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AERIS RESOURCES LIMITED Annual Report 2023

Oct 11, 2023

64347_rns_2023-10-11_2eab0890-2ecc-445f-8f40-76f8d0ad9595.pdf

Annual Report

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2023 Annual Report

WE ARE AERIS RESOURCES

We are Aeris Resources

Aeris Resources is a mid-tier base and precious metals producer. Our copper-dominant portfolio comprises of three operating assets, a mine on care and maintenance, a long-life development project and a highly prospective exploration portfolio.

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Contents

Contents
2023 HIGHLIGHTS 2
EXECUTIVE CHAIRMAN’S LETTER 3
REVIEW OF OPERATIONS 4
TRITTON COPPER OPERATIONS 8
CRACOW GOLD OPERATIONS 12
NORTH QUEENSLAND OPERATIONS 14
JAGUAR ZINC/COPPER OPERATIONS 16
STOCKMAN PROJECT 20
OTHER PROJECTS 21
RESOURCES AND RESERVES 22
SUSTAINABILITY REPORT 26
DIRECTORS’ REPORT 66
FINANCIAL REVIEW 98
SHAREHOLDER INFORMATION 160
GLOSSARY 162
CORPORATE DIRECTORY 164

2023 HIGHLIGHTS

Safety 1.7 LTIFR

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27.4kt copper

PRODUCED

59.6koz gold

PRODUCED

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22.5kt zinc

PRODUCED

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884koz silver

PRODUCED

$32.0 million ADJUSTED EBITDA

$266.4 million NET ASSETS

$59.3 million NET CASH FROM OPERATING ACTIVITIES

$149.8 million

INVESTED IN CAPITAL PROJECTS AND EXPLORATION

2 | 2023 ANNUAL REPORT

EXECUTIVE CHAIRMAN’S LETTER

To our valued shareholders,

The 2023 financial year has been challenging for our shareholders and employees, but we achieved a lot and have set the company up to grow.

Operationally we didn’t deliver as we had planned, with major production issues at Jaguar and Tritton. The approximate 9 month delay installing the ventilation shaft at the new Budgerygar mine at Tritton limited access to higher grade ore, resulting in significantly lower metal production.

At Jaguar, lower production rates caused by seismic events and restricted operations in the lower levels of the mine, combined with a declining zinc price and general cost inflation, severely impacted profitability and was projected to continue into FY2024. Unfortunately, we had to make the tough, but appropriate decision, to place the operation into care and maintenance to preserve the value of the in-ground resource.

We strongly believe in the potential of Jaguar and the considerable metal inventory already defined across four deposits. We are commencing feasibility studies into restart options for Jaguar incorporating mining from multiple deposits at increased production rates to match the capacity of the processing plant.

Notwithstanding the operational issues at Tritton and Jaguar, we achieved many milestones, setting the company up for FY2024 and beyond. At Tritton, the high-grade Avoca Tank mine was brought into production as scheduled and the delayed Budgerygar ventilation shaft was finally completed in July 2023, enabling mining volumes to ramp-up in FY2024. At our major Tritton growth project, Constellation, we released an updated Mineral Resource that increased contained copper by over 160%. We also released a maiden Mineral Resource on the Kurrajong deposit, with drilling indicating the potential to further grow the resource.

At Cracow we released a maiden Mineral Resource and significant exploration target for the Golden Plateau deposit. Golden Plateau offers the potential for near-term additional high-grade production.

At our North Queensland operations, exploration activities focused on our Barbara Project, northeast of Mt Isa. A drill program was completed during the year targeting mineralisation below the old open pits. An updated Mineral Resource was released for Barbara and a feasibility study on a new underground operation will be prioritised in FY2024.

We also continued work on the Stockman Feasibility Study and are targeting to finalise in early FY2024.

In FY2023, we are proud to report a significant improvement in our safety performance as evidenced by the decline in both our Total Recordable Injury Frequency Rate and Total Lost Time Injury rates. On the sustainability front, we adopted the Global Reporting Initiative Standards for the first time, demonstrating our commitment to greater transparency and accountability. We have also made positive steps towards integrating sustainability into our core business, from refreshing our governance structures to reviewing how we address sustainability in our operational planning and processes.

I would also like to offer my sincere thanks to our employees across the group who have worked tirelessly through these challenging last 12 months.

Finally, to our shareholders,

I understand FY2023 did not meet our expectations or yours. The Board, management team and all employees are committed to delivering a greatly improved FY2024.

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André Labuschagne Executive Chairman

AERIS RESOURCES | 3

Review of Operations

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FINANCIAL RESULTS

During the year, Aeris completed the acquisition of Round Oak Minerals, taking the Company from two producing operations to four plus an advanced development project.

  • Tritton revenue of $208.659 million was lower than the prior corresponding period ($246.104 million) due to lower copper production (17,205t vs 19,032t) and lower copper price received (A$11,045/t vs A$12,931/t);

Primarily due to operational issues, and resulting lower than planned production during the year at the Tritton Copper Operation and Jaguar Zinc/Copper Operation, the consolidated entity recorded a loss after tax of $139.754 million for the financial reporting year to 30 June 2023, compared with a profit after tax of $6.010 million in the prior corresponding period.

Costs across the remainder of the company (Tritton and Cracow operations and Corporate Office) were impacted by inflationary pressures, higher power costs and higher copper treatment and refining charges.

An impairment of $1.7 million was recognised in relation to the Torrens Exploration Project, which has been disposed of, pending satisfaction of Conditions Precedent to the sale agreement.

  • Cracow revenue of $130.120 million compared to $140.480 million in FY2022, due to lower gold produced (48,221oz vs 53,920oz) partially offset by higher gold prices (A$2,698/oz vs A$2,539/oz).

Revenue of $612.490 million, was 58% higher than the previous financial year ($386.587 million) as a result of:

A loss of $1.375 million was recognised for the year ended 30 June 2023 (30 June 2022: loss of $1.4 million) in relation to a movement in the fair value of the investment in Australian listed equities, held at fair value through the profit and loss.

  • Contributions from the Mt Colin operation ($107.688 million) and Jaguar operation ($166.007 million) compared to $0 for both operations in FY2022;

Cost of goods sold increased to $705.464 million from $353.435 million in the prior corresponding period due largely to the inclusion of the Mt Colin and Jaguar assets for the first time which contributed $303.5 million in FY2023.

FINANCIAL POSITION

As at 30 June 2023, the consolidated entity had a net asset position of $266.369 million, compared to $293.497 million as at 30 June 2022.

  • Net cash outflows from investing activities of $184.129 million (including net cash outflows of $33.455 million related to the cash component of the ROM acquisition);

The 30 June 2023 net asset position for the consolidated entity was impacted by several key factors including:

  • On 8 July 2022, the Company completed a share consolidation at the ratio of seven fully paid ordinary shares into one fully paid ordinary share. Performance rights were also consolidated at the same ratio as the ordinary shares.

  • Completion of the remaining $17.1 million of the $117.1 million fully underwritten equity raise that was conducted in association with the Round Oak Minerals acquisition;

  • On 1 July 2022, the Company issued 162,781,913 fully paid ordinary shares in Aeris to an existing institutional shareholder, at $0.105 per share. The shares were issued as part of the equity raise associated with the Round Oak Minerals acquisition;

  • Cash inflows from operating activities during the financial year of $59.299 million;

AERIS RESOURCES | 5

SIGNIFICANT CHANGES AFTER THE BALANCE DATE

On 2 August 2023, Aeris announced that it would be placing the Jaguar Zinc/Copper Operations (Jaguar) on care and maintenance in September 2023, due to forecast operating losses in FY2024. The Company will immediately commence feasibility work on restart options for the operation incorporating other known resources on the tenements.

