation.
Significantly, two types of anomalism have
been detected:
• Near-surface high chargeability
anomalies; and
• Deeper, high chargeability bodies
with concurrent high resistivity features.
Orion maintains a substantial
(3,830km2) landholding
within the Fraser Range,
Western Australia with
ongoing geophysical surveys
generating new targets in
the southern portion of the
Company’s tenure.
Strong, previously undetected conductor
delineated below the extent of historical
drilling, by high-powered fixed-loop ground
electromagnetic surveying at the Kantienpan
Zinc-Copper Deposit, South Africa. Historical
drilling targeted a shallower, but weaker,
conductor. Orion’s first drilling intersects massive
sulphides returning 7m at 6.44% Zn and 0.43% Cu
from 60m including 3m at 7.94% Zn from 63m.
Discovery of additional
epithermal targets at
Chough Prospect, Connors
Arc Project, Queensland.
2
Orion Gold NL Annual Report 2016
Chairman’s Report
Dear Shareholder,
As noted in last year’s Annual Report, the Directors made a decision to identify and evaluate
more advanced projects within Australia and overseas. I am pleased to report that the inten-
sive process the Company undertook in this regard has resulted in a large, highly prospective
land package, located in the Northern Cape of South Africa, being acquired or optioned for
acquisition, which has the potential to add significant shareholder value.
I am also pleased to report that during the past year, your Company has undertaken explora-
tion programs on its various project areas with encouraging results being returned which justify
follow up programs.
In July 2015, the Company announced the signing of a binding term sheet giving Orion the right
to acquire the unlisted company, Agama, a South African registered company which through
its subsidiary companies, ultimately holds an effective 73.33% interest in the Prieska Zinc-Copper
Project and the Marydale Gold-Copper Project.
The Prieska Zinc-Copper Project covers the historical Prieska Copper Mine, which was operat-
ed by Anglovaal Limited between 1971 and 1991. During this time, the mine produced over
430,000 tonnes of copper and more than 1 million tonnes of zinc from an underground oper-
ation based on an initial drilled reserve of 47Mt grading 1.74% copper, 3.87% zinc, 8g/t silver,
0.4g/t gold and 30% pyrite.
On 13 May 2016, the Company announced that the terms of the option had been amended.
Importantly, the Option term has been extended to 31 December 2016 and can be terminated
at any time at Orion’s election.
The Option represents a low-cost, counter-cyclical opportunity for Orion to expand its exist-
ing resource portfolio beyond greenfields exploration projects and create significant value for
shareholders.
In recent months, the Company has announced very encouraging exploration results from the
+105 Level Exploration Target at the Prieska Zinc-Copper Project.
In addition to the Prieska Zinc-Copper Project, the Agama transaction gives the Company an
option over the highly prospective Marydale Gold-Copper Project.
In April 2016, Orion entered into a binding option agreement to earn up to a 73% interest in
Masiqhame Trading 855 Pty Ltd, which holds a prospecting right covering an area of almost
980km2, located 80km north of the Prieska Zinc-Copper Project. Orion has targeted the large
Masiqhame prospecting right after analysing regional data which points to the potential for
three significant styles of mineralisation:
• Zinc-copper VMS-VHMS-SEDEX mineralisation in the Areachap Belt;
• Nickel-Copper mineralisation hosted in mafic intrusions related to the Jacomynspan Deposit;
and
• Pegmatite hosted mineralisation such as lithium, beryl and REEs in the Orange River pegma-
tite belt.
The Kantienpan Zinc-Copper Prospect located on the Masiqhame prospecting rights is proving
to be highly prospective with work completed to date by Orion confirming historic drill results
and geophysical surveys indicating substantial undrilled extensions.
3
Another important acquisition is the Jacomynspan Project area which covers 626km2 in the
Areachap Belt, contiguous to the Masiqhame Prospecting rights. The Jacomynspan Project
area contains numerous known occurrences of VHMS style zinc-copper mineralisation in ad-
dition to being highly prospective for magmatic hosted nickel-copper mineralisation similar to
that seen in Proterozoic mobile belts worldwide including the Thompsons Belt in Canada and
the Albany-Fraser Belt in Western Australia. A number of mafic-ultramafic intrusions have been
recognised within the project area, with extensive historical work focusing on the Jacomynspan
Deposit.
For more details on our Projects, I refer you to the Key Points on the highlights pages and to the
Review of Operations section of this report.
On behalf of the Board of Directors, I thank our dedicated team of employees and consultants
for their continued efforts during the past year.
I also thank you, our shareholders, for your ongoing support of the Company.
Yours faithfully,
Denis Waddell
Chairman
4
Orion Gold NL Annual Report 2016
Review of Operations
Areachap Belt – South Africa
Prieska Zinc-Copper Project (Agama)
In July 2015, the Company announced the signing of a binding term sheet giving Orion the right
to acquire the unlisted company, Agama Exploration & Mining (Pty) Ltd (Agama), a South Afri-
can registered company which through its subsidiary companies, ultimately holds an effective
73.33% interest in the historical Prieska copper mine, zinc-copper project (PC Project) and the
Marydale gold project (Option).
The PC Project is located 270km’s south-west of Kimberley (the regional capital) in the Northern
Cape province (Figures 1 and 4). Importantly, the project has access to significant local and
regional infrastructure, with mine infrastructure, including a regional power grid feed, bitumen
access roads, access to a bulk, treated water supply and a 1,900m landing strip. Several large
commercial wind and solar generation projects are operational in the surrounding area and
the mine is located just 48km’s from a railway siding at Groveput with an open-access railway
line connecting the site to the world-class export port of Saldanha Bay.
The PC Project covers the historical Prieska Copper Mine, which was operated by Anglovaal
Limited between 1971 and 1991. During this time, the mine produced over 430,000 tonnes of
copper and more than 1 million tonnes of zinc from an underground operation based on an
initial drilled reserve(1) of 47Mt grading 1.74% copper, 3.87% zinc, 8g/t silver, 0.4g/t gold and 30%
pyrite. The operation was a significant financial success for its owners, returning ZAR2.64 per
share (US$1.16 in money of the time) in dividend yields for an investment of ZAR0.5 per share
(US$0.70) by the shareholders.
Mining ceased in 1989, with milling ceasing in 1991. The site was closed and rehabilitated in
1991. The premature closure of the mine was influenced by an early operating decision by the
owners to focus on maximising dividend yields, rather than investing further in underground
capital development to extend mine life. The decision was influenced by uncertain economic
and political environment in South Africa in the mid-1980s.
The underground development and regional infrastructure and services in place at the mine is
estimated by Orion to have significant replacement value, which will assist in the feasibility and
economics of any potential redevelopment of the mine. The underground mine is accessed
via an 8.8m diameter concrete lined vertical shaft to a depth of 1,024m. Three separate ramp
declines (6.5m by 3.8m) have been developed to access the deepest ore at a vertical depth
of 1,140m. The mineralisation lies in a synformal structure and the target lies in the keel and up-
turned limb of the syncline, above 1,200m.
The projects have a well established Broad Based Black Economic Empowerment ownership
structure (26.66% ownership) in place with strong local partners.
On 13 May 2016, the Company announced that the terms of the Option had been amended.
Importantly, the Option term has been extended to 31 December 2016 and can be terminat-
ed at any time at Orion’s election. This enables Orion to continue to conduct comprehensive
due diligence, including geophysics, in-fill and confirmatory drilling and feasibility studies in ad-
vance of a decision to exercise the Option and to advance discussions with prospective inves-
tors interested in financing and/or joint venture participation in the acquisition. The key terms of
the revised Option are set out in the Corporate section of this report.
(1) Note – this is not a JORC Compliant figure, source Prieska Copper Mines Ltd Annual Report 1970.
5
The Option represents a low-cost, counter-cyclical opportunity for Orion to expand its existing
resource portfolio beyond greenfields exploration projects and create significant value for its
shareholders. Importantly, the PC Project has a cash backed environmental fund of ZAR17.3
million (~A$1.5 million) which has not been needed since the mine closed in 1991. Further, the
acquisition target is well financed at project level to advance its main project, with a ZAR30
million (~A$2.6 million) facility available from a South African Investment Fund.
The Option period allows Orion to conduct comprehensive due diligence, including geophys-
ics, in-fill and confirmatory drilling and feasibility studies in advance of a decision to exercise
the Option. Since signing of the Option, initial due diligence investigations focussing on legal,
environmental and technical matters were completed with no significant issues identified, and
encouraging indications as to the viability of the project. Further, the Company has progressed
extensive due diligence investigations including:
• Legal title opinion by Japie Van Zyl Attorneys in South Africa has confirmed good standing of
the Prospecting Rights of the PC Project and the Marydale Project, freehold title to certain
properties at PC and servitude rights for usage of all land required to operate PC if a Mining
Right is granted.
• Paul Matthews, a geologist and Competent Person under the 2012 Edition of the Australasian
Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC) Code,
has undertaken extensive review of historical geological records, capturing and recording
all information to evaluate the geological potential and has signed off on the +105 Level
Exploration Target and Deep Sulphide Exploration Targets including compilation of informa-
tion required under the JORC Code (refer ASX release 18 November 2015).
• A comprehensive review of environmental conditions, mining infrastructure, engineering de-
sign and costing for potential future mine development to +-30% accuracy levels (normally
applied at the Scoping Study level) has been carried out by a team of over 10 engineers and
scientists under the supervision of the METS Group and Shaft Sinkers, who are industry leaders
in planning and executing primary mine development.
• METS made use of specialist sub-contractor groups to evaluate open pit mining, underground
mining, mineral processing and environmental conditions.
• Drilling has commenced to firm up on the expectations of the +105 Level Exploration Target
and advance toward JORC compliant resources (refer below).
As part of its due diligence process, Orion has digitally captured, validated and modelled all
available project drilling data from hard-copy sources. This work has enabled the Company to
calculate Exploration Targets for near surface mineralisation comprising oxide, supergene and
primary sulphide material to a depth of 100m which is potentially accessible via an initial open
pit (+105 Level Exploration Target) and an Exploration Target for the deeper sulphide mineral-
isation identified by historic drilling (Deep Sulphide Exploration Target) (refer Table 1 and ASX
release 18 November 2015).
The Exploration Target is based on 182 historical drill intersections, which can be relied on for
width and depth of mineralisation, while 88 historical drill holes provide information on grade of
mineralisation (Table 2, Figure 2). While the data has shortcomings due to loss of some historic
records which prevent estimation of JORC 2012 compliant resources, the Company is encour-
aged by the assessment by its Competent Person that limited infill and confirmatory drilling may
be sufficient to establish JORC 2012 compliant resource estimates. The historic data and mine
records also provide important information for preliminary mine design and selection of mining
methods to advance scoping studies.
6
Orion Gold NL Annual Report 2016
Review of Operations Continued
PC Project – Exploration Targets
Area
+105 Level
Deep Sulphide
7,000,000 – 11,000,000
1.2 – 1.8
Tonnage Range
Cu range (%)
Zn range (%)
3,000,000 – 4,500,000
1.0 – 1.6
1.3 – 2.0
3.9 – 5.9
Table 1: Exploration Targets at the PC Project. Detail and supporting information relating to these Exploration Targets is
contained in the ASX release of 18 November 2015.
Table 1 Notes: The potential quantity (tonnage) and grade of the Exploration Target is conceptual in nature and the
Exploration Target should be assessed in conjunction with the information included in the ASX release of 18 November
2015. There has been insufficient exploration to estimate a Mineral Resource and, while it is uncertain if further explo-
ration will result in the estimation of a Mineral Resource, the aim of the current drilling program is to test the Exploration
Target and determine if a Mineral Resource can be estimated.
Figure 1: Location of Areachap Belt Projects, South Africa.
In recent months, the Company has announced first drilling results from the +105 Level Explora-
tion Target. The current drilling program is designed to confirm, in-fill and extend the historical
drilling and targets mineralisation that would be amenable to extraction via open pit (Figures 2
and 3, Table 1). Best results at time of printing included:
• 22m at 10.8% Zn, 1.38% Cu and 0.3g/t Au from 57m, including:
- 7m at 17.8% Zn and 1.41% Cu (OCOR016);
• 20m at 8.58% Zn, 2.21% Cu and 0.3g/t Au from 48m, including:
- 17m at 9.98% Zn and 2.01% Cu (OCOR023);
• 42m at 4.41% Zn, 2.36% Cu and 0.42g/t Au from 55m, including:
- 5m at 9.28% Cu from 55m & 6m at 12.4% Zn from 75m (OCOR027); and
• 12m at 4.14% Cu, 1.89% Zn and 0.29g/t Au from 57m, including:
- 3m at 7.4% Cu and 4.34% Zn (OCOR017).
(refer ASX releases 25 July 2016, 22 August 2016 and 14 September 2016)
7
Figure 2:
Three Dimensional
view of drilling and
3D mineralisation
model for the
PC Project.
Arithmetic
Mean
Weighted
Mean
Max Value
Count
Area
NW Trough
NW Hinge
SE Trough
SE Hinge
Item
Cu%
Zn%
SG
Thickness
Cu%
Zn%
SG
Thickness
Cu%
Zn%
SG
Thickness
Cu%
Zn%
SG
1.59
4.19
3.54
7.71
1.52
3.73
3.41
5.76
1.34
5.58
3.64
4.97
1.63
6.94
3.77
Thickness
10.12
Central Trough
Whole Area
Cu%
Zn%
SG
Thickness
Cu%
Zn%
SG
Thickness
0.4
5.91
3.18
5.77
1.48
5.03
3.57
6.74
1.49
4.12
3.65
n/a
1.27
3.81
3.41
n/a
1.38
5.54
3.62
n/a
1.75
7.04
3.77
n/a
0.4
5.39
3.19
n/a
1.5
4.9
3.62
n/a
4.29
6.52
n/a
n/a
3.13
4.27
n/a
n/a
2.76
7.68
n/a
n/a
2.69
12.62
n/a
n/a
0.41
8.29
n/a
n/a
4.29
12.62
n/a
n/a
42
42
17
75
4
4
4
39
28
28
24
36
12
12
2
14
2
2
2
18
88
88
49
182
Notes:
Cu%, Zn% and SG “arithmetic mean values” are arithmetic mean of stretch values.
“Weighted means” are individual intersections (stretch values) weighted by true thickness.
Cu% and Zn% “max values” are maximum of stretch values.
Thickness mean values are arithmetic mean of true thickness values.
Table 2: Summary of drill hole intersections available for the PC Project.
8
Orion Gold NL Annual Report 2016
Review of Operations Continued
Figure 3: Section showing drilling at the PC Project with results from OCOR022, OCOR023 and OCOR016.
Figure 4: Regional geology map of the Areachap Belt showing prospecting rights currently under option to Orion and
noted mineral occurrences as per published data from South African Council for Geoscience.
9
Marydale Gold-Copper Project (Agama)
In addition to the PC Project the Agama transaction gives the Company an option over the
Marydale Gold-Copper Project, a virgin gold discovery of possible high sulphidation epithermal
origin located 60km from the PC Project (Figures 1 and 4). Historical drilling following the dis-
covery was carried out in various orientations and, despite wide zones of mineralisation being
returned, the majority of these are now seen to be sub optimal. As a result, Orion’s recent drill-
ing has focused on obtaining oriented drill core through the higher grade zones intersected in
historical drilling. Structural geological data from these holes is being used to generate a robust
geological model for the prospect.
Assay data has been received from the two completed drill holes at Marydale, with a thick
intersection of 64m at 1.55g/t gold and 0.26% copper returned in OWCD032 from 22m down-
hole. This intersection includes a higher grade interval of 21m at 2.93g/t gold and 0.34% cop-
per including 5m at 5.09g/t gold and 0.37% copper (ASX release 17 August 2016). OWCD033
intersected 25m at 1.81g/t gold and 0.31% copper from 67.5m down-hole, including a higher
grade interval of 11.6m at 2.63g/t gold and 0.36% copper including 3m at 4.23g/t gold and
0.54% copper, as well as 2.4m at 1.61g/t gold and 0.32% copper from further downhole (134.1m)
(ASX release 5 October 2016). The broad zones of mineralisation intersected are consistent with
historical drilling (Figure 5).
Figure 5: Plan showing results from Orion and historical drilling at the NW Quadrant area of the Marydale Project.
Dashed lines show location of IP sections shown in Figure 8.
Initial interpretations, based on data from the oriented core, have made it clear that the host
lithology is in a structurally complex folded and sheared package. Significantly, multiple zones
of elevated mineralisation were intersected in OWCD032, which may imply a repetition of the
mineralised strata due to folding or faulting. Individual lenses of mineralisation may also be fault
or shear bounded and terminate abruptly. Structural data is being collected and interpreted
for input into the geological model and use in targetting follow up drilling.
10
Orion Gold NL Annual Report 2016
Review of Operations Continued
Most importantly, a strong correlation between gold-copper mineralisation and sulphide con-
tent (reaching >25%) is observed (Figure 6), indicating that electrical geophysical techniques
may be used to identify accumulations of mineralisation and placing higher significance on
historic induced polarisation (IP) survey data, which indicates an extensive conductive body
(Figure 7).
Figure 6: Highly sulphidic, blebby and net-textured sulphides associated with elevated gold-copper mineralisation,
indicating suitability for EM detection.
As discussed in the ASX release of 15 July 2016, analysis and reinterpretation of historical surface
geochemical and geophysical data over the larger prospect area has enhanced the prospec-
tivity of the extensive anomalous area, which stretches over 2km along trend and also remains
open to the south-east.
From these findings, Orion has commenced high-resolution ground magnetic surveys and a
high-powered IP survey at the Marydale Project. This survey is designed to verify the historical
surveys and completely cover the prospective horizon for mineralisation at the Marydale Pros-
pect with high powered surveying.
The IP survey is being undertaken in 3D array using higher powered and more modern instru-
ments than the previous survey carried out by Anglo American Prospecting Services (AAPS) in
1973, with the objective of looking deeper and providing more defined targets. The complex
sheared and folded stratigraphy may result in higher grade or larger lenses of mineralisation
being preserved at depth as blind-to-surface orebodies.
The IP survey has already delineated several strong, shallow chargeability features (Figures 7
and 8) which are interpreted to be related to the gold-copper mineralisation intersected in re-
cent and historical drilling (Figure 5). Significantly, this chargeable feature is larger in area than
the drill coverage to date and is associated with a resistivity low.
In addition, the IP survey has delineated highly prospective, deeper anomalies in both the
chargeability and resistivity data which have not previously been identified in surveying or
tested by drilling. Unlike the shallow feature, these anomalies are characterised by both high
chargeability and high resistivity responses.
These deeper anomalies were previously undetected in historical geophysical surveys and, due
to their depth, are unlikely to contribute to surface geochemistry. As a result these anomalies
were not historically detected and are untested. While further surveying will yield more detailed
information about these new targets, it is worth noting that they located along the regional
trend (NNW-SSE) from the NW Quadrant where the majority of drilling has been carried out. A
clear structural corridor linking the targets is evidenced in the high resolution ground magnetic
data being concurrently acquired.
11
The results of the IP survey are being integrated with the ground magnetic survey data which
has yielded results as shown in Figure 7. A number of linear features and anomalies (both mag-
netic highs and lows) are observed even in the preliminary data. Further review and interpreta-
tion of the integrated data will be undertaken in coming weeks as the IP surveys are complet-
ed, with the objective of identifying high priority drill targets.
Figure 7: Depth slices of IP response (chargeability) over TMI image of new ground magnetic data
Top: 60m below surface
Bottom: 300m below surface.
Note features detected 300m below surface away from NW Quadrant.
12
Orion Gold NL Annual Report 2016
Review of Operations Continued
Figure 8: 3D chargeability inversion model sections from recently acquired IP data.
Section lines are shown on Figure 5 as dashed white lines.
The NW Quadrant drilling shown in Figure 5 is contained within the red boxes.
Kantienpan Deposit (Masiqhame)
In April 2016, Orion entered into a binding option agreement to earn up to a 73% interest in Ma-
siqhame Trading 855 Pty Ltd (Masiqhame), which holds a prospecting right covering an area
of almost 980km2, located 80km north of the PC Project (Figures 1 and 4). The key terms of the
option agreement are set out in the Corporate section of this report. Orion has targeted the
large Masiqhame prospecting right after analysing regional data which points to the potential
for three significant styles of mineralisation:
• Zinc-copper VMS-VHMS-SEDEX mineralisation in the Areachap Belt;
• Nickel-Copper mineralisation hosted in mafic intrusions related to the Jacomynspan Deposit;
and
• Pegmatite hosted mineralisation such as lithium, beryl and REEs in the Orange River pegma-
tite belt.
Due diligence investigations were carried out between April 2016 and September 2016, fol-
lowed by Orion exercising its option to acquire an initial 50% in Masiqhame in late Septem-
ber 2016. Compilation of available data relating to the Masiqhame prospecting right con-
firmed that the Kantienpan Zinc-Copper Deposit lies within the Masiqhame prospecting right.
The Kantienpan Deposit is one of a number of volcanogenic massive sulphide (VMS) hosted
zinc-copper occurrences within the Masiqhame prospecting right. The deposit was targeted
by a combination of magnetic and time-domain electromagnetic ground surveys, following
up on alteration identified by rock-chip sampling (Rossouw, 2003).
Historically, a total of 14 diamond core holes for 3,199m were drilled at the Kantienpan Deposit
by Iscor Ltd (Iscor). Significant intersections included the following results:
• 8.84m at 6.32% zinc and 1.02% copper (KN005);
• 6.15m at 4.74% zinc and 0.49% copper (KN010);
• 7m at 3.15% zinc and 0.57% copper (KN007);
• 13m at 3.96% zinc and 0.36% copper (KN003); and
• 2.6m at 6.59% zinc and 0.35% copper (KN011).
(refer ASX release 31 May 2016 for further historical results)
13
Drilling has confirmed the presence of significant mineralisation extending from 80m – 250m
below surface and along 800m of strike (Figure 10). Mineralisation at the Kantienpan Deposit
remains open both along strike and at depth as drilling at the Kantienpan Deposit was curtailed
soon after discovery, due to a corporate decision by Iscor to stop all exploration and focus on
iron ore production.
Orion’s technical team believes that the integration of geochemical and geophysical meth-
ods may quickly enable new targets to be identified within the Masiqhame Prospecting Right,
which overlies a highly prospective VMS horizon extending over more than 30km of strike. This
horizon contains numerous published occurrences of copper-zinc and zinc-copper mineralisa-
tion associated with massive sulphides. Orion has contracted Mr Deon Rossouw, who led the
discovery team at the Kantienpan Deposit, to produce a project review and design a follow-up
exploration program for the area overlain by the Masiqhame Prospecting Right.
At the time of writing, a program of drilling and geophysical surveying was underway at the
Kantienpan Deposit to confirm historical drill results and test extensions to the mineralised zone.
First drilling results were encouraging with massive sulphides intersected in OKNR014, which re-
turned 7m at 6.44% Zn and 0.43% Cu from 60m including 3m at 7.94% Zn from 63m (Figure 9, refer
ASX release 29 September 2016).
Figure 9: Massive sulphides in OKNR014 which returned 7m at 6.44% Zn and 0.43% Cu from 60m.
Note each divider shows chips from a 1m interval.
Providing further encouragement the high-powered ground fixed loop electromagnetic (HP_
FLEM) survey identified a strong new electromagnetic (EM) conductor below the extent of his-
torical drilling at the Kantienpan deposit. The KN1 conductor is modelled to be substantially
larger and highly conductive (~6000-8000S), being 3-4 times the conductance of the shallower,
drilled, conductor (Figure 10 and 11), yet it was not detected in the previous survey due to lim-
itations with the low-powered, historic system used at the time.
Relative conductance within a VMS horizon may be an important indicator of sulphide species
and metal tenor and/or width of massive sulphide mineralisation. High conductance targets
present priority targets for follow up by drilling.
Detection of the previously unknown, deeper KN1 conductor, by using modern geophysical
methods, also highlights the potential for the discovery of new targets as well as blind exten-
sions/repetitions of mineralisation in the extensive VMS belt now consolidated by Orion in the
Areachap Belt.
14
Orion Gold NL Annual Report 2016
Review of Operations Continued
Figure 10: Plan showing historical and proposed drilling at Kantienpan with EM conductors modelled from the current,
ongoing HP_FLEM survey including KN1. Note the survey has not yet effectively tested south of OKNR014.
The HP_FLEM survey aims to trace extensions of the mineralisation intersected by both historical
and Orion drilling (refer ASX releases – 31 May 2016 and 29 September 2016).
A secondary aim of the survey is to determine if there are additional mineralised lenses in the
footwall of the current known mineralisation, which is a common occurrence in VMS deposits
such as Kantienpan. Concurrent down-hole EM and surface HP_FLEM are being employed to
assist with depth penetration and precision, and the data is integrated to accurately model the
conductors detected.
Drilling is planned to re-commence following completion of the HP_FLEM survey, with a focus
on targets of possible stronger sulphide mineralisation indicated by highly conductive sources.
15
Figure 11: Orthogonal view showing a model of the new KN1 conductor defined in the
current Orion survey along with selected drill holes.
Jacomynspan Nickel-Copper-PGE Project (Namaqua – Disawell)
Subsequent to the end of the reporting period, Orion entered into a binding term sheet to
acquire the earn-in rights to the prospecting and mining right applications covering a further
area of 626km2 in the Areachap Belt. The earn-in rights have been acquired over the Jaco-
mynspan Nickel-Copper-PGE Project (Jacomynspan Project) from two companies, Namaqua
Nickel Mining (Pty) Ltd (Namaqua) and Disawell (Pty) Ltd (Disawell) (together the Companies),
which hold partly overlapping prospecting rights and mining right applications. The key terms
of the term sheet are set out in the Corporate section of this report.
The Namaqua mining right application covers an advanced nickel-copper-platinum group el-
ements (PGE) deposit with a completed mining concept study, while the Disawell prospecting
rights are focused on zinc-copper VHMS deposits such as those at the PC Project and Kantien-
pan Project discussed above. The Jacomynspan Project area is contiguous with the prospect-
ing rights held under the Company’s Masiqhame transaction and adjacent to the Marydale
Prospecting Right (Figures 1 and 4).
The Jacomynspan Project area contains numerous known occurrences of VHMS style zinc-cop-
per deposits and is highly prospective for magmatic hosted nickel-copper mineralisation similar
to that seen in Proterozoic mobile belts worldwide including the Thompsons Belt in Canada and
the Albany-Fraser Belt in Western Australia. A number of mafic-ultramafic intrusions have been
recognised within the project area, with most historical work focusing on the Jacomynspan
Deposit.
16
Orion Gold NL Annual Report 2016
Review of Operations Continued
A substantial exploration opportunity exists within the project area to search for higher grade,
massive and semi-massive accumulations of nickel-bearing sulphides, analogous to the No-
va-Bollinger deposit in the Fraser Range Province of Western Australia.
Orion has identified many similarities to the Fraser Range-style of mineralisation from historical
data available for the project area and the surrounding Areachap belt. This includes:
• mafic-ultramafic intrusives of late Proterozoic age;
• intruded in intercratonic/craton margin tectonic setting;
• hosted in high metamorphic grade rocks (garnet, amphibolite gneisses) within a mobile belt;
• the presence of evolving magmas yielding multi-phase intrusives, including mafic to ultramaf-
ic rocks. Importantly, lithologies observed at the Jacomynspan Project include anorthosites,
hartzburgites and various metamorphic equivalents;
• the identification of nickel and copper-bearing sulphides with minor cobalt and PGE’s (high-
er concentrations than in Fraser Range) at numerous localities;
• low-grade, disseminated nickel-copper sulphide bodies are re-intruded by cumulate tex-
tured mafics, with net textured and massive sulphides present; and
• shallow, recent cover sequences (calcrete and soil) obscures much of the surface expres-
sion on the belt.
Orion will be utilising its experience and expertise developed in exploring for magmatic nick-
el-copper deposit in the Fraser Range Province of Western Australia to reinterpret the extensive
database for the Jacomynspan Project area and rank the exploration targets. These targets will
then be followed up with modern high-powered geophysical tools and methods which have
not previously been applied in the Areachap belt, to assist in better defining drill targets. The
results of the HP_FLEM survey at Masiqhame, where a strong conductor was not detected by
the historical ground EM survey, highlights the potential for the detection of massive sulphide
deposits, associated with numerous known disseminated sulphide bodies.
Australia
Figure 12: Location of Australian based projects.
17
Connors Arc Project (Queensland)
Orion’s Connors Arc Project is located 180km from Rockhampton in Central Queensland (Fig-
ure 12). The Project comprises fourteen granted EPMs which cover an area of almost 3,500km2
(Figures 13 and 14). The Company was active in the field for most of the past year, with activities
including mapping, ground geophysical and geochemical surveys and a drilling campaign
carried out in November – December 2015.
The project is located on the highly prospective “Connors Arc” which forms part of the Palaeo-
zoic, New England Fold Belt of Eastern Australia. This belt has delivered several large, successful
epithermal gold mines such as the Pajingo, Cracow and the Mt Carlton deposits.
Figure 13: Location of tenements in the Connors Arc Project.
Drilling confirmed the discovery of a new epithermal system at the Chough Prospect, including
a significant anomalous intersection of 82m at 0.11g/t gold in CHRC003 (Figures 15 and 16, ASX
release 18 February 2016). This prospect was identified early in 2015 with epithermal breccias
being mapped along with epithermal and stockwork veining identified in highly silicified, pyritic
volcanic host rocks. Anomalous gold-arsenic results in rockchip sampling led to drill testing of
the prospect. Drilling intersected a package of interlayered andesite and pervasively altered
rhyolite with several breccia units and strong clay alteration of feldspars, interpreted to repre-
sent the upper levels of an epithermal system. Significant sulphides were observed in discrete
bands and accumulations, both as clots of large pyrite grains and also as clusters/clouds of
dark coloured, fine-grained sulphides identified in hand specimen as pyrite and arsenopyrite.
Follow up drilling is planned at the Chough Prospect in coming months.
18
Orion Gold NL Annual Report 2016
Review of Operations Continued
Figure 14: Plan showing location of Chough, Aurora Flats and Veinglorious Prospects.
Regional prospects and recorded mineral occurrences also shown.
Drilling also tested a number of potential extensions to the epithermal systems at Aurora Flats
and Veinglorious. Earlier work had mapped a large strike length of new epithermal veins at
Veinglorious and at Aurora Flats, targets had been defined by soil geochemical surveys along
trend from the main prospect. While epithermal veining and breccias were intersected in drill-
ing, results indicated that this area represented the basal portion of the system, below the crit-
ical zone for precious metals deposition. Therefore, exploration activities returned to the main
Aurora Flats and Veinglorious Prospects. No further drilling has been carried out at the main
Aurora Flats and Veinglorious Prospects, with targets arising from previous drilling campaigns
ready for follow up by deeper drilling along with drill testing of strike and dip extensions to the
mineralisation previously intersected in historical drilling.
19
Figure 15: Plan (above) showing Orion’s drilling and rock chip sampling at the Chough Prospect,
along with mapped epithermal veins. Section A – B is shown in Figure 16 below.
Assays >100ppb Au
Ipo = Andesite /
Andesitic Porphyry
Fvr = Rhyolite
Fpo = Rhyolitic Porphyry
Figure 16: Section showing drilling at the Chough Prospect (refer Figure 15 for location)
and anomalous results (>100ppb gold).
20
Orion Gold NL Annual Report 2016
Review of Operations Continued
In addition to drilling, field work commenced at the Killarney and 6 Mile Creek prospects.
A number of breccia units and vein swarms have been mapped at the Killarney Prospect with
historical explorers stating potential for high-sulphidation epithermal, low sulphidation epither-
mal, and porphyry style mineralisation. Historical drill intersections at the Killarney Breccia in-
clude 57m at 0.3 g/t gold and 10m at 1.0 g/t gold (refer ASX release 6 November 2015). The
Company has completed an initial geological reconnaissance, with traverses on foot across
the main prospects with a handful of samples taken from outcropping epithermal veins and
breccias. Encouragingly, two out of six samples collected returned results above 1g/t gold
and 20g/t silver (refer ASX release 19 February 2016). A more systematic soil geochemical and
ground geophysical survey is planned along with drill testing of strike and dip extensions to the
mineralisation previously intersected in historical drilling.
Compilation of historical data from the 6 Mile Creek Prospect highlighted significant surface
results from a mapped epithermal vein extending for some 1.8km’s. In particular, exceptional
results were returned by rockchip samples from a 400 metre long outcrop including gold assays
of 34g/t, 19g/t and 18g/t gold and silver assays of 1,530g/t, 135g/t and 105g/t silver (total 24
samples; refer ASX release 7 December 2015). Historical shallow drilling beneath these outcrops
returned results including:
• 7m at 1.0g/t gold and 10g/t silver (MRCPH-2);
• 2m at 1.3g/t gold and 30g/t silver (MRCPH-1);
• 1m at 2.9g/t gold and 34g/t silver (MRCPH-4); and
• 1m at 3.18g/t gold and 34g/t silver (MRCPH-5).
A detailed structural interpretation completed by Dr Brett Davis confirmed a NNE-SSW strike to
the primary structures and a dextral sense of shear resulting in displacement of the epithermal
veins. It is likely that mineralisation within the structural regime at 6 Mile Creek will form steep-
ly-plunging shoots analogous to the geometry of ore shoots at Pajingo. Follow-up drilling will
therefore focus immediately below the historical shallow drilling beneath these outcrops.
Fraser Range Project (Western Australia)
The Company continues to hold and advances its substantial tenement holding of 3,830km2 in
the Fraser Range Province of Western Australia (Figures 12 and 17). The Fraser Range Project is
located between two world-class discoveries, being the Tropicana Gold Project to the north,
owned by Independence Group and AngloGold Ashanti and the Nova Nickel-Copper-Cobalt
Project to the south, owned by Independence Group. The tenement areas cover prospective
targets for both Tropicana-style gold and Nova-style nickel deposits, with historical geochemi-
cal anomalies and scout drilling identifying bedrock mineralisation of both minerals.
The Company’s exploration programs initially focussed on the Peninsula Prospect where the
following key indicators have been observed:
• Large bodies of mafic-ultramafic intrusives are present, with the Company’s drilling confirm-
ing the nature and extent of the magma chamber at Pennor;
• Detailed geochemical data from drill hole (fresh rock) samples confirms that:
-
-
the large HA2 and Pennor intrusive bodies are related and from the same source;
the parent magmas for these intrusions are fertile as sources of Nickel-Copper;
- a substantial amount of crustal contamination has occurred during uplift and emplace-
ment of these magmas, adding the necessary components to form sulphides;
-
-
-
the HA2 magma chamber contains sulphides which were formed in the parent magma
then entrained by magma dynamics;
the Pennor magma chambers contains magma which is depleted in Nickel-Copper, rela-
tive to the parent magma; and
the Nickel-Copper segregated out (or entrained in the case of HA2) is expected to have
accumulated along basal contacts in magma chamber or in feeder zones to the large
chambers.
21
In addition, a total of 34 Nickel-Copper-Platinum Group Element targets, have been generat-
ed, based on geophysical, geochemical and geological criteria across the Company’s sub-
stantial landholding. The Company is currently assessing how to most effectively explore the
significant areas covered by these targets.
A number of the targets lie beneath deeper, modern sediment cover in the eastern project
area, where airborne EM has been ineffective and, in some cases, where high-resolution mag-
netic data has not yet been acquired.
Orion has recently commenced a ground gravity and aeromagnetic survey over the southern
portion of the project area. Data from the surveys will be used to identify locations with the
highest potential to host mafic-ultramafic intrusions with the potential to host nickel-copper
mineralisation. In addition, interpretation of the data will enable compilation of a geological
model including identification of major crustal structures which may represent historical mag-
ma pathways and sediments which would provide contaminants to trigger deposition of metal
bearing sulphides.
Whilst the Fraser Range Project is highly prospective, due to the nature and scale of explora-
tion activities that need to be undertaken, the Company is in discussions with several parties
who have expressed interest to become involved in the Company’s Fraser Range Project. In-
volvement from these interested parties could provide both additional technical capability
and potential financing for expanded exploration efforts on Orion’s large tenement holding.
Discussions with various parties are ongoing.
Figure 17: Orion tenements in the Fraser Range Project showing location of current gravity and magnetic surveys.
22
Orion Gold NL Annual Report 2016
Review of Operations Continued
Corporate
The Company recorded a loss of $2,258,188 after tax for the full-year ended 30 June 2016.
Net cash used in operating activities totalled $2,252,847 and in investing activities totalled
$365,865. Cash on hand at the end of the year was $651,748.
The Company continues to focus strongly on exploration within its Areachap Copper-Zinc and
Gold Project (South Africa), Connors Arc Epithermal Gold Project (Queensland) and its Fraser
Range – Gold-Nickel-Copper Project (Western Australia). A total of $1,934,718 in exploration
expenditure was incurred during the year.
Option Agreement – PC Project (South Africa)
On 30 July 2015, the Company announced that it had signed a binding term sheet for an op-
tion to acquire Agama, an unlisted South African registered company. Agama holds an effec-
tive 73.33% interest in the PC Project, located at Copperton, Northern Cape Province, South
Africa and the Marydale Project located 60km from the PC Project. The option period allows
the Company to conduct comprehensive due diligence in advance of a decision to exercise
the option. Terms of the option agreement were amended in May 2016. The key terms of the
revised binding term sheet are set out below:
• The vendor group, who are unrelated and at arm’s length to the Company, have agreed to
option and sale terms, to sell a 100% interest in Agama.
• The option is exercisable at the Company’s election at any time before 31 December 2016,
and can be terminated at any time at the Company’s election.
• The Company has committed to expend a minimum of ZAR1,200,000 (~A$100,000) on an
exploration program during the option period.
• Should the Company exercise the option, the purchase consideration payable upon exer-
cise of the option to complete the acquisition is ZAR53,000,000 (~A$4,600,000) (based on an
exchange rate conversion assumption: A$ = ZAR11.5), of which:
- Cash – ZAR31,500,000 (~A$2,700,000) is payable in cash;
- Consideration Shares – ZAR21,500,000 (~A$1,900,000) is payable by issue of fully paid or-
dinary shares in the Company (Shares), to be issued at a 10% discount to the 10 trading
day volume weighted average price (VWAP) of the Shares prior to the issue of the Shares
(Share Issue Price); and
- Each Share issued will have an attached unlisted option, exercisable at a 100% premium
to the Share Issue Price and expiring on the date which is 24 months following the date of
issue of the unlisted option.
• The Consideration Shares are subject to regulatory and shareholder approvals. If certain
South African regulatory approvals for the issue of Shares to the vendors are not received
within an agreed period, the Consideration Shares may be settled by cash payment to the
vendors unable to obtain such approvals.
• Shares issued to the vendors will be subject to a 6 month voluntary escrow period from their
date of issue and 75% of the Shares issued to the vendors will be subject to a 12-month volun-
tary escrow period from their date of issue.
• The option fee paid by the Company in July 2016, to maintain the option until 31 Decem-
ber 2016 was ZAR250,000 (~A$22,000). Upon exercise of the option, one final option fee will
become payable to the vendor, which shall be equal to the previous option fee payment
made by the Company.
The acquisition is subject to a number of conditions precedent including but not limited to due
diligence to be completed by the Company, the Company providing or procuring finance for
Agama so that it can settle all shareholder loans (ZAR32,300,000 (~A$2,800,000)) and approvals.
23
Option Agreement – Masiqhame (South Africa)
In April 2016 the Company executed a binding option agreement with Masiqhame for Orion
to earn up to a 73% interest in Masiqhame (Option). Masiqhame holds prospecting rights over
large, highly prospective area located approximately 80km’s north of the PC Project. Key terms
of the amended Option are as follows:
• The Company has the opportunity to earn up to a 73% interest in Masiqhame.
• Masiqhame is a privately owned South African company with 100% Historically Disadvan-
taged South African ownership. Masiqhame is thus black economic empowerment (BEE)
compliant from the outset and the Company will earn in to an incorporated joint venture,
partnering with a BEE partner via Masiqhame.
• The Company will have an exclusive option to undertake due diligence on the corporate en-
tity and the prospecting rights until no later than 30 September 2016, failing which the parties
will be released from their obligations under the Option. Orion announced to the ASX on 29
September 2016, that it had exercised the Option.
• Following the successful completion of due diligence, should the Company elect to exercise
the Option:
-
the Company will pay Masiqhame ZAR1,500,000 (~A$130,000) to invest in new fully paid
Masiqhame shares (Masiqhame Shares) As a result of exploration activities currently un-
derway, Orion will not be required to make any cash payment to Masiqhame upon Com-
pletion; and
- Masiqhame will issue the Company with Masiqhame Shares which shall result in the Com-
pany being the holder of 50% of the total Masiqhame Shares on issue immediately follow-
ing such issue of Masiqhame Shares.
(Completion)
Upon Masiqhame obtaining all requisite regulatory approvals to the extent required, Com-
pletion will occur by no later than 30 days following the exercise of the Option.
• At Completion, the Company shall have the right to appoint the majority of directors to the
board of Masiqhame and shall be appointed manager and operator of the prospecting
rights;
• Once the Company has earnt the initial 50% interest in Masiqhame through the issue of Ma-
siqhame Shares to the Company, it can elect to increase its interest by a further 23% (to 73%
in total) via :
- provision of a shareholder loan to Masiqhame (Loan) on the following terms:
- The principal amount of the Loan shall be the ZAR equivalent of A$100,000 in each 12
month period commencing from the 12th month following Completion (Principal);
- Proceeds from the Loan shall be used to progress exploration programs and feasibility
study works;
- The Loan interest rate shall be nil;
-
-
the Loan shall only be repaid from operating surplus from future operations of Masiqhame;
In addition to the Principal, the Company may elect at its sole discretion to provide ad-
ditional finance by means of the Loan in order to progress exploration works and com-
plete feasibility study works and if applicable, apply for a mining right;
- Masiqhame shareholders as at the date of execution of the Option will be free carried
until such time that a mining right is granted; and
-
if the Company fails to advance the Principal in any 12 month period, Masiqhame may
subject to notice periods demand that all of the Masiqhame Shares held by the Com-
pany be transferred back to the Masiqhame shareholders (excluding the Company) for
nil consideration and remove the Company as manager.
- finalisation of a feasibility study; and
24
Orion Gold NL Annual Report 2016
Review of Operations Continued
-
lodgement of an application for the grant of a mining right over some or all of the area of
the prospecting rights,
Following this, Masiqhame shall immediately issue further new Masiqhame Shares to the
Company which shall result in the Company being the holder of 73% of the total Masiqhame
Shares on issue immediately following such issue.
Earn-In Right – Jacomynspan Nickel-Copper-PGE Project (South Africa)
Subsequent to the end of the year the Company announced that it had entered into a binding
term sheet to acquire the earn-in rights over the Jacomynspan Project from two companies,
Namaqua and Disawell, which hold partly overlapping prospecting rights and mining right ap-
plications.
The Company’s earn-in right is via a South African-registered special-purpose vehicle (SPV),
which will be established by the Company as its vehicle for investment in the joint ventures and
of which historically-disadvantaged South African (HDSA) shall hold a minimum of 26% of the
issued shares. Key terms of the transaction are set out below:
• SPV has the exclusive opportunity to earn up to an 80% interest (Company 59.2%) in the Com-
panies. The Companies are privately owned South African companies with 26% or greater
HDSA ownership.
• Conditions precedent to the commencement of earn in rights (Earn-In Commencement
Date) include:
- Due diligence to be conducted by the Company;
- The Company providing the Companies with an initial exploration program to be car-
ried out for the first 6 month period following the Earn-In Commencement Date (Initial
Program);
- The Companies obtaining all necessary approvals for the Company to access the Jaco-
mynspan Project and conduct exploration activities including the Initial Program;
- The Company providing proof of financial capacity to execute the Initial Program prior to
9 January 2017; and
- The parties entering into a comprehensive earn-in agreement prior to 10 November 2016.
• Orion SPV is able to earn an initial interest of 25% (Orion 18.5%) in the Companies via staged
expenditure of USD500,000 on the Jacomynspan Project over the 12 months from the Earn In
Commencement Date (First Earn In Right) including:
- Expenditure commitment of USD250,000 in the first 6 months; and
- A further $250,000 must be spent within 12 months of the Earn-In Commencement Date
(USD500,000 in total expenditure).
• Once Orion SPV has earnt the initial 25% interest:
- The Companies will issue the Company with fully paid ordinary shares in the Companies
which shall result in Orion SPV being the holder of 25% of the total shares on issue immedi-
ately following such issue of shares;
- The Companies will record a shareholder loan account in favour of Orion SPV to the value
of the First Earn In Right expenditure incurred by Orion and shall continue to record further
expenditure by the Orion SPV as an increase in the shareholder loan account (Orion Loan);
- The Company can elect to increase its interest via further expenditure, as detailed below,
or maintain its 25% interest by contributing pro-rata to exploration; and
- Within 30 days, the parties will negotiate the terms of a shareholders agreement to govern
the terms of relationship between the shareholders.
25
• Following the First Earn In Right, should the Company elect to increase its interest via fur-
ther expenditure, the Orion SPV can earn a further 25% interest (making its total interest 50%
(the Company 37%)) by expending a further USD1,000,000 on the Jacomynspan Project
(USD1,500,000 total expenditure) over a further 12 months (2 years from Earn-In Commence-
ment Date) (Second Earn In Right).
• Once Orion SPV has earnt a 50% interest:
- The Companies will issue the Company with shares which shall result in Orion SPV being the
holder of 50% of the total shares on issue immediately following such issue of shares; and
- The Company can elect to increase its interest via further expenditure, as detailed below,
or maintain its 50% interest by contributing pro-rata to exploration.
• Following the Second Earn in Right, should the Company elect to increase its interest via fur-
ther expenditure, Orion SPV can earn a further 30% interest (making its total interest 80% (the
Company 59.2%)) by:
- Expending a further USD500,000 on the Jacomynspan Project (USD2,000,000 total expend-
iture) over a further 12 months (3 years from Earn In Commencement Date);
- Completing a bankable feasibility study, which has been reviewed and signed off by an
independent external expert; and
- Providing or securing project finance terms to develop a mining operation within the Pro-
ject Area as per the bankable feasibility study and which shall not result in any Shareholder
dilution.
• On the Earn-In Commencement Date, the Company will be appointed as the operator and
manager of the joint ventures and will have the right to appoint a minimum of one director
to the boards of the Companies.
• The Companies shareholders on the date of execution of the term sheet (Signature Date)
shall be entitled to a 2% royalty in proportion to their beneficial interest in the Companies at
the Signature Date, on net smelter returns arising from the production and sale of metals from
the Jacomynspan Project’s SAMREC resource as at the Signature Date (Royalty). At any time
following the Earn-In Commencement Date, Orion shall have the right at its sole discretion to
buy out the Royalty for an aggregate value of USD2,000,000.
• As noted above, all expenditure by the Company shall be advanced to the Companies
as an Orion Loan. In addition to the Orion Loan, the Companies have existing shareholder
loans of ZAR78,500,000 (USD5,400,000) as at the Signature Date (together Shareholder Loans).
Following the completion of the First Stage Earn In, the parties will negotiate the terms of
a Shareholders Loan to govern the terms of the Shareholder Loans. The Shareholder Loan
agreement will contain clauses normally contemplated by a formal agreement negotiated
in good faith between the parties.
Should the Company fail to meet its earn in right commitments, then either the parties will re-ne-
gotiate the terms of the term sheet or, if the parties are unable to agree those new terms, then
the Company will relinquish its rights to earn any further interest in the Companies and the term
sheet will be at an end.
Walhalla Project – Option Agreement Mining Licence
On 11 August 2015, the Company announced that it had entered into a binding term sheet (A1
Term Sheet) with A1 Consolidated Gold Limited (A1 Gold) for A1 Gold to acquire the Compa-
ny’s Walhalla Project Licence in Victoria, which includes the Eureka and Tubal Cain deposits, for
total consideration of $850,000.
On 30 December 2015, the Company announced that it had entered into a binding agree-
ment with A1 Gold (A1 Agreement) that amended the terms of the A1 Term Sheet for A1 Gold
to acquire the licence. Key terms of the A1 Agreement are as follows:
• $50,000 cash payment (received by the Company in August 2015);
26
Orion Gold NL Annual Report 2016
Review of Operations Continued
• $300,000 consideration through the issue of 7,816,285 fully paid ordinary A1 Gold shares (A1
Shares) at the VWAP of the A1 Shares as traded on the ASX in the ten trading days prior to 7
August 2015 ($0.03838). The A1 Shares were issued to the Company on 2 February 2016 and
are not subject to escrow;
• $500,000 royalty through a 2% royalty on net smelter returns from the sale of gold recovered
and sold by A1 Gold from the Licence (NSR). In addition, A1 Gold has granted the Com-
pany a put option whereby the Company can at any time following a period of 36 months
from the date of the A1 Term Sheet, require A1 Gold to purchase the NSR at a price equal
to $500,000 less any NSR paid in accordance with the A1 Term Sheet (NSR Consideration).
The Company can elect to receive the NSR Consideration as cash or A1 Shares issued to the
Company at the VWAP of the Shares as traded on the ASX in the ten trading days prior to the
date of issue; and
• Following the Completion Date, and upon the Victorian Government Department of Eco-
nomic Development, Jobs, Transport and Resources (DEDJTR) issuing a recommendation in
relation to the transfer of the Licence from the Company to A1 Gold, A1 Gold is required to
replace the $180,000 rehabilitation bond that the Company has on deposit with the DEDJTR.
The acquisition of the Licence by A1 Gold is subject to the grant of consents required under the
Mineral Resources (Sustainable Development) Act.
The previous agreement with A1 Gold involving an option to acquire the Walhalla Project ten-
ements in Victoria expired on 31 July 2015.
Capital Raisings and Loan Facilities
1. Share Purchase Plan
On 6 November 2015, the Company announced an offer to shareholders of Shares under a
share purchase plan (SPP). Under the SPP, each eligible shareholder was entitled to apply for
parcels of Shares up to a maximum of $15,000 without incurring brokerage or transaction costs.
The SPP offer closed on 11 December 2015.
On 17 December 2015, the Company issued 37,155,101 Shares, to raise $557,327, resulting from
a receipt of funds from SPP participants. The issue price of Shares under the SPP was $0.015 per
Share.
2. Placements
• During December 2015, the Company issued 28,914,790 Shares at an issue price of $0.015 to
raise $433,722 as approved by shareholders at the Company’s Annual General Meeting held
on 26 November 2015 (AGM).
• Under the terms of the agreement for the sale of the Eastern Goldfields Project, Eastern Gold-
fields Limited agreed to procure the subscription for 33,333,333 Shares at $0.015 per Share to
raise $500,000. On 8 June 2016, the Company issued the Shares.
• On 23 June 2016, the Company issued 20,673,332 Shares at an issue price of $0.015 per Share
to raise $310,100 by way of placement.
• Following year end, on 16 September 2016, the Company announced that it had issued
9,100,000 Shares at $0.025 per Share to raise $227,500 by way of placement.
3. Loan Facilities and Issue of Shares to Directors and Associates
During the reporting period, the Company finalised loan agreements with two of its major share-
holders for a total of $1,000,000.
A $500,000 loan facility was agreed with Silja Investment Ltd (Silja), the Company’s largest
shareholder and a company associated with a Non-executive Director of the Company, Mr
Alexander Haller, and a $500,000 loan facility was agreed with Tarney Holdings Pty Ltd ATF The
DP & FL Waddell Family Trust (Tarney), a company associated with the Company’s Chairman,
Mr Denis Waddell (together the Facilities).
27
Under the terms of the Facilities, the Company or lenders had the option to convert cash drawn
down under the Facilities to Shares (subject to Shareholder approval).
In conjunction with the Company’s SPP, as approved by shareholders at the Company’s AGM,
on 2 December 2015, the Company issued the following Shares to convert existing loans from
director related entities into Shares:
• 33,333,333 Shares to Tarney – $500,000
• 9,333,333 Shares to Silja – $140,000
The Shares were issued at $0.015 per Share being the same issue price as the SPP.
On 23 February 2016, the Company paid Silja $100,000, thereby repaying the balance of the
Silja Facility that was outstanding as at 31 December 2015. Following the repayment of the
Silja Facility, the security against all present and after acquired property of the Company was
removed.
In conjunction with the loan facilities conversion, on 2 December 2015 the Company also issued
6,666,666 Shares to Mr Errol Smart (Orion’s Managing Director and CEO) at an issue price of
$0.015 per Share to raise $100,000.
Sale of Non-Core Tenement Package to Eastern Goldfields
In May 2016, the Company entered into a binding agreement for the sale of its Eastern Gold-
fields Project to Eastern Goldfields Limited (Eastern).
Under the terms of the agreement, the Company received the following consideration for the
sale of the tenements to Eastern:
• $125,000 paid in cash;
• 2,000,000 unlisted Eastern options, on the following terms:
Number of options
1,000,000
1,000,000
Exercise Price
Expiry Date
$0.168
$0.189
8/03/2018
8/03/2020
• Eastern to procure the subscription of 33,333,333 Orion Shares at $0.015 per Share to raise
$500,000.
28
Orion Gold NL
Directors’ Report
Directors’ Report
Annual Financial Report
Orion Gold NL Annual Report 2016
Your directors submit their report for the year ended 30 June 2016.
BOARD OF DIRECTORS
Director
Designation Qualifications, experience & expertise
Non-
executive
Chairman
Denis
Waddell
Appointed
27 February
2009
ACA, FAICD
Mr Waddell is a Chartered Accountant with extensive
experience in the management of exploration and
mining companies. Mr Waddell founded Tanami Gold NL
involved with the Company as
in 1994 and was
Managing Director and then Chairman and Non-
Executive Director until 2012. Prior to founding Tanami
Gold NL, Mr Waddell was the Finance Director of the
Metana Minerals NL group.
During the past 30 years, Mr Waddell has gained
considerable experience
finance and
operations management of exploration and mining
companies.
in corporate
Directorships of
other listed
companies
Tanami Gold NL
(former)
Other roles
held during the
year
Chairman of
Audit
Committee
Errol Smart
Appointed
26
November
2012
Managing
Director
BSc(Hons) Geology (University of Witwatersrand)
NHD Economic Geology (Technikon Witwatersrand)
None
Mr Smart is a geologist, registered with the South African
Council of Natural Scientific Professionals, a Recognised
Overseas Professional Organisation for JORC purposes. Mr
Smart has more than 25 years of industry experience
across all aspects of exploration, mine development and
operations with experience in precious and base metals.
Mr Smart has a wealth of public and private company
corporate experience and has been on the founding
teams and managed a number of exploration and
mining companies throughout Africa and has had strong
exposure to Australian projects. Mr Smart has held
positions in Anglogold, Cluff Mining, Metallon Gold,
Clarity Minerals and LionGold Corporation. In his role at
LionGold, Mr Smart was responsible for project acquisition
and growth of the company, which saw it become the
first gold mining company to be listed on the main board
of the Singapore Stock Exchange.
Chief
Executive
Officer
Member of the
Audit
Committee
William
Oliver
Technical
Director
BSc (Hons) Geology (UWA), Grad Dip App Fin (FINSIA),
MAIG, MAusIMM
Appointed
7 April 2014
Non-
executive
Director
Alexander
Haller
Appointed
27 February
2009
Mr Oliver is a geologist with over 16 years’ experience in
the international resources industry working for both
major and junior companies. Mr Oliver has had wide-
ranging exploration experience with considerable
success and has expertise in project identification and
acquisition. Mr Oliver has led exploration teams in Europe
and Australia, including senior roles with Harmony Gold,
Iberian Resources, BC Iron and Bellamel Mining, and most
recently was the Managing Director of Signature Metals.
BSc (Economics)
Mr Haller is a partner of Zachary Capital Management,
providing advisory services to a number of private
investment companies, including Silja Investment Ltd,
focusing on the principal investment activities for these
companies. From 2001 to 2007 Mr Haller worked in the
corporate finance division at JP Morgan in the U.S,
advising on corporate mergers and acquisitions as well as
financing in both the equity and debt capital markets.
Celsius Coal Ltd
(ongoing)
Minbos
Resources Ltd
(ongoing)
Chief
Operating
Officer
UMS Limited
(ongoing)
Shaft Sinkers PLC
(former)
Member of the
Audit
Committee
1
Orion Gold NL
Directors’ Report (continued)
COMPANY SECRETARY
29
Annual Financial Report
The name and details of the Company Secretary in office during the financial year and until the date of this
report is as follows:
Name
Experience and qualifications
Mr Martin
Bouwmeester
Company
Secretary
(Appointed 1 April
2016)
Mr Bouwmeester has 20 years' experience in the mining industry and was Business
Development Manager, Chief Financial Officer and Company Secretary of
Perseverance Corporation Limited. Mr Bouwmeester was a key member of the team
that evaluated the sulphide mineralisation at the Fosterville Gold Mine; an initiative
that led to the discovery and definition of more than 3 million ounces of gold and the
funding for the development of the mine and processing plant to exploit those
resources. Mr Bouwmeester also holds the position of Business Development Manager
with the Company.
Qualifications
FCPA
CORPORATE STRUCTURE
Orion Gold NL is a no liability company that is incorporated and domiciled in Australia. The Company has
prepared a consolidated financial report incorporating the entities that it controlled during the financial year,
being the wholly-owned subsidiaries Kamax Resources Limited and Goldstar Resources (WA) Pty Ltd (referred
to as the Group).
NATURE OF OPERATIONS AND PRINCIPAL ACTIVITIES
The principal activity of the Group during the year was exploration and evaluation of the South African
Areachap Zinc-Copper and Gold Project, the Connors Arc Epithermal Gold Project in central Queensland, the
Fraser Range Nickel-Copper and Gold Project in Western Australia and the Walhalla Gold and Polymetals
Project in Victoria. There were no significant changes in the nature of the Group’s principal activities during
the year.
OPERATING AND FINANCIAL REVIEW
Operations
During the financial year the Company continued to expand its portfolio of resources projects by entering into
a series of option agreements over properties along the Areachap Belt in the Northern Cape of South Africa.
Exploration also continued at the Company’s Queensland and Western Australian Projects, with drilling carried
out at the Connors Arc Project in Queensland.
Areachap Belt – South Africa
The Company has entered into a number of option agreements in the Areachap Belt in the Northern Cape of
South Africa, which are detailed in the Corporate section of the Director’s report. These options cover a
number of mineral properties as follows:
1. Historical Prieska Copper Mine, Zinc-Copper Project
The historical Prieska copper mine, zinc copper project (PC Project) covers the historic Prieska Copper Mine
which was operated by Anglovaal between 1971 and 1991, producing over 0.43 million tonnes of copper and
more than 1 million tonnes of zinc from an underground operation based on an initial drilled reserve of 47
million tonnes grading 1.74% copper, 3.87% zinc, 8g/t silver, 0.4g/t gold and 30% pyrite. Remnant mineralisation
remains present below and adjacent to the historical underground mine, with the Company calculating an
Exploration Target of 7.0-11.0 million tonnes grading 1.2-1.8% copper and 3.9-5.9% zinc for sulphide
mineralisation identified by historic drilling (Deep Sulphide Exploration Target), refer ASX release 18 November
2015.
3
30
Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Directors’ Report (continued)
More recent exploration has focussed on the unmined portion of the deposit closer to surface, denoted the
+105 Level Open Pit Exploration Target. The Company calculated a +105 Level Open Pit Exploration Target of
3.0-4.5 million tonnes grading 1.0-1.6% Cu and 1.3-2.0% Zn for near surface mineralisation comprising oxide,
supergene and primary sulphide material to a depth of 100m which is potentially accessible via an initial open
pit, refer ASX release 18 November 2015. This +105 Level Open Pit Exploration Target is based on historical and
recent drilling results.
Due diligence investigations focussing on legal, environmental and technical matters were completed with
no significant issues identified, and encouraging indications as to the viability of the project. The Company has
recently commenced drilling to firm up on the expectations of the +105 Level Open Pit Exploration Target and
advance toward 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources
and Ore Reserves (JORC) compliant resources.
2. Marydale Gold-Copper Project
The Marydale gold-copper project (Marydale Project) is a virgin gold-copper discovery located 60km NW of
the PC Project. Historical drilling, which has been carried out at a variety of orientations, has intersected wide
zones of gold mineralisation, while preventing the development of a robust geological model. The Company
has recently completed oriented core drilling at the Marydale Project which will allow the characteristics of
mineralisation to be determined and enable future drilling to be optimally targeted. In addition, analysis and
reinterpretation of historic surface geochemical and geophysical data over the larger prospect area has
enhanced the prospectivity of an area stretching over 2km along trend from the drilled area due to the
presence of coincident copper-zinc and IP anomalies.
3. Jacomynspan Project (Namaqua-Disawell Tenure)
The Jacomynspan Nickel-Copper-PGE Project (Jacomynspan Project) area contains numerous known
occurrences of volcanogenic hosted massive sulphide style zinc-copper deposits and is highly prospective for
magmatic hosted nickel-copper mineralisation similar to that seen in Proterozoic mobile belts worldwide
including the Thompsons Belt in Canada and the Albany-Fraser Belt in Western Australia. A number of mafic-
ultramafic intrusions have been recognised within the project area, with most historical work focusing on the
Jacomynspan Deposit.
The Jacomynspan Deposit was first identified by Anglo American Prospecting Services (AAPS) with drilling
carried out along a 4km strike length. Disseminated nickel sulphide mineralisation was intersected with widths
between 30–70m. Metallurgical test work and mining studies were undertaken on the deposit, culminating in
an economic assessment in 1983 which was generally positive and recommended that more detailed studies
be undertaken. However, prevailing macro-economic and geopolitical conditions were not favourable and
the option was relinquished by AAPS in 1984.
In 2006, the project area was pegged by Namaqua. Exploration activities completed since then have
included airborne electromagnetic and magnetic surveys as well as over 26,000m of diamond core. This
drilling was confined to in-fill drilling on a 1.2km section of strike over an outcropping ultramafic sill previously
drilled by AAPS. A SAMREC Code (2007) compliant Mineral Resource was defined for the Jacomynspan
Deposit.
While Namaqua did not do any follow-up exploration on satellite intrusive bodies and geophysical targets, the
high resolution airborne magnetic survey targeted the distinct magnetic fingerprint of hartzburgites within, and
extending from, the drilled resource area and produced a high quality target map that was never followed
up.
The Company believes a substantial exploration opportunity exists within the project area to search for higher
grade, massive and semi-massive accumulations of nickel-bearing sulphides, analogous to the Nova-Bollinger
deposit in the Fraser Range Province of Western Australia.
4. Kantienpan Deposit (Masiqhame Tenure)
The Kantienpan Deposit is one of a number of volcanogenic massive sulphide hosted zinc-copper
occurrences in the area of the Masiqhame prospecting right. The deposit was targeted by a combination of
magnetic and time-domain electromagnetic ground surveys, following up on alteration identified by rock-
chip sampling.
4
Orion Gold NL
Annual Financial Report
Orion Gold NL
31
Annual Financial Report
Directors’ Report (continued)
Directors’ Report (continued)
More recent exploration has focussed on the unmined portion of the deposit closer to surface, denoted the
+105 Level Open Pit Exploration Target. The Company calculated a +105 Level Open Pit Exploration Target of
3.0-4.5 million tonnes grading 1.0-1.6% Cu and 1.3-2.0% Zn for near surface mineralisation comprising oxide,
supergene and primary sulphide material to a depth of 100m which is potentially accessible via an initial open
pit, refer ASX release 18 November 2015. This +105 Level Open Pit Exploration Target is based on historical and
recent drilling results.
Drilling has confirmed the presence of significant zinc-copper mineralisation extending from 80m – 250m
below surface and along 800m of strike. Mineralisation at the Kantienpan Deposit remains open both along
strike and at depth as drilling at the Kantienpan Deposit was curtailed soon after discovery, due to a
corporate decision by Iscor to stop all exploration and focus on iron ore production. The Company plans to
test extensions to mineralisation at Kantienpan as well as investigating other noted zinc-copper mineralisation
within the prospecting right including the Boksputs and Van Wyks Pan prospects.