The Company also announced on 2 August 2023 that it had entered into a new $50 million, 2 year debt facility with its major shareholder, Washington H. Soul Pattinson (WHSP). The facility will assist in providing working capital liquidity for the Company’s FY2024 plans, including an orderly suspension of activities at Jaguar. The facility will replace the ANZ $20 million Working Capital Facility and have second ranking security to the remaining ANZ facilities. The ANZ Contingent Instrument Facility has been increased to $50 million and extended to 30 August 2024.

On 7 August 2023, the Group completed a drawdown of $40 million on the WHSP facility. The WHSP and ANZ facilities are subject to financial covenants that include net tangible assets balance, a ratio of debt to EBITDA and an interest cover ratio. A breach of a financial covenant will result in an event of default.

No other matter or circumstance has arisen in the interval between the end of the financial year and the date of this report that has significantly affected or may significantly affect the operations of the consolidated entity, the results of those operations, or the state of affairs of the consolidated entity in subsequent financial years.

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6 | 2023 ANNUAL REPORT

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AERIS RESOURCES | 7

TRITTON COPPER OPERATIONS

FY2023 HIGHLIGHTS

17.2kt of copper produced at AISC of $5.98/lb

The high-grade Avoca Tank mine brought into production on-time

Production from the Budgerygar deposit significantly delayed due to geotechnical issues installing the ventilation shaft

Maiden Mineral Resource estimated for the Kurrajong deposit and updated Mineral Resource released for the Constellation deposit

Operations

The Tritton Copper Operations produced 17,205 tonnes of copper in FY2023. 1.37Mt of ore were mined, predominantly from the Tritton and Murrawombie underground mines, at an average grade of 1.36% Cu.

The high-grade Avoca Tank mine was brought into production in Q4 as planned. Production from the Budgerygar deposit, part of the Tritton mine complex, was delayed by approximately 9 months due to

geotechnical issues installing the ventilation shaft. The delay accessing ore from Budgerygar significantly impacted copper production for the year.

The ventilation shaft was subsequently completed in July 2023 enabling production to ramp up in FY2024.

UNITS FY2023 FY2022 FY2021
Ore mined tonnes 1,369,364 1,488,120 1,573,679
Grade mined % Cu 1.36 1.30 1.56
Ore milled tonnes 1,352,424 1,500,463 1,557,803
Grade milled % Cu 1.34 1.30 1.56
Recovery % 94.6 94.6 93.7
Concentrate produced DMT 90,880 89,879 111,905
Concentrate grade % Cu 18.8 20.5 20.4
Total copper produced tonnes 17,205 18,581 22,987
Gold produced oz 4,582 4,312 7,228

Approximately $39.1 million was invested in growth capital at Tritton over FY2023. This was mostly associated with the development of the new Avoca Tank and Budgerygar mines. A further $5.6 million was invested in exploration.

8 | 2023 ANNUAL REPORT

Exploration

Exploration activities at Tritton over FY2023 focused on extending known deposits and identifying greenfield targets for new resources.

At the Constellation deposit, located 45km north of the Tritton mill, an updated Mineral Resource was released. The Mineral Resource now totals 6.7Mt at 1.85% Cu and 0.58g/t Au, an uplift from the previous resource by 102% in tonnage and 162% in contained copper metal.

The Constellation deposit remains open down plunge with several downhole electromagnetic (EM) modelled plates yet to be adequately tested.

Constellation remains a key development project to extend the life of the Tritton Operation. Environmental impact studies and preliminary studies on open pit and underground mining options progressed during the year and further resource definition drilling is planned in FY2024.

The northern portion of the Tritton tenement package, on which Constellation was discovered in late 2020, is considered highly prospective for further discoveries. During FY2023, an airborne electromagnetic (AEM) survey was completed over these tenements and 14 high-priority anomalies were identified. Work commenced on ground-based EM surveys to further define targets for a subsequent drilling program.

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Tritton Project Constellation Deposit (oblique view looking northwest)

AERIS RESOURCES | 9

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Drilling was also undertaken on the Kurrajong deposit, located approximately 25km east of the Tritton processing plant. A maiden Mineral Resource was released totalling 2.2Mt at 1.7% Cu, 0.2g/t Au and 5g/t Ag for 37kt Cu metal, 13koz Au metal and 347koz Ag metal. High-grade copper is associated with massive sulphide lenses, of which three have been modelled and incorporated into the Mineral Resource estimate. The Kurrajong mineralised system remains open down-plunge and drilling has intersected mineralisation 300m down plunge below the Mineral Resource including:

  • TKJD024W1: 17m @ 1.3% Cu, 0.2g/t Au and 4g/t Ag (17m true width)

  • There remains significant potential to increase the Kurrajong resource with further drilling.

At the Murrawombie deposit, an exploration hole (MWNM001) was drilled targeting down-plunge extensions below the current Mineral Resource footprint. Several highgrade copper lenses were intersected approximately 250m down-plunge of the known mineralisation. A downhole EM survey also defined multiple EM conductors positioned directly along strike from the drill hole. A follow up drill program is planned targeting the modelled EM plates at Murrawombie.

At the Avoca Tank deposit, underground drilling intersected massive sulphide mineralisation 180m below the current Mineral Resource. Further drilling is planned in FY2024 to increase the Mineral Resource at the Avoca Tank deposit.

10 | 2023 ANNUAL REPORT

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Tritton tenements showing airborne EM targets

AERIS RESOURCES | 11

CRACOW GOLD OPERATIONS

FY2023 HIGHLIGHTS

48.2koz gold produced at AISC of $2,326/oz

Maiden Mineral Resource of 62koz gold estimated at Golden Plateau

Operations

Cracow produced 48,221oz of gold in FY2023. Mined ore of 575kt was supplemented with stockpiles for total ore milled of 667kt. Mined grades steadily improved over the year (FY2023 average 2.75g/t Au) and reconciled well to the rebuilt geological model.

UNITS FY2023 FY2022 FY2021
Ore mined tonnes 575,382 505,260 541,910
Grade mined g/t Au 2.75 3.26 4.49
Ore milled tonnes 666,978 663,912 602,789
Grade milled g/t Au 2.50 2.80 4.12
Recovery % 90.0 90.2 92.3
Gold produced oz 48,221 53,920 73,685
Gold sold oz 47,839 55,358 73,692

12 | 2023 ANNUAL REPORT

Exploration

Exploration activities during the year focused on drilling at the Golden Plateau deposit and drill testing of targets within the current mining area, the Western Vein Field. $4.5 million was invested in exploration at Cracow during FY2023.

A drill campaign was completed at the Golden Plateau deposit during the first half of FY2023 targeting interpreted high-grade north-south structures surrounding the historical workings. A maiden Mineral Resource estimate of 620kt at 3.1g/t Au containing 62koz Au metal was reported during the year. The reported Mineral Resource includes potential open pit and underground mineralisation.

In addition, an Exploration Target of 430kt – 1,000kt at 3g/t – 4g/t Au for 60koz – 130koz of contained gold has been defined for the Golden Plateau deposit, peripheral to the Mineral Resource.

Golden Plateau is considered to be a potential near-term source of additional ore for the Cracow mill and is a priority for exploration in FY2024.

The potential quantity and grade of the Exploration Target is conceptual in nature and is therefore an approximation. There has been insufficient exploration drilling to estimate a Mineral Resource and it is uncertain if further exploration will result in the estimation of a Mineral Resource. The Exploration Target has been prepared and reported in accordance with the 2012 edition of the JORC Code.