Due diligence investigations focussing on legal, environmental and technical matters were completed with
Connors Arc Project – Queensland
no significant issues identified, and encouraging indications as to the viability of the project. The Company has
recently commenced drilling to firm up on the expectations of the +105 Level Open Pit Exploration Target and
advance toward 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources
and Ore Reserves (JORC) compliant resources.
2. Marydale Gold-Copper Project
The Marydale gold-copper project (Marydale Project) is a virgin gold-copper discovery located 60km NW of
the PC Project. Historical drilling, which has been carried out at a variety of orientations, has intersected wide
zones of gold mineralisation, while preventing the development of a robust geological model. The Company
has recently completed oriented core drilling at the Marydale Project which will allow the characteristics of
mineralisation to be determined and enable future drilling to be optimally targeted. In addition, analysis and
reinterpretation of historic surface geochemical and geophysical data over the larger prospect area has
enhanced the prospectivity of an area stretching over 2km along trend from the drilled area due to the
Further drilling was carried out at the Connors Arc Project in Central Queensland during the year aimed at
testing new targets derived from ongoing fieldwork. Drilling successfully delineated a new epithermal system
at the Chough Prospect with a significant zone of anomalous gold intersected in CHRC003 (82m at 0.11g/t
gold, refer ASX release 19 February 2016). Drilling beneath high grade rock chips at the Veinglorious North
Prospect did not yield substantial results indicating that this area is at the “root” of the epithermal system.
Targets still remain to be tested at the Veinglorious Main and Aurora Flats prospects.
In addition, new areas were pegged by the Company including the 6 Mile Creek and Killarney Prospects. At 6
Mile Creek, excellent gold and silver grades have been returned from surface rock chips with mineralised
veins also intersected by historical drilling. At Killarney, a substantial epithermal system comprising veining and
breccias has been mapped at surface with historical drilling returning anomalous intersections. Advancement
of both these prospects is planned in the coming year.
presence of coincident copper-zinc and IP anomalies.
Fraser Range Project – Western Australia
3. Jacomynspan Project (Namaqua-Disawell Tenure)
The Jacomynspan Nickel-Copper-PGE Project (Jacomynspan Project) area contains numerous known
occurrences of volcanogenic hosted massive sulphide style zinc-copper deposits and is highly prospective for
The Company continues to hold a substantial tenement holding in the Fraser Range Province of Western
Australia. The Company has defined a significant number of targets within the project area and is still assessing
how to most cost effectively explore the significant areas covered by these targets.
magmatic hosted nickel-copper mineralisation similar to that seen in Proterozoic mobile belts worldwide
Corporate
including the Thompsons Belt in Canada and the Albany-Fraser Belt in Western Australia. A number of mafic-
ultramafic intrusions have been recognised within the project area, with most historical work focusing on the
Option Agreement - PC Project (South Africa)
Jacomynspan Deposit.
The Jacomynspan Deposit was first identified by Anglo American Prospecting Services (AAPS) with drilling
carried out along a 4km strike length. Disseminated nickel sulphide mineralisation was intersected with widths
between 30–70m. Metallurgical test work and mining studies were undertaken on the deposit, culminating in
an economic assessment in 1983 which was generally positive and recommended that more detailed studies
be undertaken. However, prevailing macro-economic and geopolitical conditions were not favourable and
the option was relinquished by AAPS in 1984.
In 2006, the project area was pegged by Namaqua. Exploration activities completed since then have
included airborne electromagnetic and magnetic surveys as well as over 26,000m of diamond core. This
drilling was confined to in-fill drilling on a 1.2km section of strike over an outcropping ultramafic sill previously
drilled by AAPS. A SAMREC Code (2007) compliant Mineral Resource was defined for the Jacomynspan
While Namaqua did not do any follow-up exploration on satellite intrusive bodies and geophysical targets, the
high resolution airborne magnetic survey targeted the distinct magnetic fingerprint of hartzburgites within, and
extending from, the drilled resource area and produced a high quality target map that was never followed
Deposit.
up.
The Company believes a substantial exploration opportunity exists within the project area to search for higher
grade, massive and semi-massive accumulations of nickel-bearing sulphides, analogous to the Nova-Bollinger
deposit in the Fraser Range Province of Western Australia.
4. Kantienpan Deposit (Masiqhame Tenure)
The Kantienpan Deposit is one of a number of volcanogenic massive sulphide hosted zinc-copper
occurrences in the area of the Masiqhame prospecting right. The deposit was targeted by a combination of
magnetic and time-domain electromagnetic ground surveys, following up on alteration identified by rock-
chip sampling.
On 30 July 2015, the Company announced that it had signed a binding term sheet for an option to acquire
Agama Exploration & Mining (Pty) Ltd (Agama), an unlisted South African registered company. Agama holds
an effective 73.33% interest in the PC Project, located at Copperton, Northern Cape Province, South Africa
and the Marydale Project located 60km from the PC Project. The option period allows the Company to
conduct comprehensive due diligence in advance of a decision to exercise the option. Terms of the option
agreement were amended in May 2016.
The key terms of the revised binding term sheet are set out below:
•
•
•
•
The vendor group, who are unrelated and at arm’s length to the Company, have agreed to option
and sale terms, to sell a 100% interest in Agama.
The option is exercisable at the Company’s election at any time before 31 December 2016, and can
be terminated at any time at the Company’s election.
The Company has committed to expend a minimum of ZAR1,200,000 (AUD100,000) on an exploration
program during the option period.
Should the Company exercise the option, the purchase consideration payable upon exercise of the
option to complete the acquisition is ZAR53,000,000 (AUD4,600000) (based on an exchange rate
conversion assumption: AUD1 = ZAR11.5), of which:
o Cash – ZAR31,500,000 (AUD2,700,000) is payable in cash;
o Consideration Shares - ZAR21,500,000 (AUD1,900,000) is payable by issue of fully paid ordinary
shares in the Company (Shares), to be issued at a 10% discount to the 10 trading day volume
weighted average price (VWAP) of the Shares prior to the issue of the Shares (Share Issue
Price); and
Each Share issued will have an attached unlisted option, exercisable at a 100% premium to
the Share Issue Price and expiring on the date which is 24 months following the date of issue
of the unlisted option.
o
4
5
32
Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Directors’ Report (continued)
•
•
•
The Consideration Shares are subject to regulatory and shareholder approvals. If certain South
African regulatory approvals for the issue of Shares to the vendors are not received within an agreed
period, the Consideration Shares may be settled by cash payment to the vendors unable to obtain
such approvals.
Shares issued to the vendors will be subject to a 6 month voluntary escrow period from their date of
issue and 75% of the Shares issued to the vendors will be subject to a 12-month voluntary escrow
period from their date of issue.
The option fee payable by the Company in July 2016, to maintain the option until 31 December 2016
is ZAR250,000 (AUD22,000). Upon exercise of the option, one final option fee will become payable to
the vendor, which shall be equal to the previous option fee payment made by the Company.
The acquisition is subject to a number of conditions precedent including but not limited to due diligence to be
completed by the Company, the Company providing or procuring finance for Agama so that it can settle all
shareholder loans (ZAR32,300,000 (AUD2,800,000)) and approvals.
Option Agreement – Masiqhame (South Africa)
In April 2016 the Company executed a binding option agreement with Masiqhame for Orion to earn up to a
73% interest in Masiqhame (Option). Masiqhame holds prospecting rights over large, highly prospective area
located approximately 80km’s north of the PC Project. Key terms of the Option are as follows:
•
The Company has the opportunity to earn up to a 73% interest in Masiqhame.
• Masiqhame is a privately owned South African company with 100% Historically Disadvantaged South
African ownership. Masiqhame is thus black economic empowerment (BEE) compliant from the
outset and the Company will earn in to an incorporated joint venture, partnering with a BEE partner
via Masiqhame.
•
•
The Company will have an exclusive option to undertake due diligence on the corporate entity and
the prospecting rights until no later than 30 September 2016, failing which the parties will be released
from their obligations under the Option.
Following the successful completion of due diligence, should the Company elect to exercise the
Option:
o
the Company will pay Masiqhame ZAR1,500,000 (AUD130,000) to invest in new fully paid
Masiqhame shares (Masiqhame Shares); and
o Masiqhame will issue the Company with Masiqhame Shares which shall result in the Company
being the holder of 50% of the total Masiqhame Shares on issue immediately following such
issue of Masiqhame Shares.
(Completion)
• At Completion, the Company shall have the right to appoint the majority of directors to the board of
Masiqhame and shall be appointed manager and operator of the prospecting rights;
• Masiqhame will then apply the ZAR1,500,000 the Company has invested in Masiqhame Shares to
execute an initial exploration program on the tenements.
• Once the Company has earnt the initial 50% interest in Masiqhame through the issue of Masiqhame
Shares to the Company, it can elect to increase its interest by a further 23% (to 73% in total) via :
o provision of a shareholder loan to Masiqhame (Loan) on the following terms:
(cid:31)
(cid:31)
(cid:31)
(cid:31)
(cid:31)
The principal amount of the Loan shall be the ZAR equivalent of AUD100,000 in each 12
month period commencing from the 12th month following Completion (Principal);
Proceeds from the Loan shall be used to progress exploration programs and feasibility
study works;
The Loan interest rate shall be nil;
the Loan shall only be repaid from operating surplus from future operations of
Masiqhame;
In addition to the Principal, the Company may elect at its sole discretion to provide
additional finance by means of the Loan in order to progress exploration works and
complete feasibility study works and if applicable, apply for a mining right;
6
Orion Gold NL
Annual Financial Report
Orion Gold NL
33
Annual Financial Report
Directors’ Report (continued)
Directors’ Report (continued)
•
•
•
•
•
The Consideration Shares are subject to regulatory and shareholder approvals. If certain South
African regulatory approvals for the issue of Shares to the vendors are not received within an agreed
period, the Consideration Shares may be settled by cash payment to the vendors unable to obtain
such approvals.
Shares issued to the vendors will be subject to a 6 month voluntary escrow period from their date of
issue and 75% of the Shares issued to the vendors will be subject to a 12-month voluntary escrow
period from their date of issue.
The option fee payable by the Company in July 2016, to maintain the option until 31 December 2016
is ZAR250,000 (AUD22,000). Upon exercise of the option, one final option fee will become payable to
the vendor, which shall be equal to the previous option fee payment made by the Company.
The acquisition is subject to a number of conditions precedent including but not limited to due diligence to be
completed by the Company, the Company providing or procuring finance for Agama so that it can settle all
shareholder loans (ZAR32,300,000 (AUD2,800,000)) and approvals.
Option Agreement – Masiqhame (South Africa)
In April 2016 the Company executed a binding option agreement with Masiqhame for Orion to earn up to a
73% interest in Masiqhame (Option). Masiqhame holds prospecting rights over large, highly prospective area
located approximately 80km’s north of the PC Project. Key terms of the Option are as follows:
•
The Company has the opportunity to earn up to a 73% interest in Masiqhame.
• Masiqhame is a privately owned South African company with 100% Historically Disadvantaged South
African ownership. Masiqhame is thus black economic empowerment (BEE) compliant from the
outset and the Company will earn in to an incorporated joint venture, partnering with a BEE partner
via Masiqhame.
The Company will have an exclusive option to undertake due diligence on the corporate entity and
the prospecting rights until no later than 30 September 2016, failing which the parties will be released
from their obligations under the Option.
Following the successful completion of due diligence, should the Company elect to exercise the
Option:
o
the Company will pay Masiqhame ZAR1,500,000 (AUD130,000) to invest in new fully paid
Masiqhame shares (Masiqhame Shares); and
o Masiqhame will issue the Company with Masiqhame Shares which shall result in the Company
being the holder of 50% of the total Masiqhame Shares on issue immediately following such
issue of Masiqhame Shares.
(Completion)
• At Completion, the Company shall have the right to appoint the majority of directors to the board of
Masiqhame and shall be appointed manager and operator of the prospecting rights;
• Once the Company has earnt the initial 50% interest in Masiqhame through the issue of Masiqhame
Shares to the Company, it can elect to increase its interest by a further 23% (to 73% in total) via :
o provision of a shareholder loan to Masiqhame (Loan) on the following terms:
The principal amount of the Loan shall be the ZAR equivalent of AUD100,000 in each 12
month period commencing from the 12th month following Completion (Principal);
Proceeds from the Loan shall be used to progress exploration programs and feasibility
study works;
The Loan interest rate shall be nil;
Masiqhame;
the Loan shall only be repaid from operating surplus from future operations of
In addition to the Principal, the Company may elect at its sole discretion to provide
additional finance by means of the Loan in order to progress exploration works and
complete feasibility study works and if applicable, apply for a mining right;
(cid:31)
(cid:31)
(cid:31)
(cid:31)
(cid:31)
(cid:31) Masiqhame shareholders as at the date of execution of the Option will be free carried
until such time that a mining right is granted; and
(cid:31)
if the Company fails to advance the Principal in any 12 month period, Masiqhame may
subject to notice periods demand that all of the Masiqhame Shares held by the
Company be transferred back to the Masiqhame shareholders (excluding the
Company) for nil consideration and remove the Company as manager.
o
o
finalisation of a feasibility study; and
lodgement of an application for the grant of a mining right over some or all of the area of the
prospecting rights,
Following this, Masiqhame shall immediately issue further new Masiqhame Shares to the Company
which shall result in the Company being the holder of 73% of the total Masiqhame Shares on issue
immediately following such issue.
•
The transaction is subject to due diligence to be conducted by the Company and all necessary
regulatory approvals.
Walhalla Project – Option Agreement Mining Licence
On 11 August 2015, the Company announced that it had entered into a binding term sheet (A1 Term Sheet)
with A1 Consolidated Gold Limited (A1 Gold) for A1 Gold to acquire the Company’s Walhalla Project Licence
in Victoria, which includes the Eureka and Tubal Cain deposits, for total consideration of $850,000.
On 30 December 2015, the Company announced that it had entered into a binding agreement with A1 Gold
(A1 Agreement) that amended the terms of the A1 Term Sheet for A1 Gold to acquire the licence. Key terms
of the A1 Agreement are as follows:
•
•
•
•
$50,000 cash payment (received by the Company in August 2015);
$300,000 consideration through the issue of 7,816,285 fully paid ordinary A1 Gold shares (A1 Shares) at
the VWAP of the A1 Shares as traded on the ASX in the ten trading days prior to 7 August 2015
($0.03838). The A1 Shares were issued to the Company on 2 February 2016 and are not subject to
escrow;
$500,000 royalty through a 2% royalty on net smelter returns from the sale of gold recovered and sold
by A1 Gold from the Licence (NSR). In addition, A1 Gold has granted the Company a put option
whereby the Company can at any time following a period of 36 months from the date of the A1 Term
Sheet, require A1 Gold to purchase the NSR at a price equal to $500,000 less any NSR paid in
accordance with the A1 Term Sheet (NSR Consideration). The Company can elect to receive the NSR
Consideration as cash or A1 Shares issued to the Company at the VWAP of the Shares as traded on
the ASX in the ten trading days prior to the date of issue; and
Following the Completion Date, and upon the Victorian Government Department of Economic
Development, Jobs, Transport and Resources (DEDJTR) issuing a recommendation in relation to the
transfer of the Licence from the Company to A1 Gold, A1 Gold is required to replace the $180,000
rehabilitation bond that the Company has on deposit with the DEDJTR.
• Masiqhame will then apply the ZAR1,500,000 the Company has invested in Masiqhame Shares to
execute an initial exploration program on the tenements.
The acquisition of the Licence by A1 Gold is subject to the grant of consents required under the Mineral
Resources (Sustainable Development) Act.
The previous agreement with A1 Gold involving an option to acquire the Walhalla Project tenements in
Victoria expired on 31 July 2015.
6
7
34
Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Directors’ Report (continued)
Capital Raisings and Loan Facilities
1. Share Purchase Plan
On 6 November 2015, the Company announced an offer to shareholders of Shares under a share purchase
plan (SPP). Under the SPP, each eligible shareholder was entitled to apply for parcels of Shares up to a
maximum of $15,000 without incurring brokerage or transaction costs. The SPP offer closed on 11 December
2015.
On 17 December 2015, the Company issued 37,155,101 Shares, to raise $557,327, resulting from a receipt of
funds from SPP participants. The issue price of Shares under the SPP was $0.015 per Share.
2. Placements
• During December 2015, the Company issued 28,914,790 Shares at an issue price of $0.015 to raise
$433,722 as approved by shareholders at the Company’s Annual General Meeting held on 26
November 2015 (AGM).
• Under the terms of the agreement for the sale of the Eastern Goldfields Project, Eastern Goldfields
Limited agreed to procure the subscription for 33,333,333 Shares at $0.015 per Share to raise $500,000.
On 8 June 2016, the Company issued the Shares, which fell within the 15% capacity for issues of equity
securities without shareholder approval afforded by ASX Listing Rule 7.1.
• On 23 June 2016, the Company issued 20,673,332 Shares at an issue price of $0.015 per Share to raise
$310,100. The issue of these Shares was made to sophisticated investors, pursuant to Section 708A of
the Corporations Act 2001 and fell within the 15% capacity for issues of equity securities without
shareholder approval afforded by ASX Listing Rule 7.1.
3. Loan Facilities and Issue of Shares to Directors and Associates
During the reporting period, the Company finalised loan agreements with two of its major shareholders for a
total of $1,000,000.
A $500,000 loan facility was agreed with Silja Investment Ltd (Silja), the Company’s largest shareholder and a
company associated with a Non-executive Director of the Company, Mr Alexander Haller, and a $500,000
loan facility was agreed with Tarney Holdings Pty Ltd ATF The DP & FL Waddell Family Trust (Tarney), a
company associated with the Company’s Chairman, Mr Denis Waddell (together the Facilities).
Under the terms of the Facilities, the Company or lenders had the option to convert cash drawn down under
the Facilities to Shares (subject to Shareholder approval).
In conjunction with the Company’s SPP, as approved by shareholders at the Company’s AGM, on 2
December 2015, the Company issued the following Shares to convert existing loans from director related
entities into Shares:
•
•
33,333,333 Shares to Tarney - $500,000
9,333,333 Shares to Silja - $140,000
The Shares were issued at $0.015 per Share being the same issue price as the SPP.
On 23 February 2016 the Company paid Silja $100,000, thereby repaying the balance of the Silja Facility that
was outstanding as at 31 December 2015. Following the repayment of the Silja Facility, the security against all
present and after acquired property of the Company was removed.
In conjunction with the loan facilities conversion, on 2 December 2015 the Company also issued 6,666,666
Shares to Mr Errol Smart (Orion’s Managing Director and CEO) at an issue price of $0.015 per Share to raise
$100,000.
Sale of Non-Core Tenement Package to Eastern Goldfields
In May 2016 the Company entered into a binding agreement for the sale of its Eastern Goldfields Project to
Eastern Goldfields Limited (Eastern).
8
Orion Gold NL
Annual Financial Report
Orion Gold NL
35
Annual Financial Report
Directors’ Report (continued)
Capital Raisings and Loan Facilities
1. Share Purchase Plan
On 6 November 2015, the Company announced an offer to shareholders of Shares under a share purchase
plan (SPP). Under the SPP, each eligible shareholder was entitled to apply for parcels of Shares up to a
maximum of $15,000 without incurring brokerage or transaction costs. The SPP offer closed on 11 December
On 17 December 2015, the Company issued 37,155,101 Shares, to raise $557,327, resulting from a receipt of
funds from SPP participants. The issue price of Shares under the SPP was $0.015 per Share.
2015.
2. Placements
• During December 2015, the Company issued 28,914,790 Shares at an issue price of $0.015 to raise
$433,722 as approved by shareholders at the Company’s Annual General Meeting held on 26
November 2015 (AGM).
• Under the terms of the agreement for the sale of the Eastern Goldfields Project, Eastern Goldfields
Limited agreed to procure the subscription for 33,333,333 Shares at $0.015 per Share to raise $500,000.
On 8 June 2016, the Company issued the Shares, which fell within the 15% capacity for issues of equity
securities without shareholder approval afforded by ASX Listing Rule 7.1.
• On 23 June 2016, the Company issued 20,673,332 Shares at an issue price of $0.015 per Share to raise
$310,100. The issue of these Shares was made to sophisticated investors, pursuant to Section 708A of
the Corporations Act 2001 and fell within the 15% capacity for issues of equity securities without
shareholder approval afforded by ASX Listing Rule 7.1.
3. Loan Facilities and Issue of Shares to Directors and Associates
During the reporting period, the Company finalised loan agreements with two of its major shareholders for a
total of $1,000,000.
A $500,000 loan facility was agreed with Silja Investment Ltd (Silja), the Company’s largest shareholder and a
company associated with a Non-executive Director of the Company, Mr Alexander Haller, and a $500,000
loan facility was agreed with Tarney Holdings Pty Ltd ATF The DP & FL Waddell Family Trust (Tarney), a
company associated with the Company’s Chairman, Mr Denis Waddell (together the Facilities).
Under the terms of the Facilities, the Company or lenders had the option to convert cash drawn down under
the Facilities to Shares (subject to Shareholder approval).
In conjunction with the Company’s SPP, as approved by shareholders at the Company’s AGM, on 2
December 2015, the Company issued the following Shares to convert existing loans from director related
entities into Shares:
•
•
33,333,333 Shares to Tarney - $500,000
9,333,333 Shares to Silja - $140,000
On 23 February 2016 the Company paid Silja $100,000, thereby repaying the balance of the Silja Facility that
was outstanding as at 31 December 2015. Following the repayment of the Silja Facility, the security against all
present and after acquired property of the Company was removed.
In conjunction with the loan facilities conversion, on 2 December 2015 the Company also issued 6,666,666
Shares to Mr Errol Smart (Orion’s Managing Director and CEO) at an issue price of $0.015 per Share to raise
$100,000.
Sale of Non-Core Tenement Package to Eastern Goldfields
In May 2016 the Company entered into a binding agreement for the sale of its Eastern Goldfields Project to
Eastern Goldfields Limited (Eastern).
Directors’ Report (continued)
Under the terms of the agreement, the Company received the following consideration for the sale of the
tenements to Eastern:
•
•
•
$125,000 paid in cash;
2,000,000 unlisted Eastern options, on the following terms:
Number of options
1,000,000
1,000,000
Exercise Price
$0.168
$0.189
Expiry Date
8/03/2018
8/03/2020
Eastern to procure the subscription of 33,333,333 Orion shares at $0.015 per share to raise $500,000.
Research and Development Tax Incentive
During the year, the Company received a Research and Development (R&D) Tax Incentive rebate from the
Australian Taxation Office of $843,638. For the year ended 30 June 2015, the Company incurred eligible R&D
expenditure from which the rebate was calculated.
For the year ended 30 June 2016, the Company incurred eligible expenditure in relation to R&D and a claim is
being finalised. No receivable has been recognised as there is still some uncertainty surrounding its receipt.
Further, the receipt is still contingent upon acceptance from both AusIndustry and the Australian Taxation
Office.
Results of operations – the Group
The Group recorded a loss of $2,528,188 (2015: $3,362,961) after tax for the year. The result was affected
considerably by impairment of exploration assets of $414,764 (2015: $1,625,527) and exploration expenditure
incurred of $1,449,779 which, under the Group’s deferred exploration, evaluation and development policy,
did not qualify to be capitalised and was expensed. Net cash used in operating activities totalled $2,252,847
(2015: $1,449,917) and net cash received in investing activities totaled $365,865 (2015: $1,287,846). For the
year, the Group’s net cash used in exploration and evaluation activities was $1,955,394 (2015: $3,271,654).
Cash on hand at the end of the year was $651,748 (2015: $118,279).
The Group continues to focus strongly on exploration within its Areachap Copper-Zinc and Gold Project (South
Africa), Connors Arc Epithermal Gold Project (Queensland), Fraser Range – Gold-Nickel-Copper Project
(Western Australia) and its Walhalla Polymetals Project (Victoria). A total of $1,934,718 (2015: $3,015,581) in
exploration expenditure was incurred during the year. The Group undertook a review of the carrying value of
each exploration area of interest. As a result, the carrying value of deferred exploration, evaluation and
development expenditure was written down by $414,764 due to analysis performed by management
indicating that the capitalised exploration on an area of interest would not be recoverable by the Company
as successful future development is not expected.
The basic loss per share for the Group for the year was 0.68 cents and diluted loss per share for the Group for
the year was 0.68 cents (2015: loss per share1.08 cents and diluted loss per share 1.08 cents).
The Shares were issued at $0.015 per Share being the same issue price as the SPP.
No dividend has been paid during or is recommended for the financial year ended 30 June 2016.
Business Strategies
The Company will continue to focus on exploration within its Areachap Copper-Zinc and Gold Project (South
Africa), Connors Arc Epithermal Gold Project (Queensland), Fraser Range – Gold-Nickel-Copper Project
(Western Australia) and its Walhalla Polymetals Project (Victoria).
Risks to the Business
Risks to the business are rated on the basis of their potential impact on the Group as a whole after taking into
account current mitigating actions. Investors should be aware that the below list is not an exhaustive list and
that there are a number of other risks associated with an investment in the Company. The Group regularly
reviews the possible impact of these risks and seeks to minimise their impact through its internal controls, risk
management policy, and corporate governance. The following describes the principal risks and uncertainties
that could materially impact the Group:
8
9
36
Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Directors’ Report (continued)
• Capital - Each of the Group’s key exploration targets remain in the exploration phase. Future
exploration programs require substantial levels of expenditure to ensure that Group’s tenements are
held in good standing. The Group is currently reliant on the capital and debt markets to fund its
ongoing operations and therefore any unforeseeable events in these markets may impact the Group’s
ability to finance its future exploration projects;
•
Sovereign risk – The Group’s exploration activities are carried out in Australia and South Africa. As a
result, the Group is subject to political, social, economic and other uncertainties including, but not
limited to, changes in policies or the personnel administering them, foreign exchange restrictions,
changes of law affecting foreign ownership, currency fluctuations, royalties and tax increases in that
country. Other potential issues contributing to uncertainty such as repatriation of income, exploration
licensing, environmental protection and government control over mineral properties should also be
considered. Potential risk to the Group’s activities may occur if there are changes to the political, legal
and fiscal systems which might affect the ownership and operation of the Group’s interests in South
Africa. This may also include changes in exchange control systems, expropriation of mining rights,
changes in government and in legislative and regulatory regimes.
• Title risk and Native Title – One of the Group’s key projects, the Areachap Project, is located in South
Africa. Interests in tenements in South Africa are governed by legislation and are evidenced by the
granting of mining or prospecting rights. The Company also has an interest in several Australian
exploration tenements. Interests in Australian tenements held by the Group are governed by Federal
and State legislation and are evidenced by the granting of mining or exploration licences.
These tenements are subject to periodic review and compliance, including the relinquishment of
certain areas. As a result, there is no guarantee that these areas of interest will be renewed in the future
or if there will be sufficient funds available to meet the attaching minimum expenditure commitments
when they arise.
It is also possible that in relation to the Australian tenements which the Group has an interest in or will in
the future acquire such an interest, there may be areas over which legitimate common law native title
rights of Aboriginal Australians exist. If native title rights do exist, the ability of the Group to gain access
to tenements (through obtaining consent of any relevant landowner), or to progress from the
exploration phase to the development and mining phases of operations may be adversely affected;
•
•
Resources and Reserve estimates - There are inherent uncertainties in estimating reserve and resource
estimates as it requires significant subjective judgements and determinations based on the available
geological, technical, and economic information. Estimates and assumptions that were previously valid
may change significantly when new information or techniques become available and therefore may
require restatement; and
Rehabilitation - The government regulations in the various jurisdictions which the Group operates require
rehabilitation of drill sites including any other sites where the Group has caused surface and ground
disturbance. To date drilling in a particular area of interest is complete or not active for an extended
period of time due to other drilling project priorities. The Group’s intention is to conduct its activities to
the highest level of environmental obligations, however there are certain risks inherent in the Group’s
activities which could subject the Group to future liabilities.
SUBESQUENT EVENTS AFTER THE BALANCE DATE
There has not arisen in the interval between the end of the financial year and the date of this report any item,
transaction or event of a material and unusual nature likely, in the opinion of the directors of the Company, to
affect the operations of the Group, the results of those operations or the state of affairs of the Group in
subsequent financial years except for those matters referred to below:
Earn-In Right - Jacomynspan Nickel-Copper-PGE Project (South Africa)
As referred to in the Operations section of this Report, subsequent to the end of the year the Company
announced that it had entered into a binding term sheet to acquire the earn-in rights over the Jacomynspan
Project from two companies, Namaqua Nickel Mining (Pty) Ltd (Namaqua) and Disawell (Pty) Ltd (Disawell)
(together the Companies), which hold partly overlapping prospecting rights and mining right applications.
10
o
o
o
o Due diligence to be conducted by the Company;
o
The Company providing the Companies with an initial exploration program to be carried out
for the first 6 month period following the Earn-In Commencement Date (Initial Program);
The Companies obtaining all necessary approvals for the Company to access the
Jacomynspan Project and conduct exploration activities including the Initial Program;
The Company providing proof of financial capacity to execute the Initial Program prior to 9
January 2017; and
The parties entering into a comprehensive earn-in agreement prior to 10 November 2016.
Orion Gold NL
Annual Financial Report
Orion Gold NL
37
Annual Financial Report
Directors’ Report (continued)
Directors’ Report (continued)
The Company’s earn-in right is via a South African-registered special-purpose vehicle (SPV), which will be
established by the Company as its vehicle for investment in the joint ventures and of which historically-
disadvantaged South African (HDSA) shall hold a minimum of 26% of the issued shares. Key terms of the
transaction are set out below:
•
SPV has the exclusive opportunity to earn up to an 80% interest (Company 59.2%) in the Companies.
The Companies are privately owned South African companies with 26% or greater HDSA ownership.
• Conditions precedent to the commencement of earn in rights (Earn-In Commencement Date)
include:
• Capital - Each of the Group’s key exploration targets remain in the exploration phase. Future
exploration programs require substantial levels of expenditure to ensure that Group’s tenements are
held in good standing. The Group is currently reliant on the capital and debt markets to fund its
ongoing operations and therefore any unforeseeable events in these markets may impact the Group’s
ability to finance its future exploration projects;
•
Sovereign risk – The Group’s exploration activities are carried out in Australia and South Africa. As a
result, the Group is subject to political, social, economic and other uncertainties including, but not
limited to, changes in policies or the personnel administering them, foreign exchange restrictions,
changes of law affecting foreign ownership, currency fluctuations, royalties and tax increases in that
country. Other potential issues contributing to uncertainty such as repatriation of income, exploration
licensing, environmental protection and government control over mineral properties should also be
considered. Potential risk to the Group’s activities may occur if there are changes to the political, legal
and fiscal systems which might affect the ownership and operation of the Group’s interests in South
Africa. This may also include changes in exchange control systems, expropriation of mining rights,
changes in government and in legislative and regulatory regimes.
• Title risk and Native Title – One of the Group’s key projects, the Areachap Project, is located in South
Africa. Interests in tenements in South Africa are governed by legislation and are evidenced by the
granting of mining or prospecting rights. The Company also has an interest in several Australian
exploration tenements. Interests in Australian tenements held by the Group are governed by Federal
and State legislation and are evidenced by the granting of mining or exploration licences.
These tenements are subject to periodic review and compliance, including the relinquishment of
certain areas. As a result, there is no guarantee that these areas of interest will be renewed in the future
or if there will be sufficient funds available to meet the attaching minimum expenditure commitments
when they arise.
It is also possible that in relation to the Australian tenements which the Group has an interest in or will in
the future acquire such an interest, there may be areas over which legitimate common law native title
rights of Aboriginal Australians exist. If native title rights do exist, the ability of the Group to gain access
to tenements (through obtaining consent of any relevant landowner), or to progress from the
exploration phase to the development and mining phases of operations may be adversely affected;
•
•
Resources and Reserve estimates - There are inherent uncertainties in estimating reserve and resource
estimates as it requires significant subjective judgements and determinations based on the available
geological, technical, and economic information. Estimates and assumptions that were previously valid
may change significantly when new information or techniques become available and therefore may
require restatement; and
Rehabilitation - The government regulations in the various jurisdictions which the Group operates require
rehabilitation of drill sites including any other sites where the Group has caused surface and ground
disturbance. To date drilling in a particular area of interest is complete or not active for an extended
period of time due to other drilling project priorities. The Group’s intention is to conduct its activities to
the highest level of environmental obligations, however there are certain risks inherent in the Group’s
activities which could subject the Group to future liabilities.
SUBESQUENT EVENTS AFTER THE BALANCE DATE
• Orion SPV is able to earn an initial interest of 25% (Orion 18.5%) in the Companies via staged
expenditure of USD500,000 on the Jacomynspan Project over the 12 months from the Earn In
Commencement Date (First Earn In Right) including:
Expenditure commitment of USD250,000 in the first 6 months; and
o
o A further $250,000 must be spent within 12 months of the Earn-In Commencement Date
(USD500,000 in total expenditure).
• Once Orion SPV has earnt the initial 25% interest:
o
o
o
The Companies will issue the Company with fully paid ordinary shares in the Companies
which shall result in Orion SPV being the holder of 25% of the total shares on issue immediately
following such issue of shares;
The Companies will record a shareholder loan account in favour of Orion SPV to the value of
the First Earn In Right expenditure incurred by Orion and shall continue to record further
expenditure by the Orion SPV as an increase in the shareholder loan account (Orion Loan);
The Company can elect to increase its interest via further expenditure, as detailed below, or
maintain its 25% interest by contributing pro-rata to exploration; and
o Within 30 days, the parties will negotiate the terms of a shareholders agreement to govern the
terms of relationship between the shareholders.
•
Following the First Earn In Right, should the Company elect to increase its interest via further
expenditure, the Orion SPV can earn a further 25% interest (making its total interest 50% (the Company
37%)) by expending a further USD1,000,000 on the Jacomynspan Project (USD1,500,000 total
expenditure) over a further 12 months (2 years from Earn-In Commencement Date) (Second Earn In
Right).
• Once Orion SPV has earnt a 50% interest:
o
o
The Companies will issue the Company with shares which shall result in Orion SPV being the
holder of 50% of the total shares on issue immediately following such issue of shares; and
The Company can elect to increase its interest via further expenditure, as detailed below, or
maintain its 50% interest by contributing pro-rata to exploration.
There has not arisen in the interval between the end of the financial year and the date of this report any item,
transaction or event of a material and unusual nature likely, in the opinion of the directors of the Company, to
affect the operations of the Group, the results of those operations or the state of affairs of the Group in
subsequent financial years except for those matters referred to below:
•
Earn-In Right - Jacomynspan Nickel-Copper-PGE Project (South Africa)
As referred to in the Operations section of this Report, subsequent to the end of the year the Company
announced that it had entered into a binding term sheet to acquire the earn-in rights over the Jacomynspan
Project from two companies, Namaqua Nickel Mining (Pty) Ltd (Namaqua) and Disawell (Pty) Ltd (Disawell)
(together the Companies), which hold partly overlapping prospecting rights and mining right applications.
Following the Second Earn in Right, should the Company elect to increase its interest via further
expenditure, Orion SPV can earn a further 30% interest (making its total interest 80% (the Company
59.2%)) by:
o
Expending a
expenditure) over a further 12 months (3 years from Earn In Commencement Date);
the Jacomynspan Project (USD2,000,000
further USD500,000 on
total
o Completing a bankable feasibility study, which has been reviewed and signed off by an
independent external expert; and
o Providing or securing project finance terms to develop a mining operation within the Project
Area as per the bankable feasibility study and which shall not result in any Shareholder
dilution.
10
11
38
Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Directors’ Report (continued)
• On the Earn-In Commencement Date, the Company will be appointed as the operator and manager
of the joint ventures and will have the right to appoint a minimum of one director to the boards of the
Companies.
•
The Companies shareholders on the date of execution of the term sheet (Signature Date) shall be
entitled to a 2% royalty in proportion to their beneficial interest in the Companies at the Signature
Date, on net smelter returns arising from the production and sale of metals from the Jacomynspan
Project’s SAMREC resource as at the Signature Date (Royalty). At any time following the Earn-In
Commencement Date, Orion shall have the right at its sole discretion to buy out the Royalty for an
aggregate value of USD2,000,000.
• As noted above, all expenditure by the Company shall be advanced to the Companies as an Orion
Loan. In addition to the Orion Loan, the Companies have existing shareholder loans of ZAR78,500,000
(USD5,400,000) as at the Signature Date (together Shareholder Loans). Following the completion of
the First Stage Earn In, the parties will negotiate the terms of a Shareholders Loan to govern the terms
of the Shareholder Loans. The Shareholder Loan agreement will contain clauses normally
contemplated by a formal agreement negotiated in good faith between the parties.
Should the Company fail to meet its earn in right commitments, then either the parties will re-negotiate the
terms of the term sheet or, if the parties are unable to agree those new terms, then the Company will
relinquish its rights to earn any further interest in the Companies and the term sheet will be at an end.
Placement
On 16 September 2016, the Company announced that it had issued 9,100,000 ordinary shares at $0.025 per
share to raise $227,500 by way of placement. The proceeds will be used to progress drilling and exploration
work as part of due diligence being undertaken on the Areachap project and to progress exploration work at
Connors Arc in Queensland and Fraser Range in Western Australia.
DIRECTORS’ MEETINGS
The number of meetings attended by each Director of the Company during the financial year was:
Board meetings
Audit committee meetings
Number held
and entitled to
attend
Number
attended
Number
held and entitled
to attend
Number
attended
20
20
20
20
20
20
20
19
2
2
---
2
2
2
---
2
Mr D Waddell
Mr E Smart
Mr W Oliver
Mr A Haller
DIRECTORS’ INTERESTS
The relevant interest of each director in the shares, or options over such instruments issued by the Company,
as notified by the directors to the Australian Securities Exchange in accordance with S205G(1) of the
Corporations Act 2001, at the date of this report is as follows:
Mr D Waddell(i)
Mr E Smart (ii)
Mr W Oliver
Mr A Haller (iii)
Ordinary shares
66,546,104
16,209,333
5,471,088
68,008,826
Unlisted options over ordinary
shares
18,000,000
45,000,000
9,000,000
---
(i)
On 2 December 2015, Mr Waddell was issued 33,333,333 ordinary shares at an issue price of $0.015 per
share. Mr Waddell is associated with Tarney Holdings Pty Ltd and the issue was for conversion of cash
drawn against the Tarney Loan Facility (refer Note 16).
12
Orion Gold NL
Annual Financial Report
Orion Gold NL
39
Annual Financial Report
Directors’ Report (continued)
Directors’ Report (continued)
• On the Earn-In Commencement Date, the Company will be appointed as the operator and manager
of the joint ventures and will have the right to appoint a minimum of one director to the boards of the
Companies.
•
The Companies shareholders on the date of execution of the term sheet (Signature Date) shall be
entitled to a 2% royalty in proportion to their beneficial interest in the Companies at the Signature
Date, on net smelter returns arising from the production and sale of metals from the Jacomynspan
Project’s SAMREC resource as at the Signature Date (Royalty). At any time following the Earn-In
Commencement Date, Orion shall have the right at its sole discretion to buy out the Royalty for an
aggregate value of USD2,000,000.
• As noted above, all expenditure by the Company shall be advanced to the Companies as an Orion
Loan. In addition to the Orion Loan, the Companies have existing shareholder loans of ZAR78,500,000
(USD5,400,000) as at the Signature Date (together Shareholder Loans). Following the completion of
the First Stage Earn In, the parties will negotiate the terms of a Shareholders Loan to govern the terms
of the Shareholder Loans. The Shareholder Loan agreement will contain clauses normally
contemplated by a formal agreement negotiated in good faith between the parties.
Should the Company fail to meet its earn in right commitments, then either the parties will re-negotiate the
terms of the term sheet or, if the parties are unable to agree those new terms, then the Company will
relinquish its rights to earn any further interest in the Companies and the term sheet will be at an end.
On 16 September 2016, the Company announced that it had issued 9,100,000 ordinary shares at $0.025 per
share to raise $227,500 by way of placement. The proceeds will be used to progress drilling and exploration
work as part of due diligence being undertaken on the Areachap project and to progress exploration work at
Connors Arc in Queensland and Fraser Range in Western Australia.
The number of meetings attended by each Director of the Company during the financial year was:
(ii)
(iii)
On 2 December 2015, Mr Smart was issued 6,666,666 ordinary shares at an issue price of $0.015 per
share. Mr Smart took part in a placement completed during the year.
On 17 December 2015, Mr Smart was issued 800,000 ordinary shares at an issue price of $0.015 per
share. Mr Smart took part in the Share Purchase Plan completed during the year.
On 2 December 2015, Silja Investment Ltd was issued 9,333,333 ordinary shares at an issue price of
$0.015 per share. Mr Haller is associated with Silja Investment Ltd and the issue was for conversion of
cash drawn against the Silja Loan Facility (refer Note 16).
SHARE OPTIONS
Options granted to directors and executives of the Company
During or since the end of the financial year, the Company has not granted any options for no consideration
over unissued ordinary shares in the Company to key management personnel as part of their remuneration.
Unissued shares under options and performance rights
At the date of this report unissued ordinary shares of the Company under option are:
Expiry date
30 April 2018
30 April 2018
30 April 2018
31 May 2018
31 May 2018
31 May 2018
30 November 2019
30 November 2019
30 November 2020
30 November 2020
30 November 2020
Exercise price Number of shares
1,000,000
1,000,000
1,000,000
9,000,000
9,000,000
9,000,000
250,000
250,000
18,333,333
18,333,333
18,333,334
85,500,000
$0.147849
$0.247849
$0.347849
$0.147849
$0.247849
$0.347849
$0.045
$0.06
$0.02
$0.035
$0.05
Board meetings
Audit committee meetings
Number held
and entitled to
attend
Number
attended
Number
held and entitled
to attend
Number
attended
20
20
20
20
20
20
20
19
2
2
---
2
2
2
---
2
Shares issued on exercise of options
There were no options exercised during or since the end of the financial year.
REMUNERATION REPORT - AUDITED
The Remuneration Report sets out remuneration information for Orion Gold NL for the year ended 30 June
2016. The following were key management personnel of the Group at any time during the reporting period
and unless otherwise indicated were key management personnel for the entire period.
Key Management Personnel
Designation
Position Held During Year
Placement
DIRECTORS’ MEETINGS
Mr D Waddell
Mr E Smart
Mr W Oliver
Mr A Haller
DIRECTORS’ INTERESTS
Mr D Waddell(i)
Mr E Smart (ii)
Mr W Oliver
Mr A Haller (iii)
The relevant interest of each director in the shares, or options over such instruments issued by the Company,
as notified by the directors to the Australian Securities Exchange in accordance with S205G(1) of the
Corporations Act 2001, at the date of this report is as follows:
Ordinary shares
Unlisted options over ordinary
66,546,104
16,209,333
5,471,088
68,008,826
shares
18,000,000
45,000,000
9,000,000
---
Mr William Oliver
Director – Executive
Mr Alexander Haller
Director – Non Executive
Mr Martin Bouwmeester
Mr Kim Hogg
(i)
On 2 December 2015, Mr Waddell was issued 33,333,333 ordinary shares at an issue price of $0.015 per
share. Mr Waddell is associated with Tarney Holdings Pty Ltd and the issue was for conversion of cash
drawn against the Tarney Loan Facility (refer Note 16).
12
13
Managing Director
Chief Executive Officer
Technical Director
Chief Operating Officer
Director
Company Secretary
Business Development Manager
Company Secretary – Former (resigned 31
March 2016)
Mr Denis Waddell
Mr Errol Smart
Chairman – Non Executive Chairman
Director – Executive
40
Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Directors’ Report (continued)
REMUNERATION REPORT - AUDITED (continued)
Remuneration Policy
Key management personnel have authority and responsibility for planning, directing and controlling the
activities of the Group. Key management personnel comprise the directors and executives of the Company
and the Group, which comprise executives that report directly to the Managing Director and CEO of the
Company and the Group.
It is the Group’s objective to provide maximum stakeholder benefit from the retention of a high quality Board
and management by remunerating directors and executives fairly and appropriately with reference to
relevant employment and market conditions. To assist in achieving the objective the Board links the nature
and amount of executive directors’ remuneration to the Group’s financial and operational performance.
The expected outcome of the Group’s remuneration structure is:
Retention and motivation of directors and executives;
•
• Attraction of quality management to the Group; and
•
Performance rewards to allow directors and executives to participate in the future success of the Group.
Remuneration may include base salary and fees, short term incentives, superannuation contributions and long
term incentives. Any equity based remuneration for directors will only be made with the prior approval of
shareholders at a general meeting. All base salary and fees, short term incentives, superannuation
contributions granted to key management personnel during the year was fixed under service agreements
between the Company and key management personnel and was not impacted by performance related
measures. In relation to the payment of bonuses, options and other incentive payments, discretion is
exercised by the Board, having regard to the overall performance of the Group and the performance of the
individual during the period.
The Board of directors is responsible for determining and reviewing compensation arrangements for the
executive and non-executive directors. The maximum remuneration of non-executive directors is the subject
of shareholder resolution in accordance with the Company’s Constitution, and the Corporations Act 2001 as
applicable.
The total level of remuneration for the financial year for all non-executive directors of $80,700 is maintained
within the maximum limit of $350,000 approved by shareholders. When setting fees and other compensation
for non-executive directors, the Board may seek independent advice and apply Australian benchmarks. The
Board may recommend additional remuneration to non-executive directors called upon to perform extra
services or make special exertions on behalf of the Group.
There is no scheme to provide retirement benefits, other than statutory superannuation when applicable, to
non-executive directors.
The Chairman will undertake an annual assessment of the performance of the individual directors and meet
privately with each director to discuss this assessment. Basis for evaluation for assessing performance is by
reference to Company charters and current best practice.
Consequences of performance on shareholders wealth
In considering the Group’s performance and benefits for shareholders wealth, the Board of directors has
regard to the following indices in respect of the current financial year and the previous three financial years.
Net profit/(loss) attributable to equity
holders of the Company
Dividends paid
Actual share price
2016
2015
2014
2013
$(2,528,188)
---
$(3,362,961)
---
$(12,866,030)
---
$(8,515,184)
---
$0.016
$0.023
$0.04
$0.04
14
Orion Gold NL
Annual Financial Report
Orion Gold NL
41
Annual Financial Report
Directors’ Report (continued)
Directors’ Report (continued)
REMUNERATION REPORT - AUDITED (continued)
REMUNERATION REPORT - AUDITED (continued)
Remuneration Policy
Key management personnel have authority and responsibility for planning, directing and controlling the
activities of the Group. Key management personnel comprise the directors and executives of the Company
and the Group, which comprise executives that report directly to the Managing Director and CEO of the
Company and the Group.
It is the Group’s objective to provide maximum stakeholder benefit from the retention of a high quality Board
and management by remunerating directors and executives fairly and appropriately with reference to
relevant employment and market conditions. To assist in achieving the objective the Board links the nature
and amount of executive directors’ remuneration to the Group’s financial and operational performance.
The expected outcome of the Group’s remuneration structure is:
Retention and motivation of directors and executives;
• Attraction of quality management to the Group; and
•
•
Performance rewards to allow directors and executives to participate in the future success of the Group.
Remuneration may include base salary and fees, short term incentives, superannuation contributions and long
term incentives. Any equity based remuneration for directors will only be made with the prior approval of
shareholders at a general meeting. All base salary and fees, short term incentives, superannuation
contributions granted to key management personnel during the year was fixed under service agreements
between the Company and key management personnel and was not impacted by performance related
measures. In relation to the payment of bonuses, options and other incentive payments, discretion is
exercised by the Board, having regard to the overall performance of the Group and the performance of the
individual during the period.
applicable.
The total level of remuneration for the financial year for all non-executive directors of $80,700 is maintained
within the maximum limit of $350,000 approved by shareholders. When setting fees and other compensation
for non-executive directors, the Board may seek independent advice and apply Australian benchmarks. The
Board may recommend additional remuneration to non-executive directors called upon to perform extra
services or make special exertions on behalf of the Group.
There is no scheme to provide retirement benefits, other than statutory superannuation when applicable, to
non-executive directors.
The Chairman will undertake an annual assessment of the performance of the individual directors and meet
privately with each director to discuss this assessment. Basis for evaluation for assessing performance is by
reference to Company charters and current best practice.
Consequences of performance on shareholders wealth
In considering the Group’s performance and benefits for shareholders wealth, the Board of directors has
regard to the following indices in respect of the current financial year and the previous three financial years.
Net profit/(loss) attributable to equity
holders of the Company
Dividends paid
Actual share price
2016
2015
2014
2013
$(2,528,188)
$(3,362,961)
$(12,866,030)
$(8,515,184)
---
$0.016
---
$0.023
---
$0.04
---
$0.04
Long Term Incentive Based Remuneration
The Company has an option and performance rights based remuneration scheme for executives. In
accordance with the provisions of the Orion Gold Option and Performance Rights Plan, as approved by
shareholders at a general meeting, executives may be granted options or performance rights to purchase
ordinary shares. The number and terms of options or performance rights granted is at the absolute discretion
of the Board, provided that the total number of options on issue under the scheme at the time of the grant
does not exceed 5% of the number of ordinary shares on issue.
A total of 1,000,000 options were granted during the year ended 30 June 2016 under the terms of the Orion
Gold Option and Performance Rights Plan to employees.
The issue of options to directors and employees encourages the alignment of personal and shareholder
interests.
Service contracts
Key terms of the existing service contracts for key management personnel are as follows:
Managing Director and CEO
Unlimited in term but capable of termination on 1 month’s notice. The Group retains the right to terminate the
contract immediately, by making a payment of 1 month’s remuneration in lieu of notice.
Technical Director and COO
Unlimited in term but capable of termination on 1 month’s notice. The Group retains the right to terminate the
contract immediately, by making a payment of 1 month’s remuneration in lieu of notice.
The Board of directors is responsible for determining and reviewing compensation arrangements for the
executive and non-executive directors. The maximum remuneration of non-executive directors is the subject
of shareholder resolution in accordance with the Company’s Constitution, and the Corporations Act 2001 as
Company Secretary and Business Development Manager
Unlimited in term but capable of termination on 1 month’s notice. The Group retains the right to terminate the
contract immediately, by making a payment of 1 month’s remuneration in lieu of notice.
Key management personnel are also entitled to receive on termination of employment, redundancy benefits.
The service contract outlines the components of compensation paid to the key management personnel but
does not prescribe how compensation levels are modified year to year. Compensation levels are reviewed
each year to take into account cost-of-living changes, any change in the scope of the role performed by the
senior executive and any changes required to meet the principles of the compensation policy.
Directors
Total compensation for all non-executive directors, last voted upon by shareholders at the 2007 Annual
General Meeting, is not to exceed $350,000 per annum and is set based on advice from external advisors with
reference to fees paid to other directors of comparable companies.
The Chairman receives $37,500 per annum, as from 1 October 2014. Prior to this date, the Chairman received
$75,000 per annum. Non-executive directors do not receive performance related compensation. Directors’
fees cover all main board activities and membership of one committee.
Directors may be paid additional amounts for consulting services provided in addition to normal director
duties. Such additional amounts are paid on commercial terms.
Remuneration report approval at the 2015 Annual General Meeting
The 30 June 2015 Remuneration Report received positive shareholder support at the Company’s Annual
General Meeting with a positive vote of 89% in favour.
14
15
42
Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Directors’ Report (continued)
REMUNERATION REPORT - AUDITED (continued)
Directors and Executive Officers’ Remuneration – 2016
Primary salary, incentives, superannuation and
consultancy payments
Share based
payments
(v)
Total
remunerati
on
% of
remuneration
in options
Names
Year
Salary
and fees
$
Short term
incentives
$
Super-
annuation
$
Termination
benefits
$
Options
$
$
%
Directors
Executive Directors
Mr E Smart(i)
Mr W Oliver (ii)
Sub-total
executive
Directors
2016
120,000
2015
135,000
2016
108,000
2015
139,200
2016
228,000
2015
274,200
Non-executive Directors
Mr D Waddell
(iii)
Mr A Haller (iv)
Total directors
remuneration
Executives
Mr M
Bouwmeester
Mr K Hogg
Total
executives
remuneration
Total directors
and executive
officers
remuneration
2016
2015
2016
2015
2016
2015
80,700
46,875
---
---
308,700
321,075
2016
99,000
2015
113,700
2016
13,500
2015
27,000
2016
112,500
2015
140,700
2016
421,200
2015
461,775
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
220,353
340,353
61,504
51,047
196,504
159,047
48,232
187,432
271,400
499,400
109,736
383,936
87,722
24,601
168,422
71,476
---
---
---
---
359,122
134,337
667,822
455,412
41,684
140,684
6.973
120,673
---
---
41,684
6.973
13,500
27,000
154,184
147,673
400,806
822,006
141,310
603,085
65
31
32
26
54
29
52
34
---
---
54
29
30
6
---
---
27
5
49
23
(i)
(ii)
(iii)
Effective from 1 October 2014, Mr Smart’s fixed component of remuneration was revised to $120,000
per annum (previous $240,000 per annum).
Effective from 1 October 2014, Mr Oliver’s fixed component of remuneration was revised to $108,000
per annum (previous $180,000 per annum).
Effective from 1 October 2014, Mr Waddell’s fixed component of remuneration was revised to $37,500
per annum (previous $75,000 per annum).
(iv) Mr Haller has waived his entitlement to receive fees for his position as Non-executive Director from 1
(v)
October 2013. Fees may be reinstated at a later date by resolution of the Board.
Share based payments represent the fair values of options estimated at the date of grant using the
Black Scholes option pricing model. These amounts are not paid in cash.
Insurance premiums paid on behalf of directors and officers are not allocated to or included in total
remuneration.
2
Orion Gold NL
43
Annual Financial Report
Directors’ Report (continued)
REMUNERATION REPORT - AUDITED (continued)
Options and Rights over equity instruments granted as compensation
As at the date of this report, there were 81,000,000 unissued ordinary shares under option issued to directors
and executives (2015: 27,000,000 unissued ordinary shares under option).
Details on options over ordinary shares in the Company that were granted as compensation to each key
management personnel during the reporting period and details on options that were vested during the
reporting period are as follows:
Number of
options
granted
during
2016 (i)
Grant date
Fair value
per option
at grant
date
($)
Exercise
price per
option
($)(ii)
Expiry date
Number of
options
vested
during 2016
Directors
4,000,000
26 November 2015
Mr D Waddell
4,000,000
26 November 2015
4,000,000
26 November 2015
10,000,000
26 November 2015
Mr E Smart
10,000,000
26 November 2015
10,000,000
26 November 2015
2,000,000
26 November 2015
Mr W Oliver
2,000,000
26 November 2015
2,000,000
26 November 2015
---
---
Mr A Haller
Executives
Mr M
Bouwmeester
$0.01
$0.01
$0.01
$0.01
$0.01
$0.01
$0.01
$0.01
$0.01
---
$0.02 30 November 2020
$0.035 30 November 2020
$0.05 30 November 2020
$0.02 30 November 2020
$0.035 30 November 2020
$0.05 30 November 2020
$0.02 30 November 2020
$0.035 30 November 2020
$0.05 30 November 2020
---
---
4,000,000
---
---
10,000,000
---
---
2,000,000
---
---
---
2,000,000
26 November 2015
$0.01
$0.02 30 November 2020
2,000,000
2,000,000
26 November 2015
2,000,000
26 November 2015
Mr K Hogg
----
---
$0.01
$0.01
---
$0.035 30 November 2020
$0.05 30 November 2020
---
---
--
---
---
(i)
(ii)
The options were provided at no cost to the recipient. Each option gives the option holder the right to
subscribe for one ordinary share in the capital of the Company upon exercise of the option in
accordance with the attaching terms and conditions.
The options are exercisable between 1 and 5 years from grant date.
3
44
Orion Gold NL
Orion Gold NL Annual Report 2016
Annual Financial Report
Directors’ Report (continued)
REMUNERATION REPORT - AUDITED (continued)
Analysis of Options and Rights over equity instruments granted as compensation
Details of the vesting profile of the options granted as remuneration to each key management personnel of
the Group as at the end of the reporting period are detailed below.
Directors
Mr D Waddell
Mr E Smart
Mr W Oliver
Mr A Haller
Mr M Bouwmeester
Mr K Hogg
Options granted
Number
2,000,000
4,000,000
4,000,000
4,000,000
5,000,000
10,000,000
10,000,000
10,000,000
1,000,000
2,000,000
2,000,000
2,000,000
---
2,000,000
2,000,000
2,000,000
---
Date
8 July 2013
26 November 2015
26 November 2015
26 November 2015
8 July 2013
26 November 2015
26 November 2015
26 November 2015
3 October 2013
26 November 2015
26 November 2015
26 November 2015
---
26 November 2015
26 November 2015
26 November 2015
---
% vested
in current
year
100%
100%
---%
---%
100%
100%
---%
---%
100%
100%
---%
---%
---%
100%
---%
---%
---%
% lapsed in
current
year (i)
---%
---%
---%
---%
---%
---%
---%
---%
---%
---%
---%
---%
---%
---%
---%
---%
---%
Date grant vests (ii)
26 November 2015
30 November 2015
30 November 2016
30 November 2017
26 November 2015
30 November 2015
30 November 2016
30 November 2017
26 November 2015
30 November 2015
30 November 2016
30 November 2017
---
30 November 2015
30 November 2016
30 November 2017
---
(i)
(ii)
The % lapsed in the year represents the reduction from the maximum number of options available to be
exercised.
The vesting conditions attached to each option granted require the key management personnel to
remain in employment with the Company until the vesting date, unless the Board of directors elects to
waive the expiry terms attached to the grant.
Analysis of movements in options
Changes during the reporting period, by value, of options over ordinary shares in the Company held by each
current key management person, and each of the named current Company executives is detailed below.
Mr D Waddell
Mr E Smart
Mr W Oliver
Mr A Haller
Mr M Bouwmeester
Mr K Hogg
Granted in year
$
125,756
314,390
62,878
---
62,878
---
Value of options
Exercised in
year
$
---
---
---
---
---
---
Lapsed in year
$
---
---
---
---
---
---
18
Orion Gold NL
45
Annual Financial Report
Directors’ Report (continued)
REMUNERATION REPORT - AUDITED (continued)
Options and rights over equity instruments
The movement during the reporting period, by number of options over ordinary shares in the Company held,
directly, indirectly or beneficially, by each key management person, including their related parties, is as
follows:
Balance at
beginning of
period
1-Jul-15
Granted as
remuneration
Purchased
or
acquired
Expired
Balance at
end of
period
30-Jun-16
Not vested
and not
exercisable
Vested and
exercisable
Specified directors
Mr Denis Waddell
Mr Errol Smart
Mr William Oliver
Mr Alexander
Haller
Specified executives
Mr Martin
Bouwmeester
Mr Kim Hogg
Total
8,000,000
15,900,000
3,000,000
12,000,000
30,000,000
6,000,000
(2,000,000)
(900,000)
---
18,000,000
45,000,000
9,000,000
8,000,000
20,000,000
4,000,000
10,000,000
25,000,000
5,000,000
---
---
---
---
4,720,000
---
(4,720,000)
---
---
---
3,000,000
---
34,620,000
6,000,000
---
54,000,000
---
---
---
---
---
(7,620,000)
9,000,000
---
81,000,000
4,000,000
---
36,000,000
5,000,000
---
45,000,000
Balance at
beginning of
period
1-Jul-14
Granted as
remuneration
Purchased
or
acquired
Expired
Balance at
end of
period
30-Jun-15
Not vested
and not
exercisable
Vested and
exercisable
Specified directors
Mr Denis Waddell
Mr Errol Smart
Mr William Oliver
Mr Alexander
Haller
8,000,000
15,900,000
3,000,000
4,720,000
Specified executives
Mr Martin
Bouwmeester
Mr Kim Hogg
Total
3,000,000
---
34,620,000
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
8,000,000
15,900,000
3,000,000
2,000,000
10,000,000
1,000,000
6,000,000
5,900,000
2,000,000
4,720,000
---
4,720,000
---
---
---
3,000,000
---
34,620,000
3,000,000
---
16,000,000
---
---
18,620,000
Other transactions with key management personnel
A number of key management personnel, or their related parties, hold positions in other entities that result in
them having control, joint control or a relevant interest over the financial or operating policies of those entities.
A number of these entities transacted with the Group during the year. The terms and conditions of the
transactions with key management personnel and their related parties were no more favorable than those
available, or which might reasonably be expected to be available, on similar transactions to non-key
management personnel related entities on an arm’s length basis.
4
46
Orion Gold NL
Orion Gold NL Annual Report 2016
Annual Financial Report
Directors’ Report (continued)
REMUNERATION REPORT - AUDITED (continued)
Movement in shares
The movement during the reporting period in the number of ordinary shares in the Company held, directly,
indirectly or beneficially, by each key management person, including their related parties, is as follows:
Balance at
beginning
of period
1-Jul-15
Purchased
or acquired
during the
year
On options
exercised
Fully paid
contributing
shares
Disposals
of shares
Other
transfers of
shares
Balance at
end of
period
30-Jun-16
Specified directors
Mr Denis Waddell
Mr Errol Smart
Mr William Oliver
Mr Alexander
Haller (i)
33,212,771
8,742,667
5,471,088
33,333,333
7,466,666
---
58,675,493
9,333,333
Specified executives
Mr Martin
Bouwmeester
Mr Kim Hogg
Total
1,117,361
---
107,219,38
0
---
---
50,133,332
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
66,546,104
16,209,333
5,471,088
---
68,008,826
---
---
---
1,117,361
---
157,352,712
(i) Mr Haller holds relevant interests as follows: Silja 56,706,576 shares, Mr Haller 11,300,928 shares and
Pershing Securities 1,320 shares.
Balance at
beginning
of period
1-Jul-14
Purchased
or acquired
during the
year
On options
exercised
Fully paid
contributing
shares
Disposals
of shares
Other
transfers of
shares
Balance at
end of
period
30-Jun-15
Specified directors
Mr Denis Waddell
Mr Errol Smart
Mr William Oliver
Mr Alexander
Haller (i)
16,546,104
5,409,333
5,471,088
16,666,667
3,333,334
---
58,675,493
---
Specified executives
Mr Martin
Bouwmeester
Mr Kim Hogg
Total
1,117,361
---
87,219,379
---
---
20,000,001
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
---
33,212,771
8,742,667
5,471,088
---
58,675,493
---
---
---
1,117,361
---
107,219,380
(i) Mr Haller holds relevant interests as follows: Silja 47,373,243 shares, Mr Haller 11,300,928 shares and
Pershing Securities 1,320 shares.
Engagement of remuneration consultants
The Board of Directors from time to time, seek and consider advice from independent remuneration
consultants to ensure that the Company has at its disposal information relevant to the determination of all
aspect of remuneration relating to key management personnel.
The Board follows a set of protocols when engaging remuneration consultants to satisfy themselves, that the
remuneration consultants engaged are free from any undue influence by the members of the key
management personnel to whom advice and recommendations relate and that the requirements of the
Corporations Act 2001 are complied with. The set of protocols followed by the Board include:
5
Orion Gold NL
47
Annual Financial Report
Directors’ Report (continued)
REMUNERATION REPORT - AUDITED (continued)
• Remuneration consultants are engaged by and report directly to the Board; and
• Communication between remuneration consultants and the Company is limited to those KMPs whose
remuneration is not under consideration.
No remuneration consultants were engaged during the year.
ENVIRONMENTAL ISSUES
The state government regulations in the various states which the Group operates require rehabilitation of drill
sites including any other sites where the Group has caused surface and ground disturbance. The costs are not
of a material nature and vary across disturbance sites. To date rehabilitation has taken place on drill sites as
drill rigs are moved as part of the exploration program when drilling in a particular area of interest is complete
or not active for an extended period of time due to other drilling project priorities.
As part of the Group’s environmental policy exploration and access sites are regenerated to match or
exceed local government and state government expectations. The costs are not considered to be material
by the Group however this policy will be reviewed as exploration and development activities increase.
Based on the results of enquires made, the board is not aware of any significant breaches during the period
covered by this report.
DIVIDENDS
There were no dividends paid or declared during the financial year (2015: $nil).