Exploration was also conducted in the Southern Vein Field, a highly prospective 5km x 4km corridor located immediately south of the current underground mine infrastructure. The prospective structures which host gold mineralisation in the Western Vein Field are interpreted to continue under several hundred metres of cover in the Southern Vein Field. To gain an understanding of the geology beneath the cover sequences, magneto-telluric (MT) and ambient noise tomography (ANT) geophysical surveys were undertaken. A series of structural lineaments were interpreted from the dataset, which is highly encouraging. Target areas defined from the geophysical surveys will form the basis for a first-pass drill program at the Southern Vein Field.

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Golden Plateau (Mineral Resource and Exploration Target)

AERIS RESOURCES | 13

NORTH QUEENSLAND OPERATIONS

FY2023 HIGHLIGHTS

Copper production of 7.1kt and gold production of 3.9koz at AISC of $4.38/lb Cu

Mined ore stockpiles of over 100kt on site ready for processing in FY2024

Updated Mineral Resource estimate released for the Barbara project

Operations

Mining operations at the Mt Colin mine produced 426.1kt ore in FY2024. Mined ore was trucked to Glencore’s Mt Isa Operations and Evolution Mining’s Ernest Henry Operations for processing.

A total of 362.9kt of ore was processed during the year, producing 7.1kt copper and 3.9koz gold. At the end of the year, stockpiles of over 100kt of mined ore remained at Ernest Henry for processing in FY2024.

As the mine is in its final years of In mid-FY2023, a severe weather production, minimal capital event in north Queensland impacted development was undertaken. mining activities at Mt Colin and toll processing at Ernest Henry.

UNITS FY2023
Ore mined
tonnes
426,135
Grade mined
% Cu
2.39
Ore milled
tonnes
362,876
Grade milled
% Cu
2.18
Recovery
%
89.8
Copper produced
tonnes
7,110
Gold produced
oz
3,852

14 | 2023 ANNUAL REPORT

Exploration

Exploration activities in FY2023 focused on the Barbara deposit, located approximately 70km northeast of Mt Isa.

The Barbara open pit copper mine commenced production in March 2019 with sulphide ore crushed and trucked to Mt Isa for processing and ceased operations in December 2020. During FY2023 a 15 hole drill program was undertaken to better define the mineralisation remaining below the old pits.

An updated Mineral Resource of 2.2Mt at 2.0% Cu and 0.2g/t Au containing 45kt Cu metal and 12koz Au metal was estimated based on the new drilling. Mineralisation at Barbara has been traced approximately 700m along-strike with 400m vertical extent in the deepest southern portion of the deposit and remains open down-plunge.

There is significant potential to increase the Mineral Resource with further drilling. In FY2024 Aeris will undertake feasibility studies and permitting activities for a potential underground mining operation at Barbara.

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Barbara Mineral Resource by copper grade

JAGUAR OPERATIONS

FY2023 HIGHLIGHTS

ZN CU AU

Production of 22.5kt zinc, 3.1kt copper, 718koz silver and 3.0koz gold at AISC of $2.45/lb Zn

Mining operations severely impacted by mining induced seismic events in the second half of the year and restricted development rates

Decision made post year end to place the operation on care and maintenance pending feasibility study on restart options incorporating other ore sources

Operations

In FY2023 operations at the Bentley mine produced 402.6kt of ore, resulting in metal production of 22.5kt zinc, 3.1kt copper, 718koz silver and 3.0koz gold.

Over the last two quarters, the mine experienced three separate mining induced seismic events, which delayed production and required a cessation of operations in the high-grade Bentayga mining area.

Production was also impacted by low development rates caused by congestion in the lower levels of the mine and limited ventilation.

Post year end, the decision was made to suspend production and place Jaguar Operations on care and maintenance in September 2023.

The decision preserves the in-ground value of the significant resources identified across the Jaguar tenements. In FY2024 Aeris will undertake a feasibility study on options to restart Jaguar at higher throughput rates by incorporating other known resources on the tenements.

UNITS FY2023
Ore mined
tonnes
402,574
Grade mined
% Zn
5.95
Ore milled
tonnes
432,631
Grade milled
% Zn
5.97
Zinc recovery
%
87.1
Zinc produced
tonnes
22,479
Copper produced
tonnes
3,057
Gold produced
oz
2,958
Silver produced
oz
718,147

16 | 2023 ANNUAL REPORT

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Bentley mine design

AERIS RESOURCES | 17

Exploration

During the year, exploration activities were focused on the high-grade Turbo lens at Bentley and a review of greenfield targets along strike from known deposits.

Resource definition drilling extended the footprint of the Turbo mineralisation a further 200m along strike. An updated Mineral Resource estimate was completed resulting in 1.26Mt at 1.82% Cu, 8.5% Zn, 0.72g/t Au and 47g/t Ag. This Mineral Resource was a 23% increase in tonnage, 17% increase in copper metal and 39% increase in zinc metal compared to the previous estimate. The Turbo lens is now the second largest massive sulphide lens ever discovered at Bentley.

During the year, a re-estimation of the remaining Mineral Resource at the previously operating Jaguar mine was completed. A Mineral Resource of 0.8Mt grading 2.28% Cu, 4.66% Zn and 61g/t Ag was defined, comprising high-grade remnant sills and pillars within the old mine workings as well as additional mineralisation outside the mining footprint.

Dewatering of the Jaguar mine commenced to enable a review of ground conditions for potential restart studies. The broader Jaguar tenements are considered highly prospective for both base metals and gold mineralisation. During the year a regional gravity survey was completed to assist with identifying prospective targets along with regional mapping, surface geochemistry and electromagnetic geophysics datasets. Approximately 2,500 historical bottom-of-hole air-core (BOH AC) drill holes were also re-assayed to improve the understanding of geochemical vectors associated with volcanic hosted massive sulphide (VHMS) deposits.

Grade control drilling at Bentley extended the high-grade Java Deeps lens and also intersected a new massive sulphide lens, named Bacalar. High grade drill intersections through the Bacalar lens include:

  • 23BUDD009 – 15.8m @ 3.70% Cu, 6.06% Zn, 101g/t Ag, 1.61g/t Au (14.4m true width)

  • 23BUDD005 – 11.3m @ 1.95% Cu, 12.1% Zn, 63g/t Ag, 0.85g/t Au (10.6m true width)

  • 23BUDD013 – 18.6m @ 1.80% Cu, 6.85% Zn, 75g/t Ag, 1.49g/t Au (15.6m true width).

Bacalar has now been defined 70m along strike and 120m down plunge, while Java Deeps has been defined 100m along strike and 140m down plunge.

The initial focus has been an 8km strike corridor between the Jaguar and Triumph deposits. Within this area, 21 gravity anomalies have been identified within prospective rock sequences, including two coincident gravity/BOH AC geochemistry anomalies. The geochemistry dataset has defined 19 anomalies (some new and others previously identified) with strike extents exceeding 100m.

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18 | 2023 ANNUAL REPORT

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Targets identified on the Jaguar tenements

AERIS RESOURCES | 19

STOCKMAN PROJECT

The Stockman Project is an advanced copper and zinc development project located approximately 300km north-east of Melbourne in the East Gippsland region of Victoria. It is an exciting long-life project with all primary approvals granted, including the Mining Licence which was extended this year by the Earth Resources Regulator.

During FY2023, work continued on completing the definitive feasibility study initiated by Round Oak Minerals. Work streams included:

  • Updated capital and operating cost estimates;

Permitting of the operation was also progressed, with surface water permits granted by Southern Rural Water, vegetation clearing offsets registered and new biological management plans submitted to the regulator. Aeris continues to engage regularly with the local communities and has had strong support for the project.

  • Review of power and logistics solutions;

  • Resource and reserve reviews;

  • Development of an early works strategy and engineering packages.

  • Updated mine designs and schedules;

  • New metallurgical drilling to inform process flowsheet design;

Stockman Process Plant Design

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20 | 2023 ANNUAL REPORT

OTHER PROJECTS

CANBELEGO JOINT VENTURE

Aeris, through subsidiary, Tritton Resources Pty Ltd, holds a 30% interest in the Canbelego Project (EL 6105), a joint venture (JV) with Oxley Resources (70% interest), a subsidiary of Helix Resources (ASX:HLX). Exploration activities and management of the exploration licence are undertaken by our JV partner.

During the year, an updated Mineral Resource Estimate for the Canbelego deposit was completed. The reported Mineral Resource totals 1.83Mt at 1.74% Cu for 32kt Cu metal. The Canbelego mineralised system has been traced 350m along strike and approximately 600m down-plunge. The deposit remains open at depth.

TORRENS JOINT VENTURE

The Torrens Project is a South Australian greenfield exploration Joint Venture between Aeris Resources (70% interest) and Kelaray Pty Ltd (a wholly owned subsidiary of Argonaut Resources NL). During the year Aeris entered into an agreement to divest its 70% joint venture interest to Kelaray in return for a 2.5% net smelter royalty. The transaction remains subject to conditions precedent, including ministerial approval of the transfer of the tenement.

AERIS RESOURCES | 21

Resources and Reserves

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MINERAL RESOURCE ESTIMATES

The Mineral Resources Estimates are reported in accordance with the guidelines of the 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code). The estimates are reported at 31 December 2022.

BASE METALS
GRADE
CONTAINED METAL
BASE METALS
GRADE
CONTAINED METAL
Project Category
Tonnes (‘000)
% Cu
% Zn
g/t Au
g/t Ag
kt Cu
kt Zn
koz Au
koz Ag
Tritton Measured
2,000
1.1
-
0.1
3
23
-
6
180
Indicated
11,300
1.4
-
0.3
4
155
-
103
1,480
Inferred
12,000
1.7
-
0.3
4
191
-
129
1,330
Total
25,000
1.5
-
0.3
4
369
-
236
2,990
Jaguar Measured
450
1.2
6.9
0.7
77
6
31
10
1,110
Indicated
3,100
1.0
7.8
0.6
80
31
237
53
7,720
Inferred
3,700
1.1
4.0
0.3
57
41
150
43
6,910
Total
7,200
1.1
5.8
0.5
68
78
416
106
15,750
North Qld Measured
600
3.0
-
0.5
-
18
-
11
-
Indicated
1,600
2.3
-
0.2
3
36
-
12
140
Inferred
870
2.0
-
0.2
2
17
-
4
60
Total
3,060
2.3
-
0.3
2
72
-
26
200
Stockman Measured
-
-
-
-
-
-
-
-
-
Indicated
12,400
2.1
4.3
1.0
39
254
538
408
15,630
Inferred
2,400
1.7
3.5
1.4
34
42
85
112
2,650
Total
14,800
2.0
4.2
1.1
38
296
623
520
18,280
Grand Total Measured
3,000
1.6
1.0
0.3
13
47
31
27
1,300
Indicated
28,000
1.7
2.8
0.6
28
476
775
576
25,000
Inferred
19,000
1.5
1.2
0.5
18
291
235
288
10,900
Grand Total Total
50,000
1.6
2.1
0.6
23
814
1,041
891
37,200
GOLD GRADE
CONTAINED METAL
Project Category
Tonnes (‘000)
% Cu
% Zn
g/t Au
g/t Ag
kt Cu
kt Zn
koz Au
koz Ag
Cracow Measured
550
-
-
4.1
3
-
-
73
60
Indicated
1,900
-
-
4.0
4
-
-
241
240
Inferred
2,500
-
-
2.6
5
-
-
212
370
Total
4,900
-
-
3.3
4
-
-
526
670

Notes:

  1. Mineral Resource figures are reported using a variety of cut-off grades (copper or gold) or NSR calculation best suited to each deposit.

  2. Discrepancy in summation may occur due to rounding.

  3. Tritton Mineral Resource includes Constellation Mineral Resource update on 18 August 2022 and Kurrajong Mineral Resource on 4 April 2023.

AERIS RESOURCES | 23

ORE RESERVE ESTIMATES

The Group Ore Reserve Estimates take account of changes to the Mineral Resource base at individual deposits due to new drilling information, updated metal prices, changes to cut-off grades, mining depletion and changes to mine design. Ore Reserve Estimates are based on Mineral Resources classified as being either in the Measured or Indicated categories. The estimates are reported at 31 December 2022.

BASE METALS
GRADE
CONTAINED METAL
BASE METALS
GRADE
CONTAINED METAL
Project Category
Tonnes (‘000)
% Cu
% Zn
g/t Au
g/t Ag
kt Cu
kt Zn
koz Au
koz Ag
Tritton Proved
450
1.3
-
0.1
3
6
-
1
40
Probable
3,560
1.4
-
0.2
5
49
-
28
598
Total
4,010
1.4
-
0.2
5
55
-
30
638
Jaguar Proved
90
1.4
8.7
0.8
74
1
8
2
225
Probable
1,060
1.5
8.3
0.6
45
16
87
21
1,534
Total
1,150
1.5
8.3
0.6
48
17
95
23
1,759
North Qld Proved
100
2.8
-
0.6
-
3
-
2
-
Probable
290
2.3
-
0.4
-
7
-
3
-
Total
390
2.4
-
0.4
-
9
-
5
-
Stockman Proved
-
-
-
-
-
-
-
-
-
Probable
9,640
1.9
4.3
1.0
36
183
413
318
11,409
Total
9,640
1.9
4.3
1.0
36
183
413
318
11,409
Grand Total Proved
640
1.6
1.3
0.3
13
10
8
5
265
Probable
14,540
1.8
3.5
0.8
28
255
500
371
13,541
Total
15,180
1.7
3.4
0.8
28
265
508
376
13,805
GOLD GRADE
CONTAINED METAL
Project Category
Tonnes (‘000)
% Cu
% Zn
g/t Au
g/t Ag
kt Cu
kt Zn
koz Au
koz Ag
Cracow Proved
230
-
-
3.7
-
-
-
27
-
Probable
360
-
-
3.5
-
-
-
41
-
Total
590
-
-
3.6
-
-
-
68
-

Notes:

  1. Ore Reserve figures are reported using a variety of cut-off criteria suitable for each deposit.

  2. Discrepancy in summation may occur due to rounding.

24 | 2023 ANNUAL REPORT

SUMMARY OF COMPETENT PERSONS FOR MINERAL RESOURCE AND ORE RESERVE ESTIMATES

==> picture [476 x 649] intentionally omitted <==

----- Start of picture text -----

ASSET COMPETENT PERSON QUALIFICATIONS MEMBERSHIP
TRITTON OPERATIONS
Mineral Resource
Tritton
Murrawombie
Budgerygar Angela Dimond BSc (Hons) MAusIMM
Avoca Tank
Budgery
Constellation Brad Cox BSc (Hons) MAusIMM
Ore Reserve
Tritton
Avoca Tank
Jan Coetzee GDMin MAusIMM
Murrawombie U/G
Budgerygar
Murrawombie O/P Ian Sheppard BEng MAusIMM
CRACOW OPERATIONS
Mineral Resource
Western Vein Field Paul Napier BSc MAusIMM
Golden Plateau Andrew Fowler PhD MAusIMM CP(Geo)
Ore Reserve
Western Vein Field Max McInnis BEng MAusIMM
JAGUAR OPERATIONS
Mineral Resource
Bentley
Triumph John Hamill BSc (Hons) MAusIMM
Teutonic Bore
Ore Reserve
Bentley Benjamin James BEng (Hons) FAusIMM
NORTH QUEENSLAND COPPER OPERATIONS
Mineral Resource
Mt Colin Andrew Fowler PhD MAusIMM CP(Geo)
Barbara
Brad Cox BSc (Hons) MAusIMM
(including LillyMay)
Ore Reserve
Mt Colin Aaron Layt BSC (Hons) MAusIMM
STOCKMAN PROJECT
Mineral Resource
Stockman Brad Cox BSc (Hons) MAusIMM
Ore Reserve
Stockman John McKinstry BEng (Hons) MAusIMM
----- End of picture text -----

AERIS RESOURCES | 25

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Sustainability Report

INTRODUCTION

The Sustainability section of the Aeris 2023 Annual Report looks back on the progress made on our sustainability journey and our plans moving into the next financial year.