INDEMNIFICATION OF DIRECTORS, OFFICERS AND AUDITORS
During the financial year, the Company paid a premium in respect of a contract insuring the directors of the
Company and all office bearers of the Company and of any body corporate against any liability incurred
whilst acting in the capacity of director, secretary or executive officer 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. Orion Gold NL, to the extent permitted by law, indemnifies each director or
secretary against any liability incurred in the service of the Group provided such liability does not arise out of
conduct involving a lack of good faith and for costs incurred in defending proceedings in which judgement is
given in favour of the person in which the person is acquitted. The Company has not provided any insurance
or indemnity for the auditor of the Company.
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any
proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the
Company for all or any part of those proceedings.
NON-AUDIT SERVICES
RSM Australia Partners, the Company’s auditor, has performed other non-audit services in addition to their
statutory duties during the year ended 30 June 2016.
The board considered the non-audit services provided in the prior year by the auditor and was satisfied that
the provision of those non-audit services in the prior year by the auditor is compatible with, and did not
compromise, the auditor independence requirements of the Corporations Act 2001 for the following reasons:
• all non-audit services were subject to the corporate governance procedures adopted by the Company
and have been reviewed by the audit committee to ensure they do not impact the integrity and
objectivity of the auditor; and
21
48
Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Directors’ Report (continued)
•
the non-audit services provided do not undermine the general principles
relating to auditor
independence as set out in APES 110 Code of Ethics for Professional Accountants, as they did not involve
reviewing or auditing the auditor’s own work, acting in a management or decision making capacity for
the Company, acting as an advocate for the Company or jointly sharing risks and rewards.
Details of the amounts paid to the auditor, RSM Australia Partners, and its related practices for non-audit
services provided during the year are set out below.
Services other than statutory audit:
Taxation compliance services (RSM Australia Partners)
AUDITOR’S INDEPENDENCE DECLARATION
Consolidated
2016
$
2015
$
7,100
7,100
12,550
12,550
The lead auditor’s independence declaration is set out on page 49 and forms part of the Directors’ Report for
the financial year ended 30 June 2016.
CORPORATE GOVERNANCE
The Board of directors recognises the recommendations of the Australian Securities Exchange Corporate
Governance Council for Corporate Governance Principles and Recommendations (3rd Edition) and considers
that the Company substantially complies with those guidelines, which are of critical importance to the
commercial operation of a junior listed resources company. The Company’s Corporate Governance
statement and disclosures can be viewed on our website, www.oriongold.com.au.
This report is made in accordance with a resolution of the directors.
Denis Waddell
Chairman
Perth, Western Australia
Date: 20 September 2016
1
49
RSM Australia Partners
Level 21, 55 Collins Street Melbourne VIC 3000
PO Box 248 Collins Street West VIC 8007
T +61 (0) 3 9286 8000
F +61 (0) 3 9286 8199
www.rsm.com.au
(cid:36)(cid:56)(cid:39)(cid:44)(cid:55)(cid:50)(cid:53)(cid:182)(cid:54)(cid:3)(cid:44)(cid:49)(cid:39)(cid:40)(cid:51)(cid:40)(cid:49)(cid:39)(cid:40)(cid:49)(cid:38)(cid:40)(cid:3)(cid:39)(cid:40)(cid:38)(cid:47)(cid:36)(cid:53)(cid:36)(cid:55)(cid:44)(cid:50)(cid:49)(cid:3)
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(cid:87)(cid:75)(cid:68)(cid:87)(cid:15)(cid:3)(cid:87)(cid:82)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)(cid:69)(cid:72)(cid:86)(cid:87)(cid:3)(cid:82)(cid:73)(cid:3)(cid:80)(cid:92)(cid:3)(cid:78)(cid:81)(cid:82)(cid:90)(cid:79)(cid:72)(cid:71)(cid:74)(cid:72)(cid:3)(cid:68)(cid:81)(cid:71)(cid:3)(cid:69)(cid:72)(cid:79)(cid:76)(cid:72)(cid:73)(cid:15)(cid:3)(cid:87)(cid:75)(cid:72)(cid:85)(cid:72)(cid:3)(cid:75)(cid:68)(cid:89)(cid:72)(cid:3)(cid:69)(cid:72)(cid:72)(cid:81)(cid:3)(cid:81)(cid:82)(cid:3)(cid:70)(cid:82)(cid:81)(cid:87)(cid:85)(cid:68)(cid:89)(cid:72)(cid:81)(cid:87)(cid:76)(cid:82)(cid:81)(cid:86)(cid:3)(cid:82)(cid:73)(cid:29)(cid:3)
(cid:11)(cid:76)(cid:12)
(cid:11)(cid:76)(cid:76)(cid:12)
(cid:87)(cid:75)(cid:72)(cid:3)(cid:68)(cid:88)(cid:71)(cid:76)(cid:87)(cid:82)(cid:85)(cid:3)(cid:76)(cid:81)(cid:71)(cid:72)(cid:83)(cid:72)(cid:81)(cid:71)(cid:72)(cid:81)(cid:70)(cid:72)(cid:3)(cid:85)(cid:72)(cid:84)(cid:88)(cid:76)(cid:85)(cid:72)(cid:80)(cid:72)(cid:81)(cid:87)(cid:86)(cid:3)(cid:82)(cid:73)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)Corporations Act 2001 (cid:76)(cid:81)(cid:3)(cid:85)(cid:72)(cid:79)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:3)(cid:87)(cid:82)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)(cid:68)(cid:88)(cid:71)(cid:76)(cid:87)(cid:30)(cid:3)(cid:68)(cid:81)(cid:71)
(cid:68)(cid:81)(cid:92)(cid:3)(cid:68)(cid:83)(cid:83)(cid:79)(cid:76)(cid:70)(cid:68)(cid:69)(cid:79)(cid:72)(cid:3)(cid:70)(cid:82)(cid:71)(cid:72)(cid:3)(cid:82)(cid:73)(cid:3)(cid:83)(cid:85)(cid:82)(cid:73)(cid:72)(cid:86)(cid:86)(cid:76)(cid:82)(cid:81)(cid:68)(cid:79)(cid:3)(cid:70)(cid:82)(cid:81)(cid:71)(cid:88)(cid:70)(cid:87)(cid:3)(cid:76)(cid:81)(cid:3)(cid:85)(cid:72)(cid:79)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:3)(cid:87)(cid:82)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)(cid:68)(cid:88)(cid:71)(cid:76)(cid:87)(cid:17)
(cid:53)(cid:54)(cid:48)(cid:3)(cid:36)(cid:56)(cid:54)(cid:55)(cid:53)(cid:36)(cid:47)(cid:44)(cid:36)(cid:3)(cid:51)(cid:36)(cid:53)(cid:55)(cid:49)(cid:40)(cid:53)(cid:54)(cid:3)
(cid:45)(cid:3)(cid:54)(cid:3)(cid:38)(cid:53)(cid:50)(cid:36)(cid:47)(cid:47)(cid:3)
(cid:51)(cid:68)(cid:85)(cid:87)(cid:81)(cid:72)(cid:85)(cid:3)
(cid:21)(cid:19)(cid:3)(cid:54)(cid:72)(cid:83)(cid:87)(cid:72)(cid:80)(cid:69)(cid:72)(cid:85)(cid:3)(cid:21)(cid:19)(cid:20)(cid:25)(cid:3)
(cid:48)(cid:72)(cid:79)(cid:69)(cid:82)(cid:88)(cid:85)(cid:81)(cid:72)(cid:15)(cid:3)(cid:57)(cid:76)(cid:70)(cid:87)(cid:82)(cid:85)(cid:76)(cid:68)(cid:3)
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the
RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
50
Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Consolidated Statement of Profit or Loss and Other Comprehensive
Income(cid:31)
FOR THE YEAR ENDED 30 JUNE 2016
Continuing operations
Other income
Exploration and evaluation expenses
Administration expenses
Impairment of available for sale financial assets
Gain/(loss) fair value of unlisted securities in other
entities
Impairment of non-current assets
Plant and equipment written-off
Results from operating activities
Finance income
Finance expense
Net finance costs
Notes
2016
$
2015
$
3
3
3
9
10
12
11
439,720
(1,449,779)
(1,281,105)
(135,858)
305,098
(414,764)
(3,238)
204,440
(823,273)
(1,123,408)
---
---
(1,625,527)
(464)
(2,539,926)
(3,368,232)
11,738
---
11,738
20,854
(15,583)
5,271
Loss before income tax
Income tax (expense) / benefit
Loss from continuing operations attributable to equity
holders of the Company
(2,528,188)
(3,362,961)
4
---
---
(2,528,188)
(3,362,961)
Other comprehensive income
Other comprehensive income for the year, net of
income tax
Total comprehensive loss for the year
Loss per share (cents per share)
Basic loss per share
Diluted loss per share
---
---
(2,528,188)
(3,362,961)
5
5
(0.68)
(0.68)
(1.08)
(1.08)
The notes on pages 54 to 79 are an integral part of these consolidated financial statements.
2
Orion Gold NL
Annual Financial Report
Orion Gold NL
51
Annual Financial Report
Consolidated Statement of Profit or Loss and Other Comprehensive
Income(cid:31)
FOR THE YEAR ENDED 30 JUNE 2016
Consolidated Statement of Financial Position
AS AT 30 JUNE 2016
Continuing operations
Other income
Exploration and evaluation expenses
Administration expenses
Impairment of available for sale financial assets
Gain/(loss) fair value of unlisted securities in other
entities
Impairment of non-current assets
Plant and equipment written-off
Results from operating activities
Finance income
Finance expense
Net finance costs
Notes
2016
$
2015
$
3
3
3
9
10
12
11
439,720
(1,449,779)
(1,281,105)
(135,858)
305,098
(414,764)
(3,238)
11,738
---
11,738
204,440
(823,273)
(1,123,408)
---
---
(1,625,527)
(464)
20,854
(15,583)
5,271
(2,539,926)
(3,368,232)
Loss before income tax
(2,528,188)
(3,362,961)
Income tax (expense) / benefit
4
---
---
Loss from continuing operations attributable to equity
holders of the Company
(2,528,188)
(3,362,961)
Other comprehensive income
Other comprehensive income for the year, net of
income tax
Total comprehensive loss for the year
Loss per share (cents per share)
Basic loss per share
Diluted loss per share
---
---
(2,528,188)
(3,362,961)
5
5
(0.68)
(0.68)
(1.08)
(1.08)
The notes on pages 54 to 79 are an integral part of these consolidated financial statements.
ASSETS
Current assets
Cash and cash equivalents
Trade and other receivables
Inventories
Prepayments
Available for sale financial assets
Unlisted securities in other entities
Asset held for sale
Total current assets
Non-current assets
Trade and other receivables
Property, plant and equipment
Deferred exploration, evaluation and development
Total non-current assets
TOTAL ASSETS
LIABILITIES
Current liabilities
Trade and other payables
Loan
Provisions
Total current liabilities
Non-current liabilities
Provisions
Total non-current liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Notes
2016
$
2015
$
6
7
9
10
8
7
11
12
14
16
651,748
190,947
---
27,089
164,142
541,722
118,279
191,658
4,599
3,046
---
---
---
850,000
1,575,648
1,167,582
710,188
55,949
191,117
93,092
3,257,801
4,017,625
4,023,938
4,301,834
5,599,586
5,469,416
296,418
---
16.018
312,436
398,341
140,000
24,359
562,700
932
932
19,770
19,770
313,368
582,470
5,286,218
4,886,946
Equity attributable to equity holders of the Company
Issued capital
Accumulated losses
Other reserves
TOTAL EQUITY
15
15
75,966,064
73,458,263
(72,065,740)
(69,616,091)
1,385,894
1,044,774
5,286,218
4,886,946
The notes on pages 54 to 79 are an integral part of these consolidated financial statements.
2
3
52
Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Consolidated Statement of Cash Flows
FOR THE YEAR ENDED 30 JUNE 2016
Notes
2016
$
2015
$
Cash flows from operating activities
Payments for exploration and evaluation
Payments to suppliers and employees
Interest received
Interest expense
Research and development (R&D) tax offset received
Receipts from customers
Net cash used in operating activities
6
Cash flows from investing activities
Purchase of property, plant and equipment
Proceeds from sale of property, plant and equipment
Restricted cash investments
Payments for exploration and evaluation
R&D tax offset received in relation to exploration assets
Proceeds from sale of tenements
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Share issue expenses
Proceeds from borrowings
Repayment of borrowings
Net cash from financing activities
16
16
(1,476,138)
(866,248)
11,785
---
26,359
51,395
(2,252,847)
---
26,769
---
(479,256)
816,001
175,000
538,514
1,901,149
(33,347)
480,000
(100,000)
2,247,802
(823,273)
(842,836)
21,479
(2,550)
83,774
113,489
(1,449,917)
(11,314)
---
24,156
(2,448,381)
1,137,693
10,000
(1,287,846)
1,891,367
(51,083)
340,000
(200,000)
1,980,284
Net decrease in cash and cash equivalents
Cash and cash equivalents at beginning of year
533,469
118,279
(757,479)
875,758
Cash on hand and at bank at end of year
6
651,748
118,279
The notes on pages 54 to 79 are an integral part of these consolidated financial statements.
4
Cash flows from operating activities
Payments for exploration and evaluation
Payments to suppliers and employees
Interest received
Interest expense
Research and development (R&D) tax offset received
Receipts from customers
Net cash used in operating activities
Cash flows from investing activities
Purchase of property, plant and equipment
Proceeds from sale of property, plant and equipment
Restricted cash investments
Payments for exploration and evaluation
R&D tax offset received in relation to exploration assets
Proceeds from sale of tenements
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Share issue expenses
Proceeds from borrowings
Repayment of borrowings
Net cash from financing activities
Net decrease in cash and cash equivalents
Cash and cash equivalents at beginning of year
(1,476,138)
(866,248)
11,785
---
26,359
51,395
(823,273)
(842,836)
21,479
(2,550)
83,774
113,489
6
(2,252,847)
(1,449,917)
26,769
---
---
(11,314)
---
24,156
(479,256)
(2,448,381)
816,001
175,000
1,137,693
10,000
538,514
(1,287,846)
1,901,149
1,891,367
(33,347)
480,000
(100,000)
2,247,802
(51,083)
340,000
(200,000)
1,980,284
533,469
118,279
(757,479)
875,758
16
16
Cash on hand and at bank at end of year
6
651,748
118,279
Orion Gold NL
Annual Financial Report
Orion Gold NL
53
Annual Financial Report
Consolidated Statement of Cash Flows
FOR THE YEAR ENDED 30 JUNE 2016
Consolidated Statement of Changes in Equity
FOR THE YEAR ENDED 30 JUNE 2016
Notes
2016
$
2015
$
30 June 2015
Issued
capital
($)
Accumulated
losses
($)
Other
reserves
($)
Total equity
($)
Balance at 1 July 2014
Loss for the year
Other comprehensive loss
Total comprehensive loss for the year
Transactions with Owners in their
capacity as owners:
Contributions of equity, net of costs
Transfer of share options expired
Share-based payments expense
Total Transactions with Owners
71,617,637
---
---
(66,527,431)
(3,362,961)
---
---
(3,362,961)
1,840,626
---
1,840,626
---
274,301
---
274,301
1,127,575
---
---
---
---
(274,301)
191,500
(82,801)
6,217,781
(3,362,961)
---
(3,362,961)
1,840,626
---
191,500
2,032,126
Balance at 30 June 2015
73,458,263
(69,616,091)
1,044,774
4,886,946
30 June 2016
Balance at 1 July 2015
Loss for the year
Other comprehensive loss
Total comprehensive loss for the year
Transactions with Owners in their
capacity as owners:
Contributions of equity, net of costs
Transfer of share options expired
Share-based payments expense
Total Transactions with Owners
Issued
capital
($)
Accumulated
losses
($)
Other
reserves
($)
Total equity
($)
73,458,263
---
---
---
(69,616,091)
(2,528,188)
---
(2,528,188)
1,044,774
---
---
---
4,886,946
(2,528,188)
---
(2,528,188)
2,507,801
---
2,507,801
---
78,539
---
78,539
---
(78,539)
419,659
341,120
2,507,801
---
419,659
2,927,460
The notes on pages 54 to 79 are an integral part of these consolidated financial statements.
Balance at 30 June 2016
75,966,064
(72,065,740)
1,385,894
5,286,218
The notes on pages 54 to 79 are an integral part of these consolidated financial statements.
4
5
54
Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
1 CORPORATE INFORMATION
Orion Gold NL (Company) is a company domiciled in Australia. The address of the Company’s registered
office is Suite 2, 64 Thomas Street, West Perth, Western Australia, 6005. The consolidated financial
statements as at and for the year ended 2016 comprises the Company and its subsidiaries, (together
referred to as the Group). The Group is a for-profit group and is primarily involved in copper, zinc, nickel,
gold and PGEs exploration.
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) Basis of preparation
(i) Statement of compliance
The consolidated financial statements are general purpose financial statement which have been
prepared in accordance with Australian Accounting Standards (AASBs) adopted by the Australian
Accounting Standards Board (AASB) and the Corporations Act 2001. The consolidated financial
statements comply with International Financial Reporting Standards (IFRSs) adopted by the International
Accounting Standards Board (IASB). The consolidated financial statements were authorised for issue by
the Board of directors on 20 September 2016.
(ii) Basis of measurement
The consolidated financial statements have been prepared on the historical cost basis except where
otherwise stated.
The accounting policies set out below have been applied consistently to all periods presented in these
consolidated financial statements, and have been applied consistently by the Group except as required
by the new accounting standards and interpretations adopted as disclosed in Note 2(b).
Certain comparative amounts have been reclassified to conform with the current year’s presentations.
(iii) Going concern
The Group recorded a net loss of $2,528,188 for the year ended 30 June 2016 and the Group’s position as
at 30 June 2016 was as follows:
•
•
•
The Group had cash reserves of $651,748 and had negative operating cash flows of $1,384,196
(including $1,449,779 in payments for exploration and evaluation) for the year ended 30 June
2016;
The Group had positive working capital at 30 June 2016 of $1,263,212; and
The Group’s main activity is exploration and as such it does not have a source of income, rather it
is reliant on debt and / or equity raisings to fund its activities.
Current forecasts indicate that cash on hand as at 30 June 2016 will not be sufficient to fund planned
exploration and operational activities during the next twelve months and to maintain the Group’s
tenements in good standing. Accordingly, the Group will be required to raise additional equity, consider
alternate funding options or a combination of the foregoing.
The Directors are confident that the Group will raise sufficient cash to ensure that the Group can meet its
minimum exploration and operational expenditure commitments for at least the next twelve months and
maintain the Group’s tenements in good standing and pay its debts, as and when they fall due. The
Company has previously been successful in raising capital as and when required as evidenced by capital
raising initiatives of $2,541,148 (before costs) during the year ended 30 June 2016 and in September 2016,
a further $227,500 was raised, to support the Company’s exploration programs. The amount and timing of
any funding for operational and exploration plans, is the subject of ongoing review.
28
Orion Gold NL
Annual Financial Report
Orion Gold NL
55
Annual Financial Report
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
1 CORPORATE INFORMATION
2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Accordingly, the financial statements for the year ended 30 June 2016 have been prepared on a going
concern basis as, in the opinion of the Directors, the Group will be in a position to continue to meet its
operating costs and exploration expenditure commitments and pay its debts as and when they fall due
for at least twelve months from the date of this report.
However, the Directors recognise that if sufficient additional funding is not raised from the issue of capital
or through alternative funding sources, there is a material uncertainty as to whether the going concern
basis is appropriate with the result that the Group may relinquish title to certain tenements and may have
to realise its assets and extinguish its liabilities other than in the ordinary course of business and at amounts
different from those stated in the financial report. No allowance for such circumstances has been made in
the financial report.
(b) New accounting standards and interpretations
(i) New accounting standards
A number of new standards, amendments to standards and interpretations issued by the AASB which are
not yet mandatorily applicable to the Group have not been applied in preparing these consolidated
financial statements. Those which may be relevant to the Group are set out below. The Group does not
plan to adopt these standards early.
The consolidated financial statements have been prepared on the historical cost basis except where
Reference
Title
Summary
Application date
(financial years
beginning)
1 January 2018
Expected
impact
The assessed
impact is
expected to
be minimal
1 January 2016
The impact is
being
evaluated
1 January 2018
The impact is
being
evaluated
Amends AASB 1, 3, 4, 5, 7, 101, 102,
108, 112, 118, 120, 121, 127, 128, 131,
132, 136, 137, 139, 1023 & 1038 and
Interpretations 2, 5, 10, 12, 16, 19,
107 & 127 for issuance of AASB 9.
This Standard inserts scope
paragraphs into AASB 8 Operating
Segments and AASB 133 Earnings
Per Share, as the AASB inadvertently
deleted the scope details from
AASB 8 and AASB 133 when moving
the application paragraphs to AASB
1057 Application of Australian
Accounting Standards.
This Standard supersedes both AASB
9 (December 2010) and AASB 9
(December 2009) when applied. It
introduces a “fair value through
other comprehensive income”
category for debt instruments,
contains requirements for
impairment of financial assets, etc.
Consequential amendments arising
from the issuance of AASB 9
1 January 2018
The impact is
being
evaluated
AASB 2010-7
AASB 2015-9
Amendments
to Australian
Accounting
Standards
arising from
AASB 9
(December
2010)
Amendments
to Australian
Accounting
Standards –
Scope and
Application
Paragraphs
AASB 9
Financial
Instruments
AASB 2014-7
Amendments
to Australian
Accounting
Standards
arising from
AASB 9
(December
2014)
Orion Gold NL (Company) is a company domiciled in Australia. The address of the Company’s registered
office is Suite 2, 64 Thomas Street, West Perth, Western Australia, 6005. The consolidated financial
statements as at and for the year ended 2016 comprises the Company and its subsidiaries, (together
referred to as the Group). The Group is a for-profit group and is primarily involved in copper, zinc, nickel,
gold and PGEs exploration.
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) Basis of preparation
(i) Statement of compliance
The consolidated financial statements are general purpose financial statement which have been
prepared in accordance with Australian Accounting Standards (AASBs) adopted by the Australian
Accounting Standards Board (AASB) and the Corporations Act 2001. The consolidated financial
statements comply with International Financial Reporting Standards (IFRSs) adopted by the International
Accounting Standards Board (IASB). The consolidated financial statements were authorised for issue by
the Board of directors on 20 September 2016.
(ii) Basis of measurement
otherwise stated.
2016;
•
•
•
The accounting policies set out below have been applied consistently to all periods presented in these
consolidated financial statements, and have been applied consistently by the Group except as required
by the new accounting standards and interpretations adopted as disclosed in Note 2(b).
Certain comparative amounts have been reclassified to conform with the current year’s presentations.
(iii) Going concern
at 30 June 2016 was as follows:
The Group recorded a net loss of $2,528,188 for the year ended 30 June 2016 and the Group’s position as
The Group had cash reserves of $651,748 and had negative operating cash flows of $1,384,196
(including $1,449,779 in payments for exploration and evaluation) for the year ended 30 June
The Group had positive working capital at 30 June 2016 of $1,263,212; and
The Group’s main activity is exploration and as such it does not have a source of income, rather it
is reliant on debt and / or equity raisings to fund its activities.
Current forecasts indicate that cash on hand as at 30 June 2016 will not be sufficient to fund planned
exploration and operational activities during the next twelve months and to maintain the Group’s
tenements in good standing. Accordingly, the Group will be required to raise additional equity, consider
alternate funding options or a combination of the foregoing.
The Directors are confident that the Group will raise sufficient cash to ensure that the Group can meet its
minimum exploration and operational expenditure commitments for at least the next twelve months and
maintain the Group’s tenements in good standing and pay its debts, as and when they fall due. The
Company has previously been successful in raising capital as and when required as evidenced by capital
raising initiatives of $2,541,148 (before costs) during the year ended 30 June 2016 and in September 2016,
a further $227,500 was raised, to support the Company’s exploration programs. The amount and timing of
any funding for operational and exploration plans, is the subject of ongoing review.
28
6
56
Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Application date
(financial years
beginning)
1 January 2018
Expected
impact
The assessed
impact is
expected to be
minimal
1 January 2019
The impact is
being evaluated
Reference
Title
Summary
2016-3
Amendments to
Australian
Accounting
Standards ––
Clarifications to
AASB 15
AASB 16
Leases
2016- 3 amends AASB 15 to clarify
the requirements on identifying
performance obligations, principal
versus agent considerations and
the timing of recognising revenue
from granting a licence. In
addition, it provides further
practical expedients on transition
to AASB 15.
AASB 16 sets out the principles for
the recognition, measurement,
presentation and disclosure of
leases.
This standard removes the current
distinction between operating and
financing leases and requires
recognition of an asset (the right
to use the leased item) and a
financial liability to pay rentals for
almost all lease contracts,
effectively resulting in the
recognition of almost all leases on
the statement of financial position.
The accounting by lessors,
however, will not significantly
change.
(cid:31) Other standards not yet applicable
There are no other standards that are not yet effective and that would be expected to have a
material impact on the entity in the current or future reporting periods and on foreseeable future
transactions.
(c) Basis of consolidation
The consolidated financial statements incorporate the assets and liabilities of all entities controlled by
Orion Gold NL (Parent Company) from time to time during the year and at 30 June 2016 and the results of
its controlled entities, Kamax Resources Limited and Goldstar Resources (WA) Pty Ltd, for the year then
ended. The effects of all transactions between entities in the economic entity are eliminated in full.
The financial statements of the subsidiary are prepared for the same reporting period as the parent entity,
using consistent accounting policies. Adjustments are made to bring into line any dissimilar accounting
policies that may exist.
(i) Business combinations
The Group accounts for business combinations using the acquisition method when control is transferred to
the Group. The consideration transferred in the acquisition is generally measured at fair value, as are the
identifiable net assets acquired. Any goodwill that arises is tested annually for impairment. Any gain on a
bargain purchase is recognised in profit or loss immediately. Transaction costs are expensed as incurred,
except if related to the issue of debt or equity securities.
The consideration transferred does not include amounts related to the settlement of pre-existing
relationships. Such amounts are generally recognised in profit or loss. Any contingent consideration
payable is measured at fair value at the acquisition date. If the contingent consideration is classified as
equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent
changes in the fair value of the contingent consideration are recognised in profit or loss.
7
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Annual Financial Report
Orion Gold NL
57
Annual Financial Report
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Reference
Title
Summary
2016-3
Amendments to
2016- 3 amends AASB 15 to clarify
1 January 2018
The assessed
Application date
(financial years
beginning)
Expected
impact
impact is
expected to be
minimal
Australian
Accounting
Standards ––
the requirements on identifying
performance obligations, principal
versus agent considerations and
Clarifications to
the timing of recognising revenue
AASB 15
from granting a licence. In
addition, it provides further
practical expedients on transition
to AASB 15.
AASB 16
Leases
AASB 16 sets out the principles for
1 January 2019
The impact is
being evaluated
the recognition, measurement,
presentation and disclosure of
leases.
This standard removes the current
distinction between operating and
financing leases and requires
recognition of an asset (the right
to use the leased item) and a
financial liability to pay rentals for
almost all lease contracts,
effectively resulting in the
recognition of almost all leases on
the statement of financial position.
The accounting by lessors,
however, will not significantly
change.
(cid:31) Other standards not yet applicable
There are no other standards that are not yet effective and that would be expected to have a
material impact on the entity in the current or future reporting periods and on foreseeable future
transactions.
(c) Basis of consolidation
policies that may exist.
(i) Business combinations
The consolidated financial statements incorporate the assets and liabilities of all entities controlled by
Orion Gold NL (Parent Company) from time to time during the year and at 30 June 2016 and the results of
its controlled entities, Kamax Resources Limited and Goldstar Resources (WA) Pty Ltd, for the year then
ended. The effects of all transactions between entities in the economic entity are eliminated in full.
The financial statements of the subsidiary are prepared for the same reporting period as the parent entity,
using consistent accounting policies. Adjustments are made to bring into line any dissimilar accounting
The Group accounts for business combinations using the acquisition method when control is transferred to
the Group. The consideration transferred in the acquisition is generally measured at fair value, as are the
identifiable net assets acquired. Any goodwill that arises is tested annually for impairment. Any gain on a
bargain purchase is recognised in profit or loss immediately. Transaction costs are expensed as incurred,
except if related to the issue of debt or equity securities.
The consideration transferred does not include amounts related to the settlement of pre-existing
relationships. Such amounts are generally recognised in profit or loss. Any contingent consideration
payable is measured at fair value at the acquisition date. If the contingent consideration is classified as
equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent
changes in the fair value of the contingent consideration are recognised in profit or loss.
(ii) Subsidiaries
Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has
rights to, variable returns from its involvement with the entity and has the ability to affect those returns
through its power over the entity. The financial statements of subsidiaries are included in the consolidated
financial statements from the date on which control commences until the date on which control ceases.
(iii) Loss of control
When the Group loses control over a subsidiary, it derecognises the assets and liabilities of the subsidiary,
and any related NCI and other components of equity. Any resulting gain or loss is recognised in profit or
loss. Any interest retained in the former subsidiary is measured at fair value when control is lost.
(iv) Transactions eliminated on consolidation
Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group
transactions, are eliminated. Unrealised gains arising from transactions with equity-accounted investees
are eliminated against the investment to the extent of the Group’s interest in the investee. Unrealised
losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence
of impairment.
(d) Foreign currency translation
The functional and presentation currency of the Company and its Australian subsidiary’s is Australian
Dollars.
Transactions in foreign currencies are translated to the respective functional currency of Group at
exchange rates at the dates of the transactions.
Monetary assets and liabilities denominated in foreign currencies are translated to the functional currency
at the exchange rate at the reporting date. Non-monetary assets and liabilities that are measured at fair
value in a foreign currency are translated to the functional currency at the exchange rate when the fair
value was determined. Foreign currency differences are generally recognised in profit or loss. Non-
monetary items that are measured based on historical cost in a foreign currency are not translated.
(e) Investment and Other Financial Assets
The Company classifies its financials assets in the following categories: financial assets at fair value through
profit or loss, loans and receivables, held-to-maturity investments and available-for-sale financial assets.
The classification depends on the purpose for which the investments were acquired. Management
determines the classification of its investments at initial recognition and, in the case of assets classified as
held-to-maturity, re-evaluates this designation at the end of each reporting period.
(i) Available-for-sale financial assets
Available-for-sale financial assets, comprising principally marketable equity securities, are non-derivatives
that are either designated in this category or not classified in any of the other categories. They are
included in non-current assets unless the investment matures or management intends to dispose of the
investment within 12 months of the end of the reporting period. Investments are designated as available-
for-sale if they do not have fixed maturities and fixed or determinable payments and management
intends to hold them for the medium to long-term.
(cid:31)
(ii) Recognition and derecognition
Purchases and sales of financial assets are recognised on trade-date - the date on which the Company
commits to purchase or sell the asset. Financial assets are derecognised when the rights to receive cash
flows from the financial assets have expired or have been transferred and the Company has transferred
substantially all the risks and rewards of ownership.
When securities classified as available-for-sale are sold, the accumulated fair value adjustments
recognised in other comprehensive income are reclassified to profit or loss as gains and losses from
investment securities.
7
31
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Annual Financial Report
Orion Gold NL Annual Report 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
(cid:31)
(cid:31)
(iii) Measurement
At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a
financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the
acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or
loss are expensed in profit or loss.
Available-for-sale financial assets and financial assets at fair value through profit or loss are subsequently
carried at fair value.
Impairment
(iv)
If there is objective evidence of impairment for available-for-sale financial assets, the cumulative loss –
measured as the difference between the acquisition cost and the current fair value, less any impairment
loss on that financial asset previously recognised in profit or loss – is removed from equity and recognised
in profit or loss. Impairment losses on equity instruments that were recognised in profit or loss are not
reversed through profit or loss in a subsequent period.
(f) Property, plant and equipment
Plant and equipment is stated at cost less accumulated depreciation and accumulated impairment
losses. Depreciation is calculated on a reducing balance basis using estimated remaining useful life of the
asset. The estimated useful lives for the current and comparative period are as follows:
Plant and equipment - over 3 to 15 years
Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted
if appropriate.
Subsequent expenditure is capitalised only when it is probable that the future economic benefits
associated with the expenditure will flow to the Group.