For the first time this Sustainability Report has been prepared with reference to the Global Reporting Initiative (“GRI”) Standards which informed our methodology when completing the 2022 materiality assessment.

This important milestone enables us to provide a comprehensive account of our sustainability impacts and the effective measures we implement to manage them. By adhering to these globally recognised standards, we demonstrate a heightened level of transparency and accountability, ensuring we are held responsible for our sustainability performance. We view this as a pivotal step towards enhancing our sustainability practices.

We have also made positive steps towards integrating sustainability into our core business, from refreshing governance structures to reviewing how we address sustainability in operational planning and processes.

This year we released our Sustainability Policy Statement and established a Sustainability Committee a board sub-committee. We are also developing a Sustainability Strategy which will be supported by a roadmap with specific actions, timelines and outcomes designed to achieve the goals of the Strategy and ultimately, improve our environmental, social and governance performance.

Our core values of safety; performance; ethics and integrity; and people guide our business strategy and permeate all areas of our operations. Our values are supported by a strong governance framework driven towards improving Company performance, enhancing corporate social responsibility, and benefitting all stakeholders.

Our sustainability strategy consists of four focus areas:

  1. Biodiversity and land,

  2. Diversity and inclusion,

  3. Carbon and climate change, and 4. Water efficiency and containment.

In the past year, Aeris has gone through significant operational and strategic changes; the market and industry context has also shifted. We anticipate the surging demand for copper and the opportunity it brings to position Aeris as a contributor to the transition towards a lower-carbon economy. Our products play an instrumental role in building technology for the renewable future such as electric vehicles, solar panels, and wind turbines, and aligning with our shared principle of ‘good for business, good for others’.

AERIS RESOURCES | 27

REPORTING BOUNDARY AND SCOPE

This section of our annual report applies to all of Aeris Resources Limited’s (Aeris or Company) wholly owned and controlled sites during FY2023, and excludes the corporate office, exploration sites, and projects, unless otherwise stated.

Wholly owned and controlled sites include Tritton Copper Operations (Tritton); Cracow Gold Operations (Cracow); Jaguar Operations (Jaguar); and North Queensland Copper Operations. Aeris also has a number of projects in exploration, pre-feasibility, and feasibility phases, such as Constellation in NSW and the Stockman Project in Victoria. Data and disclosures included in this report refer to the operational sites, and not the projects, unless otherwise stated.

The Jaguar Operations,

North Queensland Copper Operations, and the Stockman Project were acquired in July 2022 through the acquisition of Round Oak Minerals Limited (ROM). This acquisition of ROM significantly increased our operational footprint, and with it, our environmental, social, and economic footprint.

For the purposes of this section of our annual report, we have not included historical comparisons for the acquired sites, as they were outside of our operational boundary prior to July 2022.

During the reporting period, Aeris Resources held joint venture interests in the Torrens and Canbelego Exploration Projects. On 9 June 2023, Aeris entered into an agreement to divest its 70% joint venture interest in the Torrens Project. Aeris does not have operational control of these projects, and they are not considered within the reporting of this boundary.

All available data and evidence has been utilised to deliver this Sustainability Report. Where there are information inconsistencies and data gaps, these have been acknowledged. Any data requiring restatement has also been detailed where applicable.

This Report has been prepared to benefit stakeholders monitoring our sustainability progress; those interested in our business performance, and those with a general interest in the mineral and resources industry. Supporting information may be referenced in relevant sections throughout this report, and information is available at www.aerisresources.com.au.

Aeris has not sought external assurance for disclosures within this report.

Acknowledgement of Country

Aeris Resources acknowledges the Traditional Custodians of the land on which we operate, including the Wulli Wulli people (Cracow), the Ngemba/Ngiyampaa people (Tritton), the Wangkathaa people (Jaguar), the Kalkadoon people (North Queensland Operations) and the Turrbal and Yuggera people (Corporate office).

28 | 2023 ANNUAL REPORT

OUR SUSTAINABILITY APPROACH

At Aeris, we recognise the impact the mining industry can have on our planet and society and therefore our focus extends beyond the social license to operate.

Sustainability at Aeris

Operating sustainably involves having a clear understanding of our stakeholders’ needs and expectations. It also involves continued learning and adopting ways to improve our decisions.

With this in mind, we take a forwardlooking approach to sustainability, informed by reflecting on our past performance, the evolving expectations of stakeholders and advancements in technologies.

This financial year we committed to sustainability principles published as the Aeris Resources Sustainability Policy Statement.

To build on the commitment, we are working to integrate these principles throughout our business activities and practices we are also developing a future roadmap that sets specific actions to improve our environmental, social and governance performance over time.

OUR SUSTAINABILITY PRINCIPLES

The sustainability principles that guide our practices and underpin our sustainability approach and strategy are outlined below:

Identify, analyse and manage sustainability-related risks and opportunities through our Risk Management Framework.

Integrate management planning for sustainability-related risks and opportunities into the Company strategic and business planning cycles.

Engage with our stakeholders in a respectful, open and honest manner, upholding ethical business practices and complying with legal requirements.

Engage with Indigenous Peoples to develop and strengthen relationships. We will consult with Indigenous Peoples on how to manage the impacts of our operations on Indigenous cultural heritage, in accordance with agreed plans and arrangements.

By attracting and retaining the “right people” and creating a safe and respectful working environment we will build a workforce that represents the communities in which we operate and provides a platform for our people to do their best.

Contribute to the conservation of biodiversity by implementing integrated approaches to land use planning and environmental management in areas affected by our operations.

Monitor the regulatory and policy landscape relating to sustainability to implement processes to comply with requirements as they arise.

Establish processes to identify opportunities to improve energy and water efficiency, reduce waste, manage emissions, and embrace clean energy technologies where practicable.

Promote awareness of sustainable practices to strengthen capabilities and skillset within our workforce.

AERIS RESOURCES | 29

30 | 2023 ANNUAL REPORT

OUR STAKEHOLDERS

OUR STAKEHOLDERS
SHAREHOLDERS EMPLOYEES LOCAL COMMUNITIES
Shareholders are the foundation Our dedicated workforce is the The communities where we operate
of our Company, investing in our backbone of our operations. We are integral to our social license
growth and long-term success. prioritise the health, safety, and to operate. We engage with local
We are dedicated to delivering wellbeing of our employees, providing stakeholders and aim to be a
value by implementing sustainable a physically and culturally safe work responsible neighbour, supporting
practices that lead to robust fnancial environment and opportunities for community projects, and contributing
performance and responsible professional growth. We engage in to the local economy.
stewardship of resources. open dialogue with our people to
We regularly engage with our
investors, providing them with
ensure fair labour practices and foster
a positive workplace culture.
quarterly updates on progress
and performance.
LOCAL, STATE & FEDERAL ENVIRONMENT & INDUSTRY INDIGENOUS PEOPLES
GOVERNMENT REGULATORS & TRADITIONAL OWNERS
We maintain transparent and Environmental stewardship is a We engage in respectful consultation
constructive relationships with local fundamental pillar of our sustainability and strive to create economic
and state governments. Through strategy. We engage proactively opportunities in partnership with
our operating frameworks we seek with environmental and industry traditional owners while respecting
to comply with all applicable laws, regulators to implement best practices, their rights and cultural heritage.
regulations, and industry standards monitor and reduce our ecological
while actively collaborating with impact, and ensure responsible
authorities to address environmental resource management.
and social concerns.
SUPPLIERS, CONSULTANTS
NATURAL RESOURCES & CONTRACTORS CUSTOMERS
We make strategic and operational Suppliers, consultants and contractors We understand the signifcance of
decisions with the environment are integral to our operations and we our customers in driving demand for
in mind. We work diligently to seek to establish partnerships with our resources. We ensure responsible
ensure ongoing compliance with them. We aim to utilise local business production processes.
environmental licenses and minimise and procurement where possible.
our ecological footprint, conserve Throughout our supply chain, we
biodiversity, and rehabilitate areas seek to promote responsible sourcing
affected by our mining activities. and ethical practices to create a
positive impact.