(g) Assets held for sale
Non-current assets are classified as held for sale if their carrying amount will be recovered principally
through a sale transaction rather than through continuing use and a sale is considered highly probable.
They are measured at the lower of their carrying amount and fair value less costs to sell, except for assets
such as deferred tax assets, assets arising from employee benefits, financial assets and investment
property that are carried at fair value and contractual rights under insurance contracts, which are
specifically exempt from this requirement.
An impairment loss is recognised for any initial or subsequent write-down of the asset (or disposal group) to
fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell
of an asset (or disposal group), but not in excess of any cumulative impairment loss previously recognised.
A gain or loss not previously recognised by the date of the sale of the non-current asset (or disposal
group) is recognised at the date of derecognition.
Non-current assets (including those that are part of a disposal group) are not depreciated or amortised
while they are classified as held for sale. Interest and other expenses attributable to the liabilities of a
disposal group classified as held for sale continue to be recognised.
Non-current assets classified as held for sale and the assets of a disposal group classified as held for sale
are presented separately from the other assets in the balance sheet. The liabilities of a disposal group
classified as held for sale are presented separately from other liabilities in the balance sheet.
(h) Impairment
(i) Non-financial assets
At each reporting date, the Group assesses whether there is any indication that an asset may be
impaired. Where an indicator of impairment exists, the Group makes a formal estimate of recoverable
amount. Where the carrying amount of an asset exceeds its recoverable amount the asset is considered
impaired and is written down to its recoverable amount.
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59
Annual Financial Report
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
(iii) Measurement
At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a
financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the
acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or
loss are expensed in profit or loss.
Available-for-sale financial assets and financial assets at fair value through profit or loss are subsequently
(cid:31)
(cid:31)
carried at fair value.
(iv)
Impairment
If there is objective evidence of impairment for available-for-sale financial assets, the cumulative loss –
measured as the difference between the acquisition cost and the current fair value, less any impairment
loss on that financial asset previously recognised in profit or loss – is removed from equity and recognised
in profit or loss. Impairment losses on equity instruments that were recognised in profit or loss are not
reversed through profit or loss in a subsequent period.
(f) Property, plant and equipment
Plant and equipment is stated at cost less accumulated depreciation and accumulated impairment
losses. Depreciation is calculated on a reducing balance basis using estimated remaining useful life of the
asset. The estimated useful lives for the current and comparative period are as follows:
Plant and equipment - over 3 to 15 years
Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted
if appropriate.
Subsequent expenditure is capitalised only when it is probable that the future economic benefits
associated with the expenditure will flow to the Group.
(g) Assets held for sale
Non-current assets are classified as held for sale if their carrying amount will be recovered principally
through a sale transaction rather than through continuing use and a sale is considered highly probable.
They are measured at the lower of their carrying amount and fair value less costs to sell, except for assets
such as deferred tax assets, assets arising from employee benefits, financial assets and investment
property that are carried at fair value and contractual rights under insurance contracts, which are
specifically exempt from this requirement.
An impairment loss is recognised for any initial or subsequent write-down of the asset (or disposal group) to
fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell
of an asset (or disposal group), but not in excess of any cumulative impairment loss previously recognised.
A gain or loss not previously recognised by the date of the sale of the non-current asset (or disposal
group) is recognised at the date of derecognition.
Non-current assets (including those that are part of a disposal group) are not depreciated or amortised
while they are classified as held for sale. Interest and other expenses attributable to the liabilities of a
disposal group classified as held for sale continue to be recognised.
Non-current assets classified as held for sale and the assets of a disposal group classified as held for sale
are presented separately from the other assets in the balance sheet. The liabilities of a disposal group
classified as held for sale are presented separately from other liabilities in the balance sheet.
(h) Impairment
(i) Non-financial assets
At each reporting date, the Group assesses whether there is any indication that an asset may be
impaired. Where an indicator of impairment exists, the Group makes a formal estimate of recoverable
amount. Where the carrying amount of an asset exceeds its recoverable amount the asset is considered
impaired and is written down to its recoverable amount.
Recoverable amount is the greater of fair value less costs to dispose and value in use. It is determined for
an individual asset, unless the asset’s value in use cannot be estimated to be close to its fair value less
costs to dispose and it does not generate cash inflows that are largely independent of those from other
assets or groups of assets, in which case, the recoverable amount is determined for the cash-generating
unit to which the asset belongs.
An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its
recoverable amount. Impairment losses are recognised in profit and loss. Impairment losses recognised in
respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill
allocated to the units and then to reduce the carrying amount of the other assets in the unit (group of
units) on a pro rata basis.
Impairment losses recognised in prior periods are assessed at each reporting date for any indications that
the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in
the estimates used to determine the recoverable amount. An impairment loss is reversed only to the
extent that the asset’s carrying amount does not exceed the carrying amount that would have been
determined, net of depreciation or amortisation, if no impairment loss had been recognised.
(ii) Non-derivative financial assets
Financial assets not classified as at fair value through profit or loss, including an interest in an equity-
accounted investee, are assessed at each reporting date to determine whether there is objective
evidence of impairment. Financial assets measured at amortised cost.
The Group considers evidence of impairment for these assets measured at both an individual asset and a
collective level. All individually significant assets are individually assessed for specific impairment. Those
found not to be impaired are then collectively assessed for any impairment that has been incurred but
not yet individually identified. Assets that are not individually significant are collectively assessed for
impairment. Collective assessment
risk
characteristics.
is carried out by grouping together assets with similar
In assessing collective impairment, the Group uses historical information on the timing of recoveries and
the amount of loss incurred, and makes an adjustment if current economic and credit conditions are such
that the actual losses are likely to be greater or lesser than suggested by historical trends.
An impairment loss is calculated as the difference between an asset’s carrying amount and the present
value of the estimated future cash flows discounted at the asset’s original effective interest rate. Losses
are recognised in profit or loss and reflected in an allowance account. When the Group considers that
there are no realistic prospects of recovery of the asset, the relevant amounts are written off. If the
amount of impairment loss subsequently decreases and the decrease can be related objectively to an
event occurring after the impairment was recognised, then the previously recognised impairment loss is
reversed through profit or loss.
(i) Trade and other receivables
Trade receivables, which generally have 30-60 day terms, are recognised and carried at original invoice
amount less an allowance for any uncollectible amounts.
An estimate for doubtful debts is made when collection of the full amount is no longer probable. Bad
debts are written off when identified.
(j) Cash and cash equivalents
Cash and short-term deposits in the Statement of Financial Position comprise cash at bank and in hand
and short-term deposits with an original maturity of three months or less.
For the purposes of the Statement of Cash Flows, cash and cash equivalents consist of cash and cash
equivalents as defined above, net of outstanding bank overdrafts.
Funds placed on deposit with financial institutions to secure performance bonds are classified as non-
current other receivables and not included in cash and cash equivalents.
32
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Annual Financial Report
Orion Gold NL Annual Report 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
(k) Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a
past event, it is probable that an outflow of resources embodying economic benefits will be required to
settle the obligation and a reliable estimate can be made of the amount of the obligation.
If the effect of the time value of money is material, provisions are determined by discounting the
expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of
money and, where appropriate, the risks specific to the liability.
Where discounting is used, the increase in the provision due to the passage of time is recognised as a
finance cost.
(l) Employee benefits
(i) Share based payments
The cost of equity-settled transactions with employees is measured by reference to the fair value at the
date at which they are granted. The fair value is determined using the Black Scholes model. Further
details are given in Note 13.
The cost of equity-settled transactions is recognised, together with a corresponding increase in equity,
over the period in which the performance conditions are fulfilled, ending on the date on which the
relevant employees become fully entitled to the award (Vesting Date).
The cumulative expense recognised for equity-settled transactions at each reporting date until Vesting
Date reflects (i) the extent to which the vesting period has expired and (ii) the number of awards that, in
the opinion of the directors of the Group, will ultimately vest. This opinion is formed based on the best
available information at balance date. 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. No expense is recognised for awards that do not ultimately vest, except for awards where
vesting is conditional upon a market condition.
Where 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 increase in the value of
the transaction as a result of the modification, as measured at the date of modification.
Where 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.
(m) Leases
Operating lease payments are recognised as an expense in the income statement on a straight-line basis
over the lease term.
Minimum lease payments made under finance leases are apportioned between the finance expense
and the reduction of the outstanding liability. The finance expense is allocated to each period during the
lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability.
(n) Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group
and the revenue can be reliably measured.
(i) Interest
Revenue is recognised as the interest accrues (using the effective interest method, which is the rate that
exactly discounts estimated future cash receipts through the expected life of the financial instrument) to
the net carrying amount of the financial asset.
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Annual Financial Report
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61
Annual Financial Report
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
(k) Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a
past event, it is probable that an outflow of resources embodying economic benefits will be required to
settle the obligation and a reliable estimate can be made of the amount of the obligation.
If the effect of the time value of money is material, provisions are determined by discounting the
expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of
money and, where appropriate, the risks specific to the liability.
Where discounting is used, the increase in the provision due to the passage of time is recognised as a
finance cost.
(l) Employee benefits
(i) Share based payments
details are given in Note 13.
The cost of equity-settled transactions with employees is measured by reference to the fair value at the
date at which they are granted. The fair value is determined using the Black Scholes model. Further
(ii) Government grants
Grants that compensate the Group for expenditures incurred are recognised in profit or loss on a
systematic basis in the periods in which the expenditures are recognised.
R&D tax offsets received are offset against the carrying value of the assets and consequent reduction in
the value of impairments recognised.
(o) Income tax
(i) Tax consolidation
The Company and its wholly-owned Australian resident entity are part of a tax-consolidated group. As a
consequence, all members of the tax-consolidated group are taxed as a single entity from that date.
The head entity within the tax-consolidated group is Orion Gold NL.
(p) Other taxes
Revenues, expenses and assets are recognised net of the amount of GST except where the GST incurred
on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST
is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable.
The cost of equity-settled transactions is recognised, together with a corresponding increase in equity,
over the period in which the performance conditions are fulfilled, ending on the date on which the
relevant employees become fully entitled to the award (Vesting Date).
Receivables and payables are stated with the amount of GST included. The net amount of GST
recoverable from, or payable to, the taxation authority is included as part of receivables or payables in
the Statement of Financial Position.
The cumulative expense recognised for equity-settled transactions at each reporting date until Vesting
Date reflects (i) the extent to which the vesting period has expired and (ii) the number of awards that, in
the opinion of the directors of the Group, will ultimately vest. This opinion is formed based on the best
available information at balance date. 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. No expense is recognised for awards that do not ultimately vest, except for awards where
vesting is conditional upon a market condition.
Where 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 increase in the value of
the transaction as a result of the modification, as measured at the date of modification.
Where 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.
(m) Leases
over the lease term.
Operating lease payments are recognised as an expense in the income statement on a straight-line basis
Minimum lease payments made under finance leases are apportioned between the finance expense
and the reduction of the outstanding liability. The finance expense is allocated to each period during the
lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability.
(n) Revenue
(i) Interest
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group
and the revenue can be reliably measured.
Revenue is recognised as the interest accrues (using the effective interest method, which is the rate that
exactly discounts estimated future cash receipts through the expected life of the financial instrument) to
the net carrying amount of the financial asset.
Cash flows are included in the Cash Flow statement on a gross basis and the GST component of cash
flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation
authority are classified as operating cash flows.
(q) Exploration and evaluation expenditure
Exploration and evaluation expenditure incurred by or on behalf of the Group is accumulated separately
for each area of interest. Such expenditure comprises net direct costs and an appropriate portion of
related overhead expenditure which can be directly attributed to operational activities in the area of
interest, but does not include general overheads or administrative expenditure not having a specific
nexus with a particular area of interest.
Each area of interest is limited to a size related to a known or probable mineral resource capable of
supporting a mining operation.
Expenditure incurred on activities that precede exploration and evaluation of mineral resources, including
all expenditure incurred prior to securing legal rights to explore an area, is expensed as incurred. For each
area of interest the expenditure is recognised as an exploration and evaluation asset where the following
conditions are satisfied:
•
such costs are expected to be recouped through successful development and exploitation of the
area of interest or, alternatively, by its sale; or
• exploration activities in the area of interest have not, at balance date reached a stage which
permits a reasonable assessment of the existence or otherwise of economically recoverable
reserves.
Exploration and evaluation assets include:
• acquisition of rights to explore;
•
• exploration drilling, trenching and sampling; and
• activities in relation to evaluating the technical feasibility and commercial viability of extracting
topographical, geological and geophysical studies;
the mineral resources.
General and administrative costs are not recognised as an exploration and evaluation asset. These costs
are expensed as incurred.
34
35
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Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Exploration and evaluation assets are classified as tangible or intangible according to the nature of the
assets. As the assets are not yet ready for use, they are not depreciated. Assets that are classified as
tangible assets include:
• piping and pumps;
•
• exploration vehicles and drilling equipment.
tanks; and
Assets that are classified as intangible assets include:
• drilling rights;
• acquired rights to explore;
• exploratory drilling costs; and
trenching and sampling costs.
•
Exploration expenditure which no longer satisfies the above policy is written off. In addition, a provision is
raised against exploration expenditure where the directors are of the opinion that the carried forward net
cost may not be recoverable under the above policy. The increase in the provision is charged against
the profit or loss for the year.
When an area of interest is abandoned, any expenditure carried forward in respect of that area is written
off in the year in which the decision to abandon is made, firstly against any existing provision for that
expenditure, with any remaining balance being charged to profit or loss.
Expenditure is not carried forward in respect of any area of interest/mineral resource unless the economic
entity’s rights of tenure to that area of interest are current. Amortisation is not charged on areas under
development, pending commencement of production.
Exploration and evaluation assets are assessed for impairment if:
(i)
(ii)
(iii)
sufficient data exists to determine technical feasibility and commercial viability: and
the term of exploration license in the specific area of interest has expired during the reporting
period or will expire in the near future, and is not expected to be renewed;
substantive expenditure on further exploration for and evaluation of mineral resources in the
specific area are not budgeted nor planned;
(iv) exploration for and evaluation of mineral resources in the specific area have not led to the
discovery of commercially viable quantities of mineral resources and a decision has been made
to discontinue such activities in the specified area; or
sufficient data exists to indicate that, although a development in the specific area is likely to
proceed, the carrying amount of the exploration and evaluation asset is unlikely to be recovered
in full from successful development or by sale.
(v)
The value of R&D tax incentives received in relation to exploration assets is recognised by deducting the
grant when arriving at the carrying value of the asset.
For the purposes of impairment testing, exploration and evaluation assets are allocated to cash-
generating units to which the exploration activity relates. The cash generating unit shall not be larger than
the area of interest. Each area of interest is reviewed at the end of each accounting period and
accumulated costs are written off to the extent that they are not expected to be recoverable in the
future.
(r) Critical accounting judgements and key sources of estimation uncertainty
In the application of AASB’S management is required to make judgments, 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 various other factors that
are believed to be reasonable under the circumstance, the results of which form the basis of making the
judgments. Actual results may differ from these estimates. The estimates and underlying assumptions are
reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the year in which the
estimate is revised if the revision affects only that year, or in the year of the revision and future years if the
revision affects both current and future years.
36
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63
Annual Financial Report
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Exploration and evaluation assets are classified as tangible or intangible according to the nature of the
assets. As the assets are not yet ready for use, they are not depreciated. Assets that are classified as
tangible assets include:
• piping and pumps;
•
tanks; and
• exploration vehicles and drilling equipment.
Assets that are classified as intangible assets include:
• drilling rights;
• acquired rights to explore;
• exploratory drilling costs; and
•
trenching and sampling costs.
Exploration expenditure which no longer satisfies the above policy is written off. In addition, a provision is
raised against exploration expenditure where the directors are of the opinion that the carried forward net
cost may not be recoverable under the above policy. The increase in the provision is charged against
the profit or loss for the year.
When an area of interest is abandoned, any expenditure carried forward in respect of that area is written
off in the year in which the decision to abandon is made, firstly against any existing provision for that
expenditure, with any remaining balance being charged to profit or loss.
Expenditure is not carried forward in respect of any area of interest/mineral resource unless the economic
entity’s rights of tenure to that area of interest are current. Amortisation is not charged on areas under
development, pending commencement of production.
Exploration and evaluation assets are assessed for impairment if:
(i)
(ii)
(iii)
sufficient data exists to determine technical feasibility and commercial viability: and
the term of exploration license in the specific area of interest has expired during the reporting
period or will expire in the near future, and is not expected to be renewed;
substantive expenditure on further exploration for and evaluation of mineral resources in the
specific area are not budgeted nor planned;
(iv) exploration for and evaluation of mineral resources in the specific area have not led to the
discovery of commercially viable quantities of mineral resources and a decision has been made
to discontinue such activities in the specified area; or
(v)
sufficient data exists to indicate that, although a development in the specific area is likely to
proceed, the carrying amount of the exploration and evaluation asset is unlikely to be recovered
in full from successful development or by sale.
The value of R&D tax incentives received in relation to exploration assets is recognised by deducting the
grant when arriving at the carrying value of the asset.
For the purposes of impairment testing, exploration and evaluation assets are allocated to cash-
generating units to which the exploration activity relates. The cash generating unit shall not be larger than
the area of interest. Each area of interest is reviewed at the end of each accounting period and
accumulated costs are written off to the extent that they are not expected to be recoverable in the
future.
(r) Critical accounting judgements and key sources of estimation uncertainty
In the application of AASB’S management is required to make judgments, 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 various other factors that
are believed to be reasonable under the circumstance, the results of which form the basis of making the
judgments. Actual results may differ from these estimates. The estimates and underlying assumptions are
reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the year in which the
estimate is revised if the revision affects only that year, or in the year of the revision and future years if the
revision affects both current and future years.
Judgments made by management that have significant effects on the financial statements and
estimates with a significant risk of material adjustments in the next year are disclosed, where applicable, in
the relevant notes to the financial statements and include:
• Note 11 - Deferred exploration, evaluation and development; and
• Note 12/14 - Measurement of share based payments.
(s) Earnings per share
The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is
calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the
weighted average number of ordinary shares outstanding during the period. Diluted EPS is determined
by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of
ordinary shares outstanding for the effects of all dilutive potential ordinary shares, which comprise share
options granted to employees that are expected to be exercised.
(t) Segment reporting
(i) Determination and presentation of operating segments
An operating segment is a component of the Group that engages in business activities from which it may
earn revenues and incur expenses, including revenues and expenses that relate to transactions with any
of the Group’s other components. All operating segments’ operating results are regularly reviewed by
the Group’s Managing Director and Chief Executive Officer to make decisions about resources to be
allocated to the segment and assess its performance, and for which discrete financial information is
available.
Segment results that are reported to the Managing Director and Chief Executive Officer include items
directly attributable to a segment as well as those that can be allocated on a reasonable basis.
Unallocated items comprise mainly corporate assets (primarily the Company’s headquarters), head
office expenses, and income tax assets and liabilities.
Segment capital expenditure is the total cost incurred during the period to acquire property, plant and
equipment, and intangible assets other than goodwill.
(u) Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary
shares and share options are recognised as a deduction from equity, net of any tax effects. Dividends on
ordinary shares are recognised as a liability in the period in which they are declared.
(v) Determination of fair values
A number of the Group’s accounting policies and disclosures require the determination of fair value, for
both financial and non-financial assets and liabilities. Fair values have been determined for measurement
and / or disclosure purposes based on the following methods. When applicable, further information
about the assumptions made in determining fair values is disclosed in the notes specific to that asset or
liability.
(i) Share-based payment transactions
The fair value of the employee share options and the share appreciation rights is measured using the
Black-Scholes formula. Measurement inputs include share price on measurement date, exercise price of
the instrument, expected volatility (based on weighted average historic volatility adjusted for changes
expected due to publicly available information), weighted average expected life of the instruments
(based on historical experience and general option holder behavior), expected dividends, and the risk-
free interest rate (based on government bonds). Service and non-market performance conditions
attached to the transactions are not taken into account in determining fair value.
36
37
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Orion Gold NL Annual Report 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
3. REVENUES AND EXPENSES
Other income
Sundry revenue
Insurance recoveries
Government grant
Total other income
Exploration and evaluation expenses
2016
$
2015
$
439,720
---
---
439,720
119,464
1,202
83,774
204,440
Exploration and evaluation expenses
Employee expenses
Total exploration and evaluation expenses
1,144,123
305,656
1,449,779
432,011
391,262
823,273
Administration expenses
Administration expenses
Employee expenses
Superannuation
Employee share based payments
Depreciation
Total administration expenses
4
INCOME TAX
Income tax expense
Profit / (loss) before tax
Income tax using the corporation rate of 30%
Movements in income tax expense due to:
Non deductible expenses
Non assessable income
Employee share based payments expensed
(Under) / over provided in prior years
Tax effect of tax losses not recognised
604,847
216,207
6,487
419,659
33,905
1,281,105
660,874
209,459
5,915
191,500
55,660
1,123,408
2016
$
2015
$
(2,528,188)
(2,528,188)
(3,362,961)
(3,362,961)
(758,456)
(1,008,888)
122,838
(252,708)
125,897
(762,429)
762,429
300
---
57,449
(951,139)
---
951,139
Income tax expense/(benefit)
---
---
No income tax is payable by the Group. The directors have considered it prudent not to bring to
account the future income tax benefit of income tax losses and exploration deductions until it is
probable that future taxable profits will be available against which the unused tax losses can be utilised.
The Group has estimated un-recouped gross income tax losses of $70,722,000 (2015: $70,088,810) which
may be available to offset against taxable income in future years, subject to continuing to meet
relevant statutory tests. To the extent that it does not offset a net deferred tax liability, a deferred tax
asset has not been recognised in the accounts for these unused losses because it is not probable that
future taxable profit will be available to use against such losses.
38
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65
Annual Financial Report
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
3. REVENUES AND EXPENSES
Exploration and evaluation expenses
Employee expenses
Total exploration and evaluation expenses
1,144,123
305,656
1,449,779
432,011
391,262
823,273
Other income
Sundry revenue
Insurance recoveries
Government grant
Total other income
Exploration and evaluation expenses
Administration expenses
Administration expenses
Employee expenses
Superannuation
Employee share based payments
Depreciation
Total administration expenses
4
INCOME TAX
Income tax expense
Profit / (loss) before tax
Income tax using the corporation rate of 30%
Movements in income tax expense due to:
Non deductible expenses
Non assessable income
Employee share based payments expensed
(Under) / over provided in prior years
Tax effect of tax losses not recognised
2016
$
2015
$
439,720
---
---
439,720
119,464
1,202
83,774
204,440
604,847
216,207
6,487
419,659
33,905
660,874
209,459
5,915
191,500
55,660
1,281,105
1,123,408
2016
$
2015
$
(2,528,188)
(2,528,188)
(3,362,961)
(3,362,961)
(758,456)
(1,008,888)
122,838
(252,708)
125,897
(762,429)
762,429
300
---
57,449
(951,139)
---
951,139
Income tax expense/(benefit)
---
---
No income tax is payable by the Group. The directors have considered it prudent not to bring to
account the future income tax benefit of income tax losses and exploration deductions until it is
probable that future taxable profits will be available against which the unused tax losses can be utilised.
The Group has estimated un-recouped gross income tax losses of $70,722,000 (2015: $70,088,810) which
may be available to offset against taxable income in future years, subject to continuing to meet
relevant statutory tests. To the extent that it does not offset a net deferred tax liability, a deferred tax
asset has not been recognised in the accounts for these unused losses because it is not probable that
future taxable profit will be available to use against such losses.
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
4 INCOME TAX (continued)
Tax consolidation
For the purposes of income taxation, the Company and its 100% controlled Australian entity, Goldstar
Resources (WA) Pty Ltd elected to form a tax consolidation group from 1 July 2006.
5 EARNINGS PER SHARE
Basic earnings per share amounts are calculated by dividing the net loss for the year attributable to
ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding
during the year.
Diluted earnings per share amounts are calculated by dividing the net loss attributable to ordinary
shareholders by the weighted average number of ordinary shares outstanding during the year (adjusted
for the effects of potentially dilutive options and dilutive partly paid contributing shares).
The following reflects the income and share data used to calculate basic and diluted earnings per share:
a) Basic and diluted profit per share
Loss attributable to ordinary equity holders of the Company
Diluted loss attributable to ordinary equity holders of the Company
b)
Reconciliation of earnings used in calculating earnings per share
Loss attributable to ordinary shares
c) Weighted average number of shares
Weighted average number of ordinary shares used as the
denominator in calculating basic earnings per share.
2016
Cents
2015
Cents
(0.68)
(0.68)
(1.08)
(1.08)
2016
$
2015
$
(2,528,188)
(3,362,961)
2016
Number
2015
Number
372,583,775
398,766,210
Weighted average number of ordinary shares and potential ordinary
shares used as the denominator in calculating diluted earnings per
share.
372,583,775
398,766,210
38
39
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Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
6 CASH AND CASH EQUIVALENTS
Cash and cash equivalents (a)
2016
$
651,748
651,748
2015
$
118,279
118,279
(a) Cash and cash equivalents earn interest at floating rates based on daily bank rates.
Reconciliation from the net loss after tax to the net cash flows used
in operations
2016
$
2015
$
Net loss
(2,528,188)
(3,362,961)
Adjustments for:
Depreciation
Movement in securities in other entities
Share based payments expense
Deferred exploration, evaluation and development impairment
(Gain)/loss on disposal of plant and equipment
Fees and interest waived by shareholder
Changes in assets and liabilities:
(Increase)/decrease in exploration expenditure
(Increase)/decrease in trade and other receivables
(Increase)/decrease in non current receivables
(Increase)/decrease in inventories
(Increase)/decrease in prepayments
(Decrease)/increase in trade and other payables
(Decrease)/increase in provisions
Net cash used in operating activities
33,906
(405,864)
419,659
414,764
3,238
(8,630)
---
(18,360)
---
4,599
(24,044)
(116,747)
(27,180)
(2,252,847)
55,660
---
191,500
1,625,527
(9,536)
---
---
103,661
---
---
34,244
(92,154)
4,142
(1,449,917)
The settlement of outstanding directors’ and creditors’ fees through the issue of shares to the value of
$120,000 (2015: $44,890), constitutes a non-cash operating activity and is not included in the
Consolidated Statement of Cash Flows.
7
TRADE AND OTHER RECEIVABLES
Current receivables:
Security deposits and environmental bonds (a)
Other receivables
Interest receivable
Non-current receivables:
NSR receivable from A1 Consolidated Gold Limited
Security deposits and environmental bonds (a)
2016
$
2015
$
180,000
9,919
1,028
190,947
500,000
210,188
710,188
180,000
10,582
1,076
191,658
---
191,117
191,117
Other receivables are non-interest bearing and are generally on 30-day terms.
(a) Security deposits and environmental bonds comprise cash placed on deposit to secure bank
guarantees in respect of obligations entered into for office rental obligations and environmental
performance bonds. These deposits are not available to finance the Group’s day to day operations.
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Annual Financial Report
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67
Annual Financial Report
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
6 CASH AND CASH EQUIVALENTS
8 ASSET HELD FOR SALE
Cash and cash equivalents (a)
(a) Cash and cash equivalents earn interest at floating rates based on daily bank rates.
Reconciliation from the net loss after tax to the net cash flows used
in operations
Net loss
Adjustments for:
Depreciation
Movement in securities in other entities
Share based payments expense
Deferred exploration, evaluation and development impairment
(Gain)/loss on disposal of plant and equipment
Fees and interest waived by shareholder
Changes in assets and liabilities:
(Increase)/decrease in exploration expenditure
(Increase)/decrease in trade and other receivables
(Increase)/decrease in non current receivables
(Increase)/decrease in inventories
(Increase)/decrease in prepayments
(Decrease)/increase in trade and other payables
(Decrease)/increase in provisions
Net cash used in operating activities
Consolidated Statement of Cash Flows.
7
TRADE AND OTHER RECEIVABLES
Security deposits and environmental bonds (a)
Current receivables:
Other receivables
Interest receivable
Non-current receivables:
NSR receivable from A1 Consolidated Gold Limited
Security deposits and environmental bonds (a)
2016
$
651,748
651,748
2015
$
118,279
118,279
2016
$
2015
$
(2,528,188)
(3,362,961)
33,906
(405,864)
419,659
414,764
3,238
(8,630)
---
---
4,599
(24,044)
(116,747)
(27,180)
55,660
---
191,500
1,625,527
(9,536)
---
---
---
---
34,244
(92,154)
4,142
2016
$
2015
$
180,000
9,919
1,028
190,947
500,000
210,188
710,188
180,000
10,582
1,076
191,658
---
191,117
191,117
2016
$
2015
$
Exploration assets - Walhalla Exploration Project (see Note 12)
---
850,000
During the reporting period, under terms of the binding agreement with A1 Consolidated Gold Limited
(A1 Gold), MIN 5487 licence was derecognised by the Company. Satisfaction of completion of sale has
been met and under AASB 139, the carrying value of the asset is no longer required to be held by the
Company. The value owing against the NSR is listed as a non current receivable asset as the period of
receipt can occur at anytime but before 19 August 2018.
The Company has been approached by various parties who have expressed an interest in becoming
involved in its Fraser Range Project. Discussions are ongoing and the project holding does not satisfy
certain requirements of AASB 5 to be reclassified as ‘Held for Sale or Discontinued Operations’.
9 AVAILABLE FOR SALE FINANCIAL ASSETS
Shares – ASX listed company at fair value
164,142
---
Available for sale financial assets is an investment of shares in a listed company on the ASX. The fair value
of the shares is determined by reference to published price quotations within the relevant market.
2016
$
2015
$
(18,360)
103,661
10 UNLISTED SECURITIES IN OTHER ENTITIES
2016
$
2015
$
The settlement of outstanding directors’ and creditors’ fees through the issue of shares to the value of
$120,000 (2015: $44,890), constitutes a non-cash operating activity and is not included in the
Securities held in other entities is an investment of unlisted options in a listed company on the ASX. The fair
value of these securities is measured using an appropriate financial model, including the value of the
entities share price, as published, in the relevant market domain.
(2,252,847)
(1,449,917)
Unlisted securities in other entities at fair value
541,722
---
11 PROPERTY, PLANT AND EQUIPMENT
Opening cost - 1 July
Accumulated depreciation
Opening written down value
Additions
Disposals/write offs
Depreciation charge for the year
Written down value at 30 June
2016
$
2015
$
1,014,631
(921,539)
93,092
---
(3,238)
(33,905)
55,949
1,003,781
(865,878)
137,902
11,314
(464)
(55,660)
93,092
Other receivables are non-interest bearing and are generally on 30-day terms.
(a) Security deposits and environmental bonds comprise cash placed on deposit to secure bank
guarantees in respect of obligations entered into for office rental obligations and environmental
performance bonds. These deposits are not available to finance the Group’s day to day operations.
40
41
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Orion Gold NL Annual Report 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
12 DEFERRED EXPLORATION, EVALUATION AND DEVELOPMENT
Acquired mineral rights
Opening cost
Exploration and evaluation acquired
Exploration, evaluation and development
Deferred exploration and evaluation expenditure
Opening cost
Expenditure incurred
R&D tax offset received in relation to exploration assets
Exploration expensed
Impairment (a)
Reclassification to assets held for sale (b)
Deferred exploration and evaluation expenditure
2016
$
2015
$
2,228,640
---
2,228,640
2,228,640
---
2,228,640
1,788,985
1,934,719
(830,000)
(1,449,779)
(414,764)
---
1,029,161
3,209,997
3,015,581
(1,137,693)
(823,373)
(1,625,527)
(850,000)
1,788,985
Net Carrying amount at 30 June
3,257,801
4,017,625
(a) As at 30 June 2016 the Group undertook a review of the carrying value of each area of interest. As
a result, the carrying value of deferred exploration, evaluation and development expenditure in the
Statement of Financial Position for the Fraser Range Project in Western Australia, as at 30 June 2016,
was impaired by $414,764 due to analysis performed by management indicating that the
capitalised exploration on an area of interest would not be recoverable by the Company as
successful future development is not expected.
(b) As a result of the terms of the binding agreement with A1 Gold, the directors considered the
reclassification of the carrying value to Assets Held for Sale as appropriate for financial year ending
2015 (see Note 8).