AERIS RESOURCES | 31

OUR VALUE CHAIN

At Aeris, we believe in fostering sustainability throughout our value chain, from exploration to end-of-mine planning and rehabilitation. We are committed to ensuring that each step of the process aligns with the core principles of responsible mining.

EXPLORATION PHASE:

The exploration stage marks the beginning of our value chain. We conduct thorough geological surveys and assessments to identify potential mineral resources. During this phase, we engage with local communities and Indigenous groups to understand and mitigate potential impacts on their lands and cultural heritage.

PLANNING & DEVELOPMENT PHASE:

In the planning and development phase, we carefully design and plan our mining operations, considering environmental, social, and economic aspects. Collaboration with stakeholders and regulatory authorities is a crucial aspect of this stage.

We ensure our projects in the development pipeline incorporate sustainable mining principles into the operational planning phase. For our Constellation and Stockman Projects, we want to incorporate practices for sustainable mining from the outset, including: optimising water consumption; minimising disturbed footprints; impacts to fauna and flora; dust; noise and traffic; and selecting energy efficient equipment and design. This provides a sound basis to focus our efforts on optimising an operational mine plan that is efficient, productive, cost-effective and delivers on our commitment to environmental sustainability.

==> picture [47 x 46] intentionally omitted <==

USE PHASE:

We understand the need for information about the use of our products to promote transparency and responsible consumption. Our minerals play essential roles in various applications, such as:

  • Electrical components: Copper is used in electrical wiring, motors, and other electrical components.

  • Renewable technologies: Copper is a vital component in renewable energy technologies such as wind turbines and solar panels.

  • Jewellery: Gold and silver are sought-after materials in the creation of beautiful and enduring jewellery.

  • Medical: Silver has application in medical devices, including wound dressings and anti-microbial products.

  • Infrastructure: Zinc contributes to the longevity and structural integrity of infrastructure projects, including buildings, bridges, and roads.

  • Investments: Precious metals, particularly gold and silver, serve as secure investments and hedges against economic uncertainties.

32 | 2023 ANNUAL REPORT

==> picture [56 x 42] intentionally omitted <==

MINING PHASE:

The mining stage involves the extraction of precious minerals from the earth. Our mining practises leverage advanced technologies, safe and efficient mining practices and sustainability focused decision-making to optimise resource recovery while minimising our ecological footprint. The health and safety of our workforce and surrounding communities are paramount, and we work towards enhancing local economic opportunities through employment and procurement initiatives.

PROCESSING PHASE:

Upon extraction, raw materials undergo processing to beneficiate and concentrate the recovered minerals that create value for our customers and stakeholders. Throughout this stage we are continuously investigating energy-efficient processes and technology and adhering to strict environmental standards to reduce greenhouse gas emissions and water consumption.

MOVEMENT AND MARKETING PHASE:

In this stage, we optimise the transport and marketing of our products worldwide. We investigate sustainable opportunities with our partners to support indirect sustainability impacts realised downstream of our production activities.

END OF MINE PLANNING & REHABILITATION PHASE:

As part of our commitment to environmental responsibility, we plan for mine closure and rehabilitation from the beginning. Our approach to closure and rehabilitation of our mining sites aims to restore ecological values present prior to mining whilst also aligning with the surrounding landscapes.

AERIS RESOURCES | 33

OUR FOCUS AREAS

We have identified the areas of sustainability that are most crucial to our business allowing us to target strategies and initiatives to support these focus areas. We identified these areas based on their significance to our business, the expectations of our stakeholders, and their potential impact in the short-term and long-term. By prioritising these we aim to address the most pressing sustainability challenges and contribute to a more sustainable future.

Aeris identified the key areas of risk and opportunities in the present, near and long-term future. Through strategic analytical methods including risk benchmarking, review of market and stakeholder expectations and change driver analysis. Based on the assessment conducted, we determined the four focus areas listed below.

  1. Carbon and Climate Change: Reduce our carbon footprint and promote the adoption of renewable energy.

  2. Water Efficiency and Containment: Ensure water resilience by optimising resource usage in water, energy and consumables (including waste).

  3. Biodiversity and Land: Plan and deliver positive environment, economic and social legacy throughout the entire mining lifecycle, from discovery to closure.

  4. Diversity and Inclusion: Foster an equitable, diverse, fair and inclusive workplace that aligns with the diversity of our community.

CARBON AND CLIMATE CHANGE

WATER EFFICIENCY AND CONTAINMENT

Why it matters

  • As the world transitions towards a low-carbon economy, it is imperative to chart a course that effectively reduces emissions and minimizes our carbon footprint, ensuring the resilience of business operations.

  • Taking proactive steps to address climate change is crucial for mitigating environmental impacts, reducing carbon emissions and safeguarding the planet for future generations.

  • For the health, safety and wellbeing of our communities and people, we are committed to minimising harmful air emissions from our operations, aiming to further contribute to cleaner air and a healthier environment for all.

Why it matters

  • Water plays a vital role in our operations and we are committed to bolstering our resilience to climate change in light of changing climatic patterns.

  • Our focus on promoting water resilience preserves this precious resource and safeguards the health of water environments and the well-being of our communities, while reinforcing our operational resilience.

  • Practicing responsible water usage is fundamental to ensuring a positive legacy and successful mine closure.

  • As water usage increases, we understand its implications on availability, power consumption, access infrastructure costs, and overall volume-related expenses.

BIODIVERSITY AND LAND

DIVERSITY AND INCLUSION

Why it matters

  • Biodiversity is an increasingly important measure of environmental performance, encompassing the preservation of healthy ecosystems and their values throughout operational activities and closure.

  • To leave a positive environmental legacy through our operations, actively contributing to the enhancement of overall environmental well-being.

  • The emergence of biodiversity credit markets in Australia provides opportunities for furthering these initiatives.

Why it matters

  • Promoting diversity and inclusivity enables individuals from different backgrounds and abilities to thrive and foster meaningful social connections within their communities.

  • Diversity enriches our culture, enhances decision-making resilience, fuels adaptability and fosters innovation within our business and communities.

  • Upholding principles of equality, respect, and work-life balance fosters opportunities for personal achievement beyond the workplace, creating an environment where everyone can thrive.

  • Offering equitable family caring options regardless of gender fosters an inclusive and supportive environment for all.

34 | 2023 ANNUAL REPORT

CARBON AND CLIMATE CHANGE

As the globe continues to grapple with the ongoing challenges of climate change and transitioning to a sustainable world, the topic of energy, carbon and climate change is important to our business and our stakeholders.