13 SHARE BASED PAYMENTS
The Group has an Option and Performance Rights Plan (OPRP) for the granting of options or performance
rights to employees. There were 1,000,000 options granted to employees and consultants during the
financial year (2015: 500,000 options) under the Company’s OPRP.
Outlined below is a summary of options issued during the year ended 30 June 2016 to employees under
the OPRP:
Employees
Employees
Employees
Total
Number of
options Grant date
Vesting date
Expiry date
333,333
26/11/2015
30/11/2015
30/11/2020
333,333
26/11/2015
30/11/2016
30/11/2020
333,334
26/11/2015
30/11/2017
30/11/2020
1,000,000
Outlined below is a summary of options issued during the year ended 30 June 2016 to directors or
contractors at the discretion of the Board and approved by shareholders at a General Meeting of
shareholders:
Number of
options Grant date
Vesting date
Expiry date
Directors and contractors
18,000,000
26/11/2015
30/11/2015
30/11/2020
Directors and contractors
18,000,000
26/11/2015
30/11/2016
30/11/2020
Directors and contractors
18,000,000
26/11/2015
30/11/2017
30/11/2020
Total
54,000,000
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69
Annual Financial Report
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
12 DEFERRED EXPLORATION, EVALUATION AND DEVELOPMENT
13 SHARE BASED PAYMENTS (continued)
Acquired mineral rights
Opening cost
Exploration and evaluation acquired
Exploration, evaluation and development
Deferred exploration and evaluation expenditure
Opening cost
Expenditure incurred
Exploration expensed
Impairment (a)
R&D tax offset received in relation to exploration assets
Reclassification to assets held for sale (b)
Deferred exploration and evaluation expenditure
2016
$
2015
$
2,228,640
2,228,640
---
---
2,228,640
2,228,640
1,788,985
1,934,719
(830,000)
(1,449,779)
3,209,997
3,015,581
(1,137,693)
(823,373)
(414,764)
(1,625,527)
---
1,029,161
(850,000)
1,788,985
Net Carrying amount at 30 June
3,257,801
4,017,625
(a) As at 30 June 2016 the Group undertook a review of the carrying value of each area of interest. As
a result, the carrying value of deferred exploration, evaluation and development expenditure in the
Statement of Financial Position for the Fraser Range Project in Western Australia, as at 30 June 2016,
was impaired by $414,764 due to analysis performed by management indicating that the
capitalised exploration on an area of interest would not be recoverable by the Company as
successful future development is not expected.
(b) As a result of the terms of the binding agreement with A1 Gold, the directors considered the
reclassification of the carrying value to Assets Held for Sale as appropriate for financial year ending
2015 (see Note 8).
13 SHARE BASED PAYMENTS
The Group has an Option and Performance Rights Plan (OPRP) for the granting of options or performance
rights to employees. There were 1,000,000 options granted to employees and consultants during the
financial year (2015: 500,000 options) under the Company’s OPRP.
Outlined below is a summary of options issued during the year ended 30 June 2016 to employees under
the OPRP:
Employees
Employees
Employees
Total
shareholders:
Number of
1,000,000
options Grant date
Vesting date
Expiry date
333,333
26/11/2015
30/11/2015
30/11/2020
333,333
26/11/2015
30/11/2016
30/11/2020
333,334
26/11/2015
30/11/2017
30/11/2020
Outlined below is a summary of options issued during the year ended 30 June 2016 to directors or
contractors at the discretion of the Board and approved by shareholders at a General Meeting of
Number of
options Grant date
Vesting date
Expiry date
Directors and contractors
18,000,000
26/11/2015
30/11/2015
30/11/2020
Directors and contractors
18,000,000
26/11/2015
30/11/2016
30/11/2020
Directors and contractors
18,000,000
26/11/2015
30/11/2017
30/11/2020
Total
54,000,000
Set out below is a summary of options granted to directors, employees and contractors either under the
Company’s OPRP approved by shareholders or on exercise of discretion by the Board and approved by
shareholders at a General Meeting of shareholders:
Reporting
Year
2016
2015
Balance at
beginning
of year
30,500,000
30,685,625
Granted
during year
Exercised
during year
Expired
during the
year
Balance at
end of year
55,000,000
500,000
---
---
---
(685,628)
85,500,000
30,500,000
Exercisable
at end of
year
48,583,333
11,000,000
The fair values of the options are estimated at the date of grant using the Black Scholes option pricing model.
Total expenses arising from share-based payment transactions recognised during the year as part of
employee benefit expense was $419,659 (2015: $191,500).
The weighted average contractual life for the share options outstanding as at 30 June 2016 is between 1 and
4 years (2015: 1 and 4 years).
14 TRADE AND OTHER PAYABLES
Current
Trade payables
Accruals
2016
$
2015
$
222,579
73,839
296,418
255,664
142,677
398,341
Trade payables are non-interest bearing and are normally settled on 30 – 60 day terms. For terms and
conditions relating to Related Parties refer to Note 19.
15 ISSUED CAPITAL AND RESERVES
Ordinary fully paid shares
Contributing shares
2016
$
2015
$
75,963,713
2,351
73,455,912
2,351
75,966,064
73,458,263
The following movements in issued capital occurred during the reporting period:
Ordinary fully paid shares
Opening balance at 1 July 2015
Share issues:
Placement
Entitlements offer
Silja Facility loan conversion
Tarney Facility loan conversion
Less: Issue costs
Number of
Shares
Issue
Price
$
305,627,982
---
73,455,912
60,673,331
66,069,891
9,333,333
33,333,333
---
$0.015
$0.015
$0.015
$0.015
---
910,100
991,049
140,000
500,000
(33,348)
Closing balance at 30 June 2016
475,037,870
75,963,713
42
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Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
15 ISSUED CAPITAL AND RESERVES (continued)
Contributing shares
Opening balance at 1 July 2015
Closing balance at 30 June 2016
2016
$
58,775
58,775
2015
$
2,351
2,351
The following movements in issued capital occurred during the prior period:
Ordinary fully paid shares
Opening balance at 1 July 2014
Share issues:
Placement
Entitlements offer
In lieu of fees
Less: Issue costs
Number of
Shares
Issue
Price
$
242,993,740
---
71,615,286
822,666
61,549,243
262,333
---
$0.045
$0.030
$0.030
---
37,020
1,846,477
7,870
(50,741)
73,455,912
Closing balance at 30 June 2015
305,627,982
Contributing shares
Opening balance at 1 July 2014
Closing balance at 30 June 2015
Share based payments reserve
58,775
58,775
2,351
2,351
The employee share option and share plan reserve is used to record the value of equity benefits
provided to employees and directors as part of their remuneration. Refer to Note 12 for further details of
these plans.
2016
$
2015
$
Share based payments reserve
1,385,894
1,044,774
The following movements in the share based payments reserve occurred during the period:
Opening balance at 1 July 2014
Share based payments expense
Unlisted share options expired and transferred to accumulated losses (i)
Closing balance at 30 June 2015
Share based payments expense (i)
Unlisted share options expired and transferred to accumulated losses (i)
Closing balance at 30 June 2016
$
1,127,575
191,500
(274,301)
1,044,774
419,659
(78,539)
1,385,894
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71
Annual Financial Report
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
15 ISSUED CAPITAL AND RESERVES (continued)
15 ISSUED CAPITAL AND RESERVES (continued)
Contributing shares
Opening balance at 1 July 2015
Closing balance at 30 June 2016
2016
$
58,775
58,775
2015
$
2,351
2,351
The following movements in issued capital occurred during the prior period:
(i) During the year, previously recognised share based payment transactions for options which had
vested but subsequently expired were transferred to accumulated losses.
The following options to subscribe for ordinary fully paid shares expired during the year:
Class
Unlisted options
Unlisted options
Listed options
Total
Number of
options
Expiry date
Exercise price
6,000,000
31/07/2015
3,500,000
31/08/2015
42,500,000
31/08/2015
$0.247849
$0.247849
$0.197849
52,000,000
242,993,740
---
71,615,286
16 LOAN
On 30 July 2015, the Company announced that it had finalised loan agreements with two of its major
shareholders for a total of $1,000,000.
A $500,000 loan facility was agreed with Silja Investment Ltd (Silja), the Company’s largest shareholder and a
company associated with Non-executive Director, Mr Alexander Haller, and a $500,000 loan facility was
agreed with Tarney Holdings Pty Ltd ATF The DP & FL Waddell Family Trust (Tarney), a company associated
with the Company’s Chairman, Mr Denis Waddell (together the Facilities).
During the reporting period, both Facilities were drawn on. The Tarney Facility was drawn down in full. The Silja
Facility was drawn on for $100,000, bringing the total of the Facility to $240,000 as the prior loan balance of
$140,000 was rolled into the new Facility agreement.
Under the terms of the Facilities, the Company or lenders had the option to convert cash drawn down under
the Facilities to ordinary shares (subject to Shareholder approval).
As approved by shareholders at the Annual General Meeting held on 26 November 2015, on 2 December
2015 the Company issued the following ordinary shares at an issue price of $0.015 per share to convert loans
from director related entities into ordinary shares:
•
•
33,333,333 ordinary shares to Tarney - $500,000
9,333,333 ordinary shares to Silja - $140,000
On 23 February 2016 the Company paid Silja $100,000, thereby repaying the balance of the Silja Facility that
was outstanding as at 31 December 2015. Following the repayment of the Silja Facility, the security against all
present and after acquired property of the Company was removed.
The Facilities have now expired with nil owing to either lender.
Ordinary fully paid shares
Opening balance at 1 July 2014
Share issues:
Placement
Entitlements offer
In lieu of fees
Less: Issue costs
Contributing shares
Opening balance at 1 July 2014
Closing balance at 30 June 2015
Share based payments reserve
Number of
Shares
Issue
Price
$
822,666
$0.045
37,020
61,549,243
$0.030
1,846,477
262,333
$0.030
---
---
7,870
(50,741)
58,775
58,775
2,351
2,351
Closing balance at 30 June 2015
305,627,982
73,455,912
The employee share option and share plan reserve is used to record the value of equity benefits
provided to employees and directors as part of their remuneration. Refer to Note 12 for further details of
these plans.
2016
$
2015
$
Share based payments reserve
1,385,894
1,044,774
The following movements in the share based payments reserve occurred during the period:
Opening balance at 1 July 2014
Share based payments expense
Closing balance at 30 June 2015
Share based payments expense (i)
Closing balance at 30 June 2016
Unlisted share options expired and transferred to accumulated losses (i)
Unlisted share options expired and transferred to accumulated losses (i)
$
1,127,575
191,500
(274,301)
1,044,774
419,659
(78,539)
1,385,894
44
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Orion Gold NL Annual Report 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
17 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
Financial Risk Management
Overview
The Group has exposure to the following risks from its use of financial instruments:
• Market risk.
• Credit risk.
•
Liquidity risk.
This note presents information about the Group’s exposure to each of the above risks, its objectives,
policies and processes for measuring and managing risk, and the management of capital.
The Board of Directors has overall responsibility for the establishment and oversight of the risk
management framework.
Risk management policies are established to identify and analyse the risks faced by the Group, to set
appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies
and systems are reviewed regularly to reflect changes in market conditions and the Group’s activities.
The Group’s Audit Committee oversees how management monitors compliance with the Group’s risk
management policies and procedures and reviews the adequacy of the risk management framework in
relation to the risks faced by the Group.
The Group's principal financial instruments are cash, short-term deposits, receivables, loan and payables.
Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and
equity prices will affect the Group’s income and expenses or the value of its holdings of financial
instruments. The objective of market risk management is to manage and control market risk exposures
within acceptable parameters, while optimising the return.
Equity price risk
The Group is currently not subject to equity price risk movement.
Interest rate risk
Interest rate risk is the risk that the value of a financial instrument or cash flows associated with the
instrument will fluctuate due to changes in market interest rates. Interest rate risk arises from fluctuations in
interest bearing financial assets and liabilities that the Group uses. Interest bearing assets comprise cash
and cash equivalents which are considered to be short-term liquid assets and investment decisions are
governed by the monetary policy.
During the year, the Group had no variable rate interest bearing liability.
It is the Group's policy to settle trade payables within the credit terms allowed and therefore not incur
interest on overdue balances.
The Group is not materially exposed to changes in market interest rates. A 1% variation in interest rates
would result in interest revenue changing by $1,000 (2015: $1,000) based on year-end cash balances, and
$nil (2015: $nil) based on year-end security bonds and deposits balances, assuming all other variables
remain unchanged.
The Group does not account for any fixed rate financial assets and liabilities at fair value through profit
and loss.
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Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
17 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
17 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)
The Group has exposure to the following risks from its use of financial instruments:
Financial Risk Management
Overview
• Market risk.
• Credit risk.
•
Liquidity risk.
Market risk
Equity price risk
Interest rate risk
This note presents information about the Group’s exposure to each of the above risks, its objectives,
policies and processes for measuring and managing risk, and the management of capital.
The Board of Directors has overall responsibility for the establishment and oversight of the risk
management framework.
Risk management policies are established to identify and analyse the risks faced by the Group, to set
appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies
and systems are reviewed regularly to reflect changes in market conditions and the Group’s activities.
The Group’s Audit Committee oversees how management monitors compliance with the Group’s risk
management policies and procedures and reviews the adequacy of the risk management framework in
relation to the risks faced by the Group.
The Group's principal financial instruments are cash, short-term deposits, receivables, loan and payables.
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and
equity prices will affect the Group’s income and expenses or the value of its holdings of financial
instruments. The objective of market risk management is to manage and control market risk exposures
within acceptable parameters, while optimising the return.
The Group is currently not subject to equity price risk movement.
Interest rate risk is the risk that the value of a financial instrument or cash flows associated with the
instrument will fluctuate due to changes in market interest rates. Interest rate risk arises from fluctuations in
interest bearing financial assets and liabilities that the Group uses. Interest bearing assets comprise cash
and cash equivalents which are considered to be short-term liquid assets and investment decisions are
governed by the monetary policy.
During the year, the Group had no variable rate interest bearing liability.
It is the Group's policy to settle trade payables within the credit terms allowed and therefore not incur
interest on overdue balances.
The Group is not materially exposed to changes in market interest rates. A 1% variation in interest rates
would result in interest revenue changing by $1,000 (2015: $1,000) based on year-end cash balances, and
$nil (2015: $nil) based on year-end security bonds and deposits balances, assuming all other variables
The Group does not account for any fixed rate financial assets and liabilities at fair value through profit
remain unchanged.
and loss.
Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument
fails to meet its contractual obligations, and arises principally from the Group’s receivables from customers
and investment securities.
The Group does not presently have customers and consequently does not have credit exposure to
outstanding receivables. Trade and other receivables represent GST refundable from the Australian
Taxation Office and security bonds and deposits. Trade and other receivables are neither past due nor
impaired.
Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The
Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient
liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring
unacceptable losses or risking damage to the Group’s reputation. Refer to Note 2(a) for a summary of
the Group’s current plans for managing its liquidity risk.
The Group’s objective is to maintain a balance between continuity of funding and flexibility. The Group’s
exposure to financial obligations relating to corporate administration and projects expenditure, are
subject to budgeting and reporting controls, to ensure that such obligations do not exceed cash held
and known cash inflows for a period of at least 1 year.
Fair value of financial assets and liabilities
The fair value of cash and cash equivalents and non-interest bearing financial assets and financial
liabilities of the Group is equal to their carrying value.
Foreign currency risk
The Group’s exposure to currency risk is minimal at this stage of the operations.
Commodity price risk
The Group’s exposure to price risk is minimal at this stage of the operations.
Capital management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a
going concern in order to provide returns for shareholders and benefits for other stakeholders. The
management of the Group’s capital is performed by the Board.
The Board manages the Group’s liquidity ratio to ensure that it meets its financial obligations as they fall
due and specifically allowing for the expenditure commitments for its mining tenements to ensure that the
Group’s main assets are not at risk.
Refer to Note 2(a) for a summary of the Group’s current plan for managing its going concern.
None of the Group’s entities are subject to externally imposed capital requirements.
46
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Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
18 COMMITMENTS AND CONTINGENCIES
Tenement commitments – Australia
The Group has a portfolio of tenements located in Western Australia, Queensland and Victoria, which all
have a requirement for a certain level of expenditure each and every year in addition to annual rental
payments for the tenements. Future minimum expenditure commitments as at 30 June are as follows:
Within one year
After one year but not more than five years
More than five years
2016
$
1,500,150
6,676,850
---
8,177,000
2015
$
1,570,800
6,528,300
---
8,099,100
Guarantees
The Company has the following contingent liabilities at 30 June 2016:
•
The Group has negotiated bank guarantees in favour of the Victorian Government for rehabilitation
obligations of mining tenements. The total of these guarantees at 30 June 2016 was $250,000 (2015:
$250,000). The Group has sufficient term deposits to cover the outstanding guarantees.
It has guaranteed to cover the directors and officers in the event of legal claim against the individual
or as a group for conduct which is within the Company guidelines, operations and procedures.
•
Provision for rehabilitation
The state government regulations in the various states in which the Group operates require rehabilitation
of drill sites including any other sites where the Group has caused surface and ground disturbance. The
costs are not of a material nature and vary across disturbance sites. To date rehabilitation has taken
place on drill sites as drill rigs are moved as part of the exploration program when drilling in a particular
area of interest is complete or not active for an extended period of time due to other drilling project
priorities.
As part of the Group’s environmental policy exploration and access sites are regenerated to match or
exceed local government and state government expectations. The costs are not considered to be
material by the group however this policy will be reviewed as exploration and development activities
increase as the Company moves closer towards commercial production.
Rental property commitments
The Group has entered into a commercial lease for office space in Melbourne, Victoria, for one year
(expiring August 2017).
There are no restrictions placed upon the lessee by entering into these leases apart from the 12 month
commitment from the agreement dates.
Future minimum rentals payable under non-cancellable commercial leases as at 30 June are as follows:
Within one year
After one year but not more than five years
More than five years
2016
$
2015
$
17,000
2,748
---
19,748
2,701
---
---
2,701
Guarantees
The Company has the following bonds at 30 June 2016:
•
The Group has negotiated guarantees in favour of rental agreements. The total of these guarantees
at 30 June 2016 was $3,117 (2015: $3,117).
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75
Annual Financial Report
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
18 COMMITMENTS AND CONTINGENCIES
Tenement commitments – Australia
The Group has a portfolio of tenements located in Western Australia, Queensland and Victoria, which all
have a requirement for a certain level of expenditure each and every year in addition to annual rental
payments for the tenements. Future minimum expenditure commitments as at 30 June are as follows:
Within one year
After one year but not more than five years
More than five years
2016
$
1,500,150
6,676,850
---
2015
$
1,570,800
6,528,300
---
8,177,000
8,099,100
Guarantees
The Company has the following contingent liabilities at 30 June 2016:
•
•
The Group has negotiated bank guarantees in favour of the Victorian Government for rehabilitation
obligations of mining tenements. The total of these guarantees at 30 June 2016 was $250,000 (2015:
$250,000). The Group has sufficient term deposits to cover the outstanding guarantees.
It has guaranteed to cover the directors and officers in the event of legal claim against the individual
or as a group for conduct which is within the Company guidelines, operations and procedures.
Provision for rehabilitation
The state government regulations in the various states in which the Group operates require rehabilitation
of drill sites including any other sites where the Group has caused surface and ground disturbance. The
costs are not of a material nature and vary across disturbance sites. To date rehabilitation has taken
place on drill sites as drill rigs are moved as part of the exploration program when drilling in a particular
area of interest is complete or not active for an extended period of time due to other drilling project
priorities.
As part of the Group’s environmental policy exploration and access sites are regenerated to match or
exceed local government and state government expectations. The costs are not considered to be
material by the group however this policy will be reviewed as exploration and development activities
increase as the Company moves closer towards commercial production.
The Group has entered into a commercial lease for office space in Melbourne, Victoria, for one year
Rental property commitments
(expiring August 2017).
There are no restrictions placed upon the lessee by entering into these leases apart from the 12 month
commitment from the agreement dates.
Within one year
After one year but not more than five years
More than five years
2016
$
2015
$
17,000
2,748
---
19,748
2,701
---
---
2,701
Guarantees
The Company has the following bonds at 30 June 2016:
•
The Group has negotiated guarantees in favour of rental agreements. The total of these guarantees
at 30 June 2016 was $3,117 (2015: $3,117).
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
19 RELATED PARTY DISCLOSURE
The consolidated financial statements include the financial statements of the Company and the
subsidiary’s listed in the following table.
Country of
incorporation
Goldstar Resources (WA) Pty Ltd
Kamax Resources Limited
Australia
Australia
Equity interest
Investment
2016
%
100
100
2015
%
100
100
2016
$
2015
$
1
1
778,823
778,823
Orion Gold NL is the ultimate Australian parent entity incorporated in Australia.
Subsidiaries
An inter-company loan exists between Orion Gold NL (parent) and:
(i) Goldstar Resources (WA) Pty Ltd (subsidiary) of $1,946,300 (2015: $1,946,300). A provision for
impairment of $1,946,300 (2015: $1,946,300) has been recognised in relation to this loan;
(ii) Kamax Resources Limited (subsidiary) of $2,160,406 (2015: $2,118,108). A provision for impairment of
$nil (2015: $nil) has been recognised in relation to this loan.
Terms and conditions of transactions with related parties
Sales to and purchases from related parties are made at both market prices and normal commercial
terms.
Key management personnel compensation
The key management personnel compensation included in administration expenses and exploration and
evaluation expenses (refer Note 3) and deferred exploration, evaluation and development (refer Note 12)
is as follows:
Short-term employee benefits
Share-based payments
Consolidated
2016
$
421,200
400,806
822,006
2015
$
461,775
141,310
603,085
Individual directors and executives compensation disclosures
Information regarding individual directors and executives’ compensation and some equity instruments
disclosures as required by Corporations Regulations 2M.3.03 is provided in the remuneration report section
of the directors’ report.
Future minimum rentals payable under non-cancellable commercial leases as at 30 June are as follows:
Key management personnel and director transactions
A number of key management personnel, or their related parties, hold positions in other entities that result
in them having control, joint control or a relevant interest over the financial or operating policies of those
entities.
A number of these entities transacted with the Group during the year. The terms and conditions of the
transactions with key management personnel and their related parties were no more favourable than
those available, or which might reasonably be expected to be available, on similar transactions to non-
key management personnel related entities on an arm’s length basis.
From time to time, Directors of the Group, or their related entities, may provide services to the Group.
These services are provided on terms that might be reasonably expected for other parties and are trivial
or domestic in nature.
On 17 December 2015, the Company issued 800,000 ordinary shares to Mr Errol Smart at an issue price of
$0.015 per share to raise $12,000. The issue of ordinary shares was for participation in the Share Purchase
Plan.
48
49
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Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
19 RELATED PARTY DISCLOSURE (continued)
On 2 December 2015, the Company issued 6,666,666 ordinary shares to Mr Errol Smart at an issue price of
$0.015 per share to raise $100,000. The issue of ordinary shares was approved at the Company’s Annual
General Meeting held on 26 November 2015.
On 2 December 2015 the Company issued the following ordinary shares at an issue price of $0.015 per
share to convert loans from director related entities into ordinary shares:
•
•
33,333,333 ordinary shares to Tarney - $500,000
9,333,333 ordinary shares to Silja - $140,000
Refer to note 16 for further detail.
20 AUDITOR REMUNERATION
Amounts received or due and receivable by RSM Australia
Partners for:
An audit or review of the financial report of the Company and
any other entity in the Group
Tax compliance
Total amounts for RSM Australia Partners
21 SEGMENT REPORTING
2016
$
2015
$
29,300
7,100
36,400
27,000
12,550
39,550
The Group had one reportable segment during the period, being mineral exploration (including gold,
copper, nickel and PGEs) in Australia, which was the Group’s exploration focus. The Managing Director
and Chief Executive Officer reviews internal management reports for this exploration area on monthly
basis.
50
On 2 December 2015, the Company issued 6,666,666 ordinary shares to Mr Errol Smart at an issue price of
$0.015 per share to raise $100,000. The issue of ordinary shares was approved at the Company’s Annual
General Meeting held on 26 November 2015.
On 2 December 2015 the Company issued the following ordinary shares at an issue price of $0.015 per
share to convert loans from director related entities into ordinary shares:
•
•
33,333,333 ordinary shares to Tarney - $500,000
9,333,333 ordinary shares to Silja - $140,000
Refer to note 16 for further detail.
20 AUDITOR REMUNERATION
Amounts received or due and receivable by RSM Australia
Partners for:
An audit or review of the financial report of the Company and
any other entity in the Group
Tax compliance
Total amounts for RSM Australia Partners
21 SEGMENT REPORTING
2016
$
2015
$
29,300
7,100
36,400
27,000
12,550
39,550
The Group had one reportable segment during the period, being mineral exploration (including gold,
copper, nickel and PGEs) in Australia, which was the Group’s exploration focus. The Managing Director
and Chief Executive Officer reviews internal management reports for this exploration area on monthly
basis.
Orion Gold NL
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77
Annual Financial Report
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
19 RELATED PARTY DISCLOSURE (continued)
22 PARENT ENTITY DISCLOSURES
As at, and throughout, the financial year ending 30 June 2016 the parent company of the Group was
Orion Gold NL.
Result of parent entity
Loss for the period
Other comprehensive income
Total comprehensive income for the period
Financial position of parent entity at year end
Current assets
Total assets
Current liabilities
Total liabilities
Total net assets
Total equity of the parent entity comprising of:
Issued capital
Accumulated losses
Other reserves
Total equity
Company
2016
$
2015
$
(1,905,122)
(2,374,819)
---
---
(1,905,122)
(2,374,819)
1,395,305
7,649,948
977,281
6,916,231
274,192
275,124
543,975
563,745
7,374,825
6,352,486
75,966,064
73,458,263
(69,977,133)
(68,150,551)
1,385,894
7,374,825
1,044,774
6,352,486
Parent entity contingencies
The directors are of the opinion that provisions are not required in respect of these matters, as it is not
probable that a future sacrifice of economic benefits will be required or the amount is not capable of
reliable measurement.
Parent entity commitments in relation to minimum expenditure on tenements
Tenements
Minimum expenditure requirement:
Within one year
One year later and no later than five years
Later than five years
Total
Parent entity commitments in relation to rental property
Commitments
Rental property commitments
2016
$
2015
$
1,500,150
6,676,850
---
1,570,800
6,528,300
---
8,177,000
8,099,100
2016
$
2015
$
19,748
2,701
50
51
78
Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
22 PARENT ENTITY DISCLOSURES (continued)
Contingent liabilities
The Company has issued bank guarantees in respect of its rental agreements and mining tenements.
Under the terms of the financial guarantee contracts, the Company will make payments to reimburse
the guarantors upon failure of the Company to make payments when due. Refer to note 18 for further
detail.
23 SUBSEQUENT EVENTS AFTER THE BALANCE DATE
There has not arisen in the interval between the end of the financial year and the date of this report any
item, transaction or event of a material and unusual nature likely, in the opinion of the directors of the
Company, to affect the operations of the Group, the results of those operations or the state of affairs of
the Group in subsequent financial years except for those matters referred to below:
Earn-In Right - Jacomynspan Nickel-Copper-PGE Project (South Africa)
As referred to in the Operations section of this Report, subsequent to the end of the year the Company
announced that it had entered into a binding term sheet to acquire the earn-in rights over the
Jacomynspan Project from two companies, Namaqua Nickel Mining (Pty) Ltd (Namaqua) and Disawell
(Pty) Ltd (Disawell) (together the Companies), which hold partly overlapping prospecting rights and
mining right applications.
The Company’s earn-in right is via a South African-registered special-purpose vehicle (SPV), which will be
established by the Company as its vehicle for investment in the joint ventures and of which historically-
disadvantaged South African (HDSA) shall hold a minimum of 26% of the issued shares. Key terms of the
transaction are set out below:
•
SPV has the exclusive opportunity to earn up to an 80% interest (Company 59.2%) in the Companies.
The Companies are privately owned South African companies with 26% or greater HDSA ownership.
• Conditions precedent to the commencement of earn in rights (Earn-In Commencement Date)
include:
o Due diligence to be conducted by the Company;
o
The Company providing the Companies with an initial exploration program to be carried out
for the first 6 month period following the Earn-In Commencement Date (Initial Program);
The Companies obtaining all necessary approvals for the Company to access the
Jacomynspan Project and conduct exploration activities including the Initial Program;
The Company providing proof of financial capacity to execute the Initial Program prior to 9
January 2017; and
The parties entering into a comprehensive earn-in agreement prior to 10 November 2016.
o
o
o
• Orion SPV is able to earn an initial interest of 25% (Orion 18.5%) in the Companies via staged
expenditure of USD500,000 on the Jacomynspan Project over the 12 months from the Earn In
Commencement Date (First Earn In Right) including:
Expenditure commitment of USD250,000 in the first 6 months; and
o
o A further $250,000 must be spent within 12 months of the Earn-In Commencement Date
(USD500,000 in total expenditure).
• Once Orion SPV has earnt the initial 25% interest:
o
o
The Companies will issue the Company with fully paid ordinary shares in the Companies
which shall result in Orion SPV being the holder of 25% of the total shares on issue immediately
following such issue of shares;
The Companies will record a shareholder loan account in favour of Orion SPV to the value of
the First Earn In Right expenditure incurred by Orion and shall continue to record further
expenditure by the Orion SPV as an increase in the shareholder loan account (Orion Loan);
52
Orion Gold NL
Annual Financial Report
Orion Gold NL
79
Annual Financial Report
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
23 SUBSEQUENT EVENTS AFTER THE BALANCE DATE (Continued)
o
The Company can elect to increase its interest via further expenditure, as detailed below, or
maintain its 25% interest by contributing pro-rata to exploration; and
o Within 30 days, the parties will negotiate the terms of a shareholders agreement to govern the
terms of relationship between the shareholders.
•
Following the First Earn In Right, should the Company elect to increase its interest via further
expenditure, the Orion SPV can earn a further 25% interest (making its total interest 50% (the Company
37%)) by expending a further USD1,000,000 on the Jacomynspan Project (USD1,500,000 total
expenditure) over a further 12 months (2 years from Earn-In Commencement Date) (Second Earn In
Right).
• Once Orion SPV has earnt a 50% interest:
o
o
The Companies will issue the Company with shares which shall result in Orion SPV being the
holder of 50% of the total shares on issue immediately following such issue of shares; and
The Company can elect to increase its interest via further expenditure, as detailed below, or
maintain its 50% interest by contributing pro-rata to exploration.
•
Following the Second Earn in Right, should the Company elect to increase its interest via further
expenditure, Orion SPV can earn a further 30% interest (making its total interest 80% (the Company
59.2%)) by:
o
Expending a
expenditure) over a further 12 months (3 years from Earn In Commencement Date);
the Jacomynspan Project (USD2,000,000
further USD500,000 on
total
o Completing a bankable feasibility study, which has been reviewed and signed off by an
independent external expert; and
o Providing or securing project finance terms to develop a mining operation within the Project
Area as per the bankable feasibility study and which shall not result in any Shareholder
dilution.
• On the Earn-In Commencement Date, the Company will be appointed as the operator and manager
of the joint ventures and will have the right to appoint a minimum of one director to the boards of the
Companies.
•
The Companies shareholders on the date of execution of the term sheet (Signature Date) shall be
entitled to a 2% royalty in proportion to their beneficial interest in the Companies at the Signature
Date, on net smelter returns arising from the production and sale of metals from the Jacomynspan
Project’s SAMREC resource as at the Signature Date (Royalty). At any time following the Earn-In
Commencement Date, Orion shall have the right at its sole discretion to buy out the Royalty for an
aggregate value of USD2,000,000.
• As noted above, all expenditure by the Company shall be advanced to the Companies as an Orion
Loan. In addition to the Orion Loan, the Companies have existing shareholder loans of ZAR78,500,000
(USD5,400,000) as at the Signature Date (together Shareholder Loans). Following the completion of
the First Stage Earn In, the parties will negotiate the terms of a Shareholders Loan to govern the terms
of the Shareholder Loans. The Shareholder Loan agreement will contain clauses normally
contemplated by a formal agreement negotiated in good faith between the parties.
Should the Company fail to meet its earn in right commitments, then either the parties will re-negotiate
the terms of the term sheet or, if the parties are unable to agree those new terms, then the Company will
relinquish its rights to earn any further interest in the Companies and the term sheet will be at an end.