Increased regulatory, societal

and investor pressure places more emphasis on our operational emissions and how we plan to manage them. At the same time, the mass scale transition of energy systems to a lower carbon footprint provides strategic opportunities for Aeris.

As a base and precious metals producer, there is rapidly increasing demand for the minerals we produce. Our resources play a critical role in the energy transition as copper is a crucial input for the renewable energy infrastructure required for this transition.

Aeris reports annually on energy and greenhouse gas emissions as required under the Australian Government’s National Greenhouse and Energy Reporting (NGER) scheme. Data related to energy consumption and greenhouse gas emissions from combustion of fossil fuels and electricity at each site has been calculated for FY2023 in accordance with the NGER methodology and the Department of Climate Change, Energy, the Environment and Water’s National Greenhouse Accounts (NGA) Factors 2022.

Other air emissions information reported in this section has been prepared in accordance with the National Pollutant Inventory (NPI) framework.

Energy & GHG Emissions

This financial year saw an unprecedented demand on the global energy market, putting pressure on global supply chains. Our operations rely heavily on liquid fuels (primarily diesel) for our plant, equipment and vehicles on site. Electricity is purchased from the grid to power our offices, mining infrastructure, and processing activities. Energy consumption from our operations in FY2023 totalled 1,993,308.65 GJ.

The energy mix across our sites is based on their location, operation and infrastructure. The key forms of energy are electricity (network grid), diesel and gas generators, hydrocarbons (primarily diesel) and gas. Our Tritton and Cracow operations primarily consume diesel for mining plant and equipment, heavy transport, haulage and light vehicles.

Tritton also has a diesel power plant on site to meet demand at this remote underground mine.

Cracow utilises liquified petroleum gas (LPG) on site for boilers, furnaces and regen kiln for production activities. Tritton and Cracow are connected to the local electricity grid which powers processing activities, as well as site offices and infrastructure.

Due to the remote location of the Jaguar and North Queensland Operations, they are not connected to the electricity grid, and rely on hydrocarbon-based fuels and natural gas to meet all energy demand. Diesel is the primary fuel for all equipment on site, including mining equipment. Electricity is generated at Jaguar by a third-party contractor, primarily at a gas fired power station with a supplementary diesel power plant.

ENERGY PROFILE BY FUEL SOURCE

ENERGY
SOURCE
TRITTON
CRACOW
JAGUAR
NORTH
QUEENSLAND
CORPORATE
(HEAD OFFICE)
TOTAL
ENERGY
SOURCE
TRITTON
CRACOW
JAGUAR
NORTH
QUEENSLAND
CORPORATE
(HEAD OFFICE)
TOTAL
ENERGY
SOURCE
TRITTON
CRACOW
JAGUAR
NORTH
QUEENSLAND
CORPORATE
(HEAD OFFICE)
TOTAL
Diesel (GJ)
497,899.88
106,992.83
119,270.26
187,852.54
-
912,015.51
Natural Gas (GJ)
-
-
567,671.00
-
- 567,671.00
LPG (GJ)
-
7,841.10
-
-
- 7,841.10
Electricity (GJ)
324,065.93
181,610.68
-
-
104.44 505,781.04
Total
821,965.81
296,444.61
686,941.26
187,852.54
104.44 1,993,308.65

AERIS RESOURCES | 35

The total greenhouse gas emissions from our activities in FY2023 totalled 196,396tCO2 across our operations. This represents an increase of 38% from our FY2022 organisational figure of 142,000t, which is attributable to the acquisition of Round Oak Minerals.

In FY2023, our Scope 1 emissions accounted for 48% of our overall emissions profile, which was primarily made up of diesel consumption. Our Scope 2 emissions from purchased electricity account for 52% of our overall emissions profile.

Electricity purchased from the grid is the largest emissions source at Tritton and Cracow, where it is used primarily for processing activities.

As Jaguar and North Queensland Operations are not connected to the national electricity grid, Scope 1 emissions account for the majority of the emissions at these sites due to the increased diesel and natural gas use required for powering plant, equipment and vehicles, and on-site electricity generation.

On a site-by-site basis, Cracow and Tritton saw consistent GHG emissions, with Cracow experiencing a slight decrease of 7% in total emissions and Tritton, an increase of 6% in total emissions, compared to last year. FY2023 is the first year we are reporting for Jaguar and North Queensland Operations, therefore, represents a base year to measure progress in future reporting cycles.

ENERGY PROFILE - ENERGY INTENSITY

NORTH CORPORATE
TRITTON CRACOW JAGUAR QUEENSLAND (HEAD OFFICE)
Total energy consumed (GJ) 821,965.81 296,444.61 686,941.26 187,852.54 104.44
Denominator Used (Primary 17,200.00 48,200.00 25,600.00 7,100.00 58.00
Production Variable/s)
Energy Intensity (GJ per unit of 47.79 6.15 26.83 26.46 1.80
primary production variable/s)
Energy Intensity Unit tCO2-e/
Copper (t)
tCO2-e/
Gold (oz)
tCO2-e/ Copper
& Zinc (t)
tCO2-e/ Copper
Ore (t)
tCO2-e/ FTE as
at 30 June 2023

SCOPE 1 AND 2 GHG EMISSIONS

NORTH CORPORATE
TRITTON
CRACOW
JAGUAR
QUEENSLAND
(HEAD OFFICE) TOTAL
Scope 1 (tCO2-e) 34,954.88
8,008.54
37,644.27
13,226.70
- 93,834.39
Scope 2 (tCO2-e) 65,713.37
36,826.61
-
-
21.18 102,561.16
Total 100,668.25
44,835.15
37,644.27
13,226.70
21.18 196,395.55

GHG EMISSIONS INTENSITY

NORTH CORPORATE
GHG ACTIVITY TRITTON CRACOW JAGUAR QUEENSLAND (HEAD OFFICE)
GHG Emissions from Energy (tCO2-e) 100,668.25 44,835.15 37,644.27 13,226.70 21.18
Denominator Used (Primary 17,200.00 48,200.00 25,600.00 7,100.00 58.00
Production Variable/s)
GHG Emissions Intensity (tCO2-e per 5.85 0.93 1.47 1.86 0.37
unit of primary production variable/s)
GHG Emissions Intensity Unit tCO2-e/
Copper (t)
tCO2-e/
Gold (oz)
tCO2-e/
Copper &
Zinc (t)
tCO2-e/
Copper Ore (t)
tCO2-e/ FTE as at
30 June 2023

Due to the nature of our sites geology and production activities, each site mines and processes different products. For the purposes of calculating our energy and GHG emissions intensities, we have applied our primary production variables only in these calculations. This will assist us with providing the most accurate year-on-year comparisons. Note that actual emission intensities of site activities may be lower, as we have not accounted for additional production of alternative products.

We understand the importance of quantifying our upstream and downstream emissions impacts as part of our wider climate change impacts.

As part of the development of a Sustainability Strategy, we are considering our approach to the quantifying and tracking of Scope emissions however, this has not yet been defined, and is not included in this report.

Reducing Our GHG Emissions and Energy Consumption

As our primary activities of mineral exploration, extraction and processing are energy and emissions intensive, we are always exploring energy reduction and productivity improvement opportunities.

To understand the feasibility of implementing energy and emissions reduction opportunities, we are working to improve our capabilities to monitor and track energy usage and carbon emissions across our sites.

Tritton Operations have demonstrated improvements in energy conservation and efficiency during the 2023 financial year including:

  • Installing Variable Speed Drives (VSDs) instead of more energy intensive Direct-On-Line (DOL) starters for large motor start-up and implementing techniques to avoid full current draw during the start-up process;

  • Installing a variable speed motor for river pumping, replacing the older, more energy intensive constant speed pump;

  • Upgrading energy measurement infrastructure, to provide better data and more insight into our electricity use enabling better decision making in relation to electricity demand and usage;

  • Investing in an electric light vehicle (LV) troop carrier for the site, with another to arrive in the next financial year;

  • Optimising ventilation processes and technology to reduce unnecessary energy use; and

  • Optimising the operation of the Pastefill Plant by aligning power consumption with production needs.