Placement
On 16 September 2016, the Company announced that it had issued 9,100,000 ordinary shares at $0.025
per share to raise $227,500 by way of placement. The proceeds will be used to progress drilling and
exploration work as part of due diligence being undertaken on the Areachap project and to progress
exploration work at Connors Arc in Queensland and Fraser Range in Western Australia.
52
53
Notes to the Consolidated Financial Statements
FOR THE YEAR ENDED 30 JUNE 2016
22 PARENT ENTITY DISCLOSURES (continued)
Contingent liabilities
The Company has issued bank guarantees in respect of its rental agreements and mining tenements.
Under the terms of the financial guarantee contracts, the Company will make payments to reimburse
the guarantors upon failure of the Company to make payments when due. Refer to note 18 for further
detail.
23 SUBSEQUENT EVENTS AFTER THE BALANCE DATE
There has not arisen in the interval between the end of the financial year and the date of this report any
item, transaction or event of a material and unusual nature likely, in the opinion of the directors of the
Company, to affect the operations of the Group, the results of those operations or the state of affairs of
the Group in subsequent financial years except for those matters referred to below:
Earn-In Right - Jacomynspan Nickel-Copper-PGE Project (South Africa)
As referred to in the Operations section of this Report, subsequent to the end of the year the Company
announced that it had entered into a binding term sheet to acquire the earn-in rights over the
Jacomynspan Project from two companies, Namaqua Nickel Mining (Pty) Ltd (Namaqua) and Disawell
(Pty) Ltd (Disawell) (together the Companies), which hold partly overlapping prospecting rights and
mining right applications.
The Company’s earn-in right is via a South African-registered special-purpose vehicle (SPV), which will be
established by the Company as its vehicle for investment in the joint ventures and of which historically-
disadvantaged South African (HDSA) shall hold a minimum of 26% of the issued shares. Key terms of the
transaction are set out below:
•
SPV has the exclusive opportunity to earn up to an 80% interest (Company 59.2%) in the Companies.
The Companies are privately owned South African companies with 26% or greater HDSA ownership.
• Conditions precedent to the commencement of earn in rights (Earn-In Commencement Date)
include:
o Due diligence to be conducted by the Company;
The Company providing the Companies with an initial exploration program to be carried out
for the first 6 month period following the Earn-In Commencement Date (Initial Program);
The Companies obtaining all necessary approvals for the Company to access the
Jacomynspan Project and conduct exploration activities including the Initial Program;
The Company providing proof of financial capacity to execute the Initial Program prior to 9
January 2017; and
The parties entering into a comprehensive earn-in agreement prior to 10 November 2016.
• Orion SPV is able to earn an initial interest of 25% (Orion 18.5%) in the Companies via staged
expenditure of USD500,000 on the Jacomynspan Project over the 12 months from the Earn In
Commencement Date (First Earn In Right) including:
Expenditure commitment of USD250,000 in the first 6 months; and
o A further $250,000 must be spent within 12 months of the Earn-In Commencement Date
(USD500,000 in total expenditure).
• Once Orion SPV has earnt the initial 25% interest:
The Companies will issue the Company with fully paid ordinary shares in the Companies
which shall result in Orion SPV being the holder of 25% of the total shares on issue immediately
following such issue of shares;
The Companies will record a shareholder loan account in favour of Orion SPV to the value of
the First Earn In Right expenditure incurred by Orion and shall continue to record further
expenditure by the Orion SPV as an increase in the shareholder loan account (Orion Loan);
o
o
o
o
o
o
o
80
Orion Gold NL
Annual Financial Report
Orion Gold NL Annual Report 2016
Directors’ Declaration
1
In the opinion of the directors of Orion Gold NL (the Company):
(a)
the consolidated financial statements and notes that are set out on pages 50 to 79 and the
Remuneration report set out on pages 39 to 47, identified within in the Directors’ report, are in
accordance with the Corporations Act 2001, including:
(i)
(ii)
giving a true and fair view of the Group’s financial position as at 30 June 2016 and of its
performance for the financial year ended on that date; and
complying with Australian Accounting Standards (including the Australian Accounting
Interpretations) and the Corporations Regulations 2001; and
2
3
4
The directors draw attention to Note 2(a) to the consolidated financial statements which the directors
have considered in forming their view that there are reasonable grounds to believe that the Company
will be able to pay its debts as and when they become due and payable.
The directors have been given the declarations required by Section 295A of the Corporations Act 2001
from the chief executive officer and chief financial officer for the financial year ended 30 June 2016.
The directors draw attention to Note 2 to the consolidated financial statements, which includes a
statement of compliance with International Financial Reporting Standards.
Signed in accordance with a resolution of the directors:
Denis Waddell
Chairman
Perth, Western Australia
20 September 2016
6
Orion Gold NL
Annual Financial Report
81
Directors’ Declaration
1
In the opinion of the directors of Orion Gold NL (the Company):
(a)
the consolidated financial statements and notes that are set out on pages 50 to 79 and the
Remuneration report set out on pages 39 to 47, identified within in the Directors’ report, are in
accordance with the Corporations Act 2001, including:
(i)
giving a true and fair view of the Group’s financial position as at 30 June 2016 and of its
performance for the financial year ended on that date; and
(ii)
complying with Australian Accounting Standards (including the Australian Accounting
Interpretations) and the Corporations Regulations 2001; and
2
The directors draw attention to Note 2(a) to the consolidated financial statements which the directors
have considered in forming their view that there are reasonable grounds to believe that the Company
will be able to pay its debts as and when they become due and payable.
3
The directors have been given the declarations required by Section 295A of the Corporations Act 2001
from the chief executive officer and chief financial officer for the financial year ended 30 June 2016.
4
The directors draw attention to Note 2 to the consolidated financial statements, which includes a
statement of compliance with International Financial Reporting Standards.
Signed in accordance with a resolution of the directors:
Denis Waddell
Chairman
Perth, Western Australia
20 September 2016
6
(cid:3)
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(cid:3)
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(cid:3)
(cid:3)
(cid:3)
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RSM Australia Partners
Level 21, 55 Collins Street Melbourne VIC 3000
PO Box 248 Collins Street West VIC 8007
T +61 (0) 3 9286 8000
F +61 (0) 3 9286 8199
www.rsm.com.au
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Directors’ Responsibility for the Financial Report
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Auditor’s Responsibility
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THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the
RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
(cid:3)
Independence
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Opinion
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Emphasis of Matter
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(cid:55)(cid:75)(cid:72)(cid:3)(cid:70)(cid:82)(cid:81)(cid:86)(cid:82)(cid:79)(cid:76)(cid:71)(cid:68)(cid:87)(cid:72)(cid:71)(cid:3)(cid:72)(cid:81)(cid:87)(cid:76)(cid:87)(cid:92)(cid:3)(cid:85)(cid:72)(cid:83)(cid:82)(cid:85)(cid:87)(cid:72)(cid:71)(cid:3)(cid:82)(cid:83)(cid:72)(cid:85)(cid:68)(cid:87)(cid:76)(cid:81)(cid:74)(cid:3)(cid:81)(cid:72)(cid:87)(cid:3)(cid:70)(cid:68)(cid:86)(cid:75)(cid:3)(cid:82)(cid:88)(cid:87)(cid:73)(cid:79)(cid:82)(cid:90)(cid:86)(cid:3)(cid:73)(cid:82)(cid:85)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)(cid:73)(cid:76)(cid:81)(cid:68)(cid:81)(cid:70)(cid:76)(cid:68)(cid:79)(cid:3)(cid:92)(cid:72)(cid:68)(cid:85)(cid:3)(cid:72)(cid:81)(cid:71)(cid:72)(cid:71)(cid:3)(cid:22)(cid:19)(cid:3)(cid:45)(cid:88)(cid:81)(cid:72)(cid:3)(cid:21)(cid:19)(cid:20)(cid:25)(cid:3)(cid:82)(cid:73)(cid:3)(cid:7)(cid:21)(cid:15)(cid:21)(cid:24)(cid:21)(cid:15)(cid:27)(cid:23)(cid:26)(cid:3)
(cid:11)(cid:21)(cid:19)(cid:20)(cid:24)(cid:29)(cid:3)(cid:7)(cid:20)(cid:15)(cid:23)(cid:23)(cid:28)(cid:15)(cid:28)(cid:20)(cid:26)(cid:17)(cid:12)(cid:3)(cid:55)(cid:75)(cid:72)(cid:86)(cid:72)(cid:3)(cid:70)(cid:82)(cid:81)(cid:71)(cid:76)(cid:87)(cid:76)(cid:82)(cid:81)(cid:86)(cid:15)(cid:3)(cid:68)(cid:79)(cid:82)(cid:81)(cid:74)(cid:3)(cid:90)(cid:76)(cid:87)(cid:75)(cid:3)(cid:82)(cid:87)(cid:75)(cid:72)(cid:85)(cid:3)(cid:80)(cid:68)(cid:87)(cid:87)(cid:72)(cid:85)(cid:86)(cid:3)(cid:68)(cid:86)(cid:3)(cid:86)(cid:72)(cid:87)(cid:3)(cid:73)(cid:82)(cid:85)(cid:87)(cid:75)(cid:3)(cid:76)(cid:81)(cid:3)(cid:49)(cid:82)(cid:87)(cid:72)(cid:3)(cid:21)(cid:11)(cid:68)(cid:12)(cid:3)(cid:11)(cid:76)(cid:76)(cid:76)(cid:12)(cid:15)(cid:3)(cid:76)(cid:81)(cid:71)(cid:76)(cid:70)(cid:68)(cid:87)(cid:72)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)(cid:72)(cid:91)(cid:76)(cid:86)(cid:87)(cid:72)(cid:81)(cid:70)(cid:72)(cid:3)(cid:82)(cid:73)(cid:3)(cid:68)(cid:3)
(cid:80)(cid:68)(cid:87)(cid:72)(cid:85)(cid:76)(cid:68)(cid:79)(cid:3) (cid:88)(cid:81)(cid:70)(cid:72)(cid:85)(cid:87)(cid:68)(cid:76)(cid:81)(cid:87)(cid:92)(cid:3) (cid:90)(cid:75)(cid:76)(cid:70)(cid:75)(cid:3) (cid:80)(cid:68)(cid:92)(cid:3) (cid:70)(cid:68)(cid:86)(cid:87)(cid:3) (cid:86)(cid:76)(cid:74)(cid:81)(cid:76)(cid:73)(cid:76)(cid:70)(cid:68)(cid:81)(cid:87)(cid:3) (cid:71)(cid:82)(cid:88)(cid:69)(cid:87)(cid:3) (cid:68)(cid:69)(cid:82)(cid:88)(cid:87)(cid:3) (cid:87)(cid:75)(cid:72)(cid:3) (cid:70)(cid:82)(cid:81)(cid:86)(cid:82)(cid:79)(cid:76)(cid:71)(cid:68)(cid:87)(cid:72)(cid:71)(cid:3) (cid:72)(cid:81)(cid:87)(cid:76)(cid:87)(cid:92)(cid:182)(cid:86)(cid:3) (cid:68)(cid:69)(cid:76)(cid:79)(cid:76)(cid:87)(cid:92)(cid:3) (cid:87)(cid:82)(cid:3) (cid:70)(cid:82)(cid:81)(cid:87)(cid:76)(cid:81)(cid:88)(cid:72)(cid:3) (cid:68)(cid:86)(cid:3) (cid:68)(cid:3) (cid:74)(cid:82)(cid:76)(cid:81)(cid:74)(cid:3)
(cid:70)(cid:82)(cid:81)(cid:70)(cid:72)(cid:85)(cid:81)(cid:3)(cid:68)(cid:81)(cid:71)(cid:15)(cid:3)(cid:87)(cid:75)(cid:72)(cid:85)(cid:72)(cid:73)(cid:82)(cid:85)(cid:72)(cid:15)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)(cid:70)(cid:82)(cid:81)(cid:86)(cid:82)(cid:79)(cid:76)(cid:71)(cid:68)(cid:87)(cid:72)(cid:71)(cid:3)(cid:72)(cid:81)(cid:87)(cid:76)(cid:87)(cid:92)(cid:3)(cid:80)(cid:68)(cid:92)(cid:3)(cid:69)(cid:72)(cid:3)(cid:88)(cid:81)(cid:68)(cid:69)(cid:79)(cid:72)(cid:3)(cid:87)(cid:82)(cid:3)(cid:85)(cid:72)(cid:68)(cid:79)(cid:76)(cid:86)(cid:72)(cid:3)(cid:76)(cid:87)(cid:86)(cid:3)(cid:68)(cid:86)(cid:86)(cid:72)(cid:87)(cid:86)(cid:3)(cid:68)(cid:81)(cid:71)(cid:3)(cid:71)(cid:76)(cid:86)(cid:70)(cid:75)(cid:68)(cid:85)(cid:74)(cid:72)(cid:3)(cid:76)(cid:87)(cid:86)(cid:3)(cid:79)(cid:76)(cid:68)(cid:69)(cid:76)(cid:79)(cid:76)(cid:87)(cid:76)(cid:72)(cid:86)(cid:3)(cid:76)(cid:81)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)
(cid:81)(cid:82)(cid:85)(cid:80)(cid:68)(cid:79)(cid:3)(cid:70)(cid:82)(cid:88)(cid:85)(cid:86)(cid:72)(cid:3)(cid:82)(cid:73)(cid:3)(cid:69)(cid:88)(cid:86)(cid:76)(cid:81)(cid:72)(cid:86)(cid:86)(cid:17)(cid:3)
(cid:53)(cid:72)(cid:83)(cid:82)(cid:85)(cid:87)(cid:3)(cid:82)(cid:81)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)(cid:53)(cid:72)(cid:80)(cid:88)(cid:81)(cid:72)(cid:85)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:3)(cid:53)(cid:72)(cid:83)(cid:82)(cid:85)(cid:87)(cid:3)
(cid:58)(cid:72)(cid:3) (cid:75)(cid:68)(cid:89)(cid:72)(cid:3) (cid:68)(cid:88)(cid:71)(cid:76)(cid:87)(cid:72)(cid:71)(cid:3) (cid:87)(cid:75)(cid:72)(cid:3) (cid:53)(cid:72)(cid:80)(cid:88)(cid:81)(cid:72)(cid:85)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:3) (cid:53)(cid:72)(cid:83)(cid:82)(cid:85)(cid:87)(cid:3) (cid:76)(cid:81)(cid:70)(cid:79)(cid:88)(cid:71)(cid:72)(cid:71)(cid:3) (cid:76)(cid:81)(cid:3) (cid:83)(cid:68)(cid:74)(cid:72)(cid:86)(cid:3) (cid:20)(cid:23)(cid:3) (cid:87)(cid:82)(cid:3) (cid:21)(cid:21)(cid:3) (cid:82)(cid:73)(cid:3) (cid:87)(cid:75)(cid:72)(cid:3) (cid:71)(cid:76)(cid:85)(cid:72)(cid:70)(cid:87)(cid:82)(cid:85)(cid:86)(cid:182)(cid:3) (cid:85)(cid:72)(cid:83)(cid:82)(cid:85)(cid:87)(cid:3) (cid:73)(cid:82)(cid:85)(cid:3) (cid:87)(cid:75)(cid:72)(cid:3) (cid:73)(cid:76)(cid:81)(cid:68)(cid:81)(cid:70)(cid:76)(cid:68)(cid:79)(cid:3) (cid:92)(cid:72)(cid:68)(cid:85)(cid:3)
(cid:72)(cid:81)(cid:71)(cid:72)(cid:71)(cid:3) (cid:22)(cid:19)(cid:3) (cid:45)(cid:88)(cid:81)(cid:72)(cid:3) (cid:21)(cid:19)(cid:20)(cid:25)(cid:17)(cid:3) (cid:55)(cid:75)(cid:72)(cid:3) (cid:71)(cid:76)(cid:85)(cid:72)(cid:70)(cid:87)(cid:82)(cid:85)(cid:86)(cid:3) (cid:82)(cid:73)(cid:3) (cid:87)(cid:75)(cid:72)(cid:3) (cid:70)(cid:82)(cid:80)(cid:83)(cid:68)(cid:81)(cid:92)(cid:3) (cid:68)(cid:85)(cid:72)(cid:3) (cid:85)(cid:72)(cid:86)(cid:83)(cid:82)(cid:81)(cid:86)(cid:76)(cid:69)(cid:79)(cid:72)(cid:3) (cid:73)(cid:82)(cid:85)(cid:3) (cid:87)(cid:75)(cid:72)(cid:3) (cid:83)(cid:85)(cid:72)(cid:83)(cid:68)(cid:85)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:3) (cid:68)(cid:81)(cid:71)(cid:3) (cid:83)(cid:85)(cid:72)(cid:86)(cid:72)(cid:81)(cid:87)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:3) (cid:82)(cid:73)(cid:3) (cid:87)(cid:75)(cid:72)(cid:3)
(cid:53)(cid:72)(cid:80)(cid:88)(cid:81)(cid:72)(cid:85)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:3)(cid:53)(cid:72)(cid:83)(cid:82)(cid:85)(cid:87)(cid:3)(cid:76)(cid:81)(cid:3)(cid:68)(cid:70)(cid:70)(cid:82)(cid:85)(cid:71)(cid:68)(cid:81)(cid:70)(cid:72)(cid:3)(cid:90)(cid:76)(cid:87)(cid:75)(cid:3)(cid:86)(cid:72)(cid:70)(cid:87)(cid:76)(cid:82)(cid:81)(cid:3)(cid:22)(cid:19)(cid:19)(cid:36)(cid:3)(cid:82)(cid:73)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)Corporations Act 2001(cid:17)(cid:3)(cid:50)(cid:88)(cid:85)(cid:3)(cid:85)(cid:72)(cid:86)(cid:83)(cid:82)(cid:81)(cid:86)(cid:76)(cid:69)(cid:76)(cid:79)(cid:76)(cid:87)(cid:92)(cid:3)(cid:76)(cid:86)(cid:3)(cid:87)(cid:82)(cid:3)(cid:72)(cid:91)(cid:83)(cid:85)(cid:72)(cid:86)(cid:86)(cid:3)
(cid:68)(cid:81)(cid:3) (cid:82)(cid:83)(cid:76)(cid:81)(cid:76)(cid:82)(cid:81)(cid:3) (cid:82)(cid:81)(cid:3) (cid:87)(cid:75)(cid:72)(cid:3) (cid:53)(cid:72)(cid:80)(cid:88)(cid:81)(cid:72)(cid:85)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:3) (cid:53)(cid:72)(cid:83)(cid:82)(cid:85)(cid:87)(cid:15)(cid:3) (cid:69)(cid:68)(cid:86)(cid:72)(cid:71)(cid:3) (cid:82)(cid:81)(cid:3) (cid:82)(cid:88)(cid:85)(cid:3) (cid:68)(cid:88)(cid:71)(cid:76)(cid:87)(cid:3) (cid:70)(cid:82)(cid:81)(cid:71)(cid:88)(cid:70)(cid:87)(cid:72)(cid:71)(cid:3) (cid:76)(cid:81)(cid:3) (cid:68)(cid:70)(cid:70)(cid:82)(cid:85)(cid:71)(cid:68)(cid:81)(cid:70)(cid:72)(cid:3) (cid:90)(cid:76)(cid:87)(cid:75)(cid:3) (cid:36)(cid:88)(cid:86)(cid:87)(cid:85)(cid:68)(cid:79)(cid:76)(cid:68)(cid:81)(cid:3) (cid:36)(cid:88)(cid:71)(cid:76)(cid:87)(cid:76)(cid:81)(cid:74)(cid:3)
(cid:54)(cid:87)(cid:68)(cid:81)(cid:71)(cid:68)(cid:85)(cid:71)(cid:86)(cid:17)(cid:3)
Auditor’s Opinion
(cid:44)(cid:81)(cid:3) (cid:82)(cid:88)(cid:85)(cid:3) (cid:82)(cid:83)(cid:76)(cid:81)(cid:76)(cid:82)(cid:81)(cid:3) (cid:87)(cid:75)(cid:72)(cid:3) (cid:53)(cid:72)(cid:80)(cid:88)(cid:81)(cid:72)(cid:85)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:3) (cid:53)(cid:72)(cid:83)(cid:82)(cid:85)(cid:87)(cid:3) (cid:82)(cid:73)(cid:3) (cid:50)(cid:85)(cid:76)(cid:82)(cid:81)(cid:3) (cid:42)(cid:82)(cid:79)(cid:71)(cid:3) (cid:49)(cid:47)(cid:3) (cid:73)(cid:82)(cid:85)(cid:3) (cid:87)(cid:75)(cid:72)(cid:3) (cid:73)(cid:76)(cid:81)(cid:68)(cid:81)(cid:70)(cid:76)(cid:68)(cid:79)(cid:3) (cid:92)(cid:72)(cid:68)(cid:85)(cid:3) (cid:72)(cid:81)(cid:71)(cid:72)(cid:71)(cid:3) (cid:22)(cid:19)(cid:3) (cid:45)(cid:88)(cid:81)(cid:72)(cid:3) (cid:21)(cid:19)(cid:20)(cid:25)(cid:3) (cid:70)(cid:82)(cid:80)(cid:83)(cid:79)(cid:76)(cid:72)(cid:86)(cid:3) (cid:90)(cid:76)(cid:87)(cid:75)(cid:3)
(cid:86)(cid:72)(cid:70)(cid:87)(cid:76)(cid:82)(cid:81)(cid:3)(cid:22)(cid:19)(cid:19)(cid:36)(cid:3)(cid:82)(cid:73)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)(cid:38)(cid:82)(cid:85)(cid:83)(cid:82)(cid:85)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:86)(cid:3)(cid:36)(cid:70)(cid:87)(cid:3)(cid:21)(cid:19)(cid:19)(cid:20)(cid:17)(cid:3)
(cid:53)(cid:54)(cid:48)(cid:3)(cid:36)(cid:56)(cid:54)(cid:55)(cid:53)(cid:36)(cid:47)(cid:44)(cid:36)(cid:3)(cid:51)(cid:36)(cid:53)(cid:55)(cid:49)(cid:40)(cid:53)(cid:54)(cid:3)
(cid:45)(cid:3)(cid:54)(cid:3)(cid:38)(cid:53)(cid:50)(cid:36)(cid:47)(cid:47)(cid:3)
(cid:51)(cid:68)(cid:85)(cid:87)(cid:81)(cid:72)(cid:85)(cid:3)
(cid:21)(cid:19)(cid:3)(cid:54)(cid:72)(cid:83)(cid:87)(cid:72)(cid:80)(cid:69)(cid:72)(cid:85)(cid:3)(cid:21)(cid:19)(cid:20)(cid:25)(cid:3)
(cid:48)(cid:72)(cid:79)(cid:69)(cid:82)(cid:88)(cid:85)(cid:81)(cid:72)(cid:15)(cid:3)(cid:57)(cid:76)(cid:70)(cid:87)(cid:82)(cid:85)(cid:76)(cid:68)(cid:3)
(cid:3)
83
Additional ASX Information
Shareholder Information
FOR THE YEAR ENDED 30 JUNE 2016
Shareholdings
At 30 September 2016 the issued share capital of the Company was held as follows:
Distribution of ordinary and partly paid contributing shareholders and option holders
Fully paid
ordinary shares
Partly paid
contributing shares
Options
No. of
holders
897
264
80
371
315
No. of
shares
264,631
854,197
602,476
18,015,326
464,601,240
1,927
484,137,870
No. of
holders
No. of
shares
No. of
holders
No. of
options
-
-
-
3
-
3
-
-
-
(1)58,775
-
58,775
-
-
-
-
-
-
-
-
-
-
-
-
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
(1) At the auction of forfeited partly paid shares held at 10.00am 7 August 2008, no shares were sold. Under the terms
of the Company Constitution the shares will be held by the directors in trust for the Company and then be disposed
of in such manner and on such terms as the directors determine.
Holders of non-marketable parcels
Number of fully paid ordinary shareholders with holdings of less than a marketable parcel was
1,328.
84
Orion Gold NL Annual Report 2016
Additional ASX Information Continued
The names of the twenty largest holders of ordinary fully paid shares are:
1
2
3
4
5
Tarney Holdings Pty Ltd
Silja Investment Limited
Eastern Goldfields
Kinsella Holdings Ltd
Ponton Minerals Pty Ltd
6 Mr Alexander Haller
7
8
Perth Select Seafoods
ABN AMRO Clearing Sydney Nominees Pty Ltd
9 Mr Robin Haller
10 Mr Stefan Haller
11
Botsis Holdings Pty Ltd
12 Delta Resource Management Pty Ltd
13
Jemaya Pty Ltd
14 DDH 1 Drilling Pty Ltd
15 Dr Leon Eugene Pretorius
16 ADFAR Pty Ltd
17 Ms Betty Jeanette Moore
18 Navigator Australia Ltd
19 Mr William Alan Oliver & Mrs Bryony Nicolle Norman Oliver
20
Yandal Investments Pty Ltd
Ordinary
shares
66,546,104
56,189,019
42,433,333
16,033,333
12,603,344
11,300,928
11,000,000
10,108,948
10,009,260
10,009,260
9,833,330
9,679,048
9,200,000
7,999,998
7,344,000
7,333,333
6,252,500
6,200,000
5,471,088
4,965,447
%
13.75%
11.61%
8.76%
3.31%
2.60%
2.10%
2.27%
2.08%
2.07%
2.07%
2.03%
2.00%
1.90%
1.65%
1.52%
1.51%
1.30%
1.28%
1.13%
1.62%
320,466,346
65.97%
Total issued ordinary share capital
484,137,870
Substantial shareholders
The following shareholders are recorded in the Company’s register of substantial shareholders:
Holders giving notice
Date of notice
Ordinary shares as
at date of notice
% holding
Silja Investment Ltd (1)
Alexander Haller (2)
Josephine Haller (1)
Denis Waddell
Eastern Goldfields
12-02-2014
28-12-2012
12-02-2014
02-12-2015
16-09-2016
41,328,114
52,630,362
41,328,114
66,546,104
42,433,333
8.5%
10.9%
8.5%
13.7%
8.8%
This information is based on substantial holder notifications provided to the Company.
(1) These substantial holdings relate to the same shares.
(2) A total of 41,328,114 ordinary shares relate to the same shares as Silja Investment Ltd and Josephine Haller.
Voting rights
Ordinary shares
Carry a voting right of one vote per share.
Franking credits
The Company has nil franking credits.
85
Tenement schedule
Project
Tenement
Status Grant Date Expiry Date
Holder (1) Comments
Western Australia
Fraser Range
Fraser Range
Fraser Range
Fraser Range
Fraser Range
Fraser Range
Fraser Range
Fraser Range
Fraser Range
E28/2367
Granted 07/05/2015
06/05/2020
E28/2378
Granted 22/07/2015
21/07/2020
E28/2462
Granted 27/07/2015
26/07/2020
E28/2596
Granted 06/09/2016
05/09/2021
KMX
KMX
KMX
KMX
KMX 100%
KMX 100%
KMX 100%
KMX 100%
E39/1653
Granted 20/04/2012
19/04/2017
GRPL
KMX 80%
E39/1654
Granted 23/04/2012
22/04/2017
E69/2379
Granted 21/05/2013
20/05/2018
E69/2380
Granted 22/05/2013
21/05/2018
E69/2707
Granted 19/06/2015
18/06/2020
NBX
PON
PON
PON
ORN 70%
ORN 70%
ORN 70%
ORN 70%
Eastern Goldfields2
E16/480
Granted 02/05/2016
01/05/2021
GDR GDR 100%
Eastern Goldfields2
E29/964
Granted 05/05/2016
04/05/2021
GDR GDR 100%
Eastern Goldfields2
P16/2921
Granted 06/05/2016
05/05/2020
GDR GDR 100%
Eastern Goldfields2
P16/2922
Granted 06/05/2016
05/05/2020
GDR GDR 100%
Eastern Goldfields2
E16/482 Application Application Application
Eastern Goldfields2
E16/483 Application Application Application
Eastern Goldfields2
E16/484 Application Application Application
Eastern Goldfields2
E16/486 Application Application Application
Eastern Goldfields2
E16/487 Application Application Application
Eastern Goldfields2
E30/478 Application Application Application
E28/2644 Application Application Application
E39/1658 Application Application Application
E39/1818 Application Application Application
E69/2706 Application Application Application
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Fraser Range
Fraser Range
Fraser Range
Fraser Range
Queensland
Aurora Flats
EPM19825
Granted
2/12/2013
1/12/2018
ORN ORN 100%
Aurora Flats South
EPM25283
Granted
23/9/2014
22/9/2019
ORN ORN 100%
Mt Mackenzie Sth
EPM25122
Granted
2/12/2013
1/12/2018
ORN ORN 100%
Aurora Flats
Aurora Flats
Aurora Flats
Aurora Flats
Aurora Flats
Aurora Flats
Aurora Flats
Aurora Flats
Aurora Flats
Aurora Flats
Aurora Flats
EPM25763
Granted
14/5/2015
13/5/2020
ORN ORN 100%
EPM25764
Granted
14/5/2015
13/5/2020
ORN ORN 100%
EPM25813
Granted
14/5/2015
13/5/2020
ORN ORN 100%
EPM25703
Granted 30/10/2015
29/10/2020
ORN ORN 100%
EPM25708
Granted 30/10/2015
29/10/2020
ORN ORN 100%
EPM25712
Granted 30/10/2015
29/10/2020
ORN ORN 100%
EPM25714
Granted 30/10/2015
29/10/2020
ORN ORN 100%
EPM26003
Granted 30/08/2016
29/08/2021
ORN ORN 100%
EPM26081
Granted 30/06/2016
29/06/2021
ORN ORN 100%
EPM26082
Granted 30/06/2016
29/06/2021
ORN ORN 100%
EPM26083
Granted 30/06/2016
29/06/2021
ORN ORN 100%
86
Orion Gold NL Annual Report 2016
Project
Victoria
Walhalla
Walhalla
Walhalla
Walhalla
Walhalla
Tenement
Status Grant Date Expiry Date
Holder (1) Comments
MIN54873
Granted 20/08/2008
19/08/2018
ORN ORN 100%
EL5340
EL5348
Granted
6/06/2013
5/06/2016
ORN ORN 100%
Granted
6/06/2013
5/06/2018
ORN ORN 100%
ELA5042 Application Application Application
ELA6069 Application Application Application
-
-
-
-
(1) Holder abbreviations – ORN (Orion Gold NL); GDR (Goldstar Resources (WA) Pty Ltd (a 100% owned subsidiary of
ORN)); GRPL (Geological Resources Pty Ltd); KMX (Kamax Resources Limited (a 100% owned subsidiary of ORN));
NBX (NBX Pty Ltd); PON (Ponton Minerals Pty Ltd).
(2) The Eastern Goldfields project has been sold to Eastern Goldfields Ltd and is in the process of being transferred as
part of this agreement.
(3) On 11 August 2015 the Company announced to the ASX that it had entered into a sale agreement with A1 Gold
for A1 Gold to acquire MIN 5487 which includes the Tubal Cain and Eureka deposits. For further information, refer
to the Corporate section.
Orion Gold NL
Corporate Directory
87
Annual Financial Report
DIRECTORS
SHARE REGISTRY
Mr Denis Waddell (Non-executive Chairman)
Mr Errol Smart (Managing Director/CEO)
Mr William Oliver (Technical Director/COO)
Mr Alexander Haller (Non-executive Director)
Link Market Services Limited
Level 4, 152 St Georges Terrace
Perth, Western Australia 6000
Telephone: +61 1300 306 089
COMPANY SECRETARY
Mr Martin Bouwmeester
REGISTERED OFFICE AND PRINCIPAL
PLACE OF BUSINESS
Suite 2
64 Thomas Street
West Perth, Western Australia, 6005
Telephone: +61 8 9485 2685
Website: www.oriongold.com.au
AUDITORS
RSM Australia Partners
55 Collins Street
Melbourne, Victoria 3000
STOCK EXCHANGE LISTING
Australian Securities Exchange (ASX)
ASX Code: ORN
1
Orion Gold NL
Suite 2
64 Thomas Street
West Perth WA 6005
T: +61 8 9485 2685
www.oriongold.com.au