CASE STUDY: NEW VEHICLES DRIVING GREATER FUEL EFFICIENCY

Replacing vehicles and equipment on site with alternatives that provide greater fuel efficiency, costs saving and provide opportunities to reduce our carbon footprint. Two examples are the Tadano 50T rough terrain crane and the electric LV troop carrier. Both vehicles were delivered to Tritton Operations in FY23. The crane is equipped with a fuel monitoring system which reduces fuel consumption when it is being operated. The Rokion R400 electric LV troop carrier seats 9 people and is built for underground conditions. It builds on the Rokion 100 vehicle which is already operational onsite.

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38 | 2023 ANNUAL REPORT

Air Emissions

We recognise air emissions from mining activities are crucial to sustainability as the release of pollutants into the atmosphere can pose a significant hazard to the health of our employees, the communities in which we operate and the surrounding environment. As such, we are committed to effective monitoring and mitigation of our air quality impacts to ensure the well-being and protection of our people, local communities and the environment.

The air quality at and around our operational sites may be impacted by dust generated by mining activities such as the construction and operation of haul roads and tailings dams, exploration drilling, ore stockpiling, crushing and processing, and the movement and transport of vehicles and product. To reduce the dust related impacts on site, we monitor and proactively work to minimise our dust emissions through various controls and procedures.

Dust suppression techniques used across our sites include covering materials for transport, stockpile management procedures, the installation of vapour recovery systems, high-pressure/low-volume cleaning equipment, chemical suppression, using wheel washes, sprinkler systems and water sprays.

Dust monitoring systems are in place to assist us in determining the effectiveness of dust suppression strategies and ensure ongoing compliance with environmental approvals and licences. Our approach to dust mitigation and monitoring is established by the Dust Management Plan at Tritton Operations and in the Air Emissions Management Plans at the Cracow, Jaguar and North Queensland operations.

Real-time dust monitoring is in place at Cracow. Environmental impact assessments determined that real-time dust monitoring is not required at the Jaguar and North Queensland Operations.

Other air emissions associated with our operations are related to air pollutants and hazardous substances released through the consumption of fuel, energy and regulated substances at our sites. The mitigation and management strategies to reduce our air emissions are based on site-specific environmental impact assessments and management plans. These are regularly reviewed and are governed and approved by various Commonwealth and State environment regulations. Our site-specific air emissions performance data is reported on a site-by-site basis under the National Pollutant Inventory (NPI). Performance from our sites can be found in the table below.

AIR EMISSIONS BY SITE

NORTH
AIR EMISSIONS CATEGORY TRITTON CRACOW JAGUAR QUEENSLAND TOTAL
NOx (t) 485.77 66.53 1,073.91 201.17 1,827.38
SOx (t) 1.12 0.11 0.23 0.08 1.55
Volatile Organic Compounds 25.26 4.81 34.12 15.46 79.65
(VOC) (t)
Particulate Matter (PM): PM2.5 (t) 24.56 4.74 4.76 13.99 48.05
Particulate Matter (PM): PM10 (t) 2,555.96 657.88 1,068.05 392.06 4,673.95

AERIS RESOURCES | 39

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WATER EFFICIENCY AND CONTAINMENT

Water is a critical resource and key for our operations. We recognise the importance of responsible water management by the mining industry and our business.

As a focus area of our Sustainability Strategy, our objectives are to

enhance water resilience, minimise the impacts to river systems and groundwater and improve our water handling efficiency.

To ensure we always have sufficient water supply and storage to meet operational demands, our sites are constantly working to identify and implement sustainable water supply solutions, optimise our processes to minimise waste and maximise water recycling.

Ensuring an adequate water supply, and water efficiency, is central to minimising potential disruptions to the ongoing operation of our facilities.

We also recognise the potential impact our activities may have on natural water sources and ecosystems. We are committed to responsible stewardship, through minimising our clean water extraction and preventing the release of poor-quality water into the natural environment.

Water management is a key consideration in the design and planning of rehabilitation for our sites, with the expectation we will leave stable, non-polluting landforms at closure.

Water Consumption

Water is used for different purposes across our sites. The total amount of water used across our sites during the reporting period was 4,371 ML. The majority of our water consumption is required for processing, with the remainder used for:

  • Mining activities;

  • Dust suppression;

  • Infrastructure maintenance; and

  • At amenities and accommodation at our sites.

As well as our goal to improve measurement of water usage and movement, we are also reviewing water consumption targets at each site. At Cracow and Tritton, we utilise process water generated through processing activities to replace raw water, where possible. Software used for real time monitoring and analysis of water consumption is used at Cracow to identify improvement and inefficiencies. We have also installed a series of pipelines at Cracow, as part of a water pumping circuit, to ensure connectivity of all water storage on site, to meet operational demands.

All of our sites have comprehensive water quality monitoring for assessing water stored in our tailings and process water storage facilities.

40 | 2023 ANNUAL REPORT

Water Withdrawal

The key sources of water across our operations are groundwater, surface water and water provided by third parties.

Tritton draws directly from an off take on the Bogan River, 50m past where the Gunningbar Creek runs into the Bogan River, off the Nyngan to Cobar water pipeline when required and approved by the Cobar Water board. Tritton utilises potable water transported to site by truck from Nyngan.

Cracow has a licensed allocation of river water which is used for site operations and treated onsite for supplying the mine camp and town of Cracow.

Jaguar’s process water is sourced from dewatering of the mine voids, with bores supplying water for treatment for potable water requirements. North Queensland has a water agreement to draw from the Corella dam and sources additional bore water for potable purposes.

We aim to minimise our demand of external water sources from both direct extraction and purchased from third parties. Taking this action limits impacts on local ecosystems, results in reduced operating costs and increases our operational resilience. In FY2023, our water withdrawals totalled 2,486.99 ML. This represents a significant increase from the last reporting period of 1,469 ML, due to the acquisition of Jaguar operations and North Queensland operations. Cracow experienced a 38% reduction in water withdrawals due to increased water recycling.

Water Discharge

We have Water Management Plans and Groundwater Management Plans for each site setting our approach for managing water discharge, including quality and volume monitoring requirements.

Water from processing activities at all sites is discharged directly to our tailings dams and recycled where possible. Potentially mine affected water is contained and recycled on-site to use instead of clean water inputs. We monitor and control any releases of potentially mine affected water in accordance with our environmental licenses. Effluent waste from ablutions and accommodation is managed and treated on site through wastewater treatment facilities. Any discharges occur in approved effluent release and irrigation areas.

We released a total of 338ML of water in the FY2023 reporting period at our North Queensland operations and Jaguar operations in WA. None of these releases resulted in any water quality or volume exceedances. We had no reportable incidents of spills, leaks or discharges of mine affected water in the reporting period.

WATER ACTIVITY BY SITE

WATER WITH DRAWN (ML)
TRITTON
CRACOW
JAGUAR
NORTH
QUEENSLAND
TOTAL
WATER WITH DRAWN (ML)
TRITTON
CRACOW
JAGUAR
NORTH
QUEENSLAND
TOTAL
Surface Water (ML)
850.90
265.00
-
70.91
1,186.81
Groundwater (ML)
212.80
1,043.58
43.80
1,300.18
Seawater (ML)
-
-
-
-
-
Produced Water (ML)
-
-
-
-
-
Third-party Water (ML)
-
-
-
-
-
Total Water Withdrawal (ML)
1,063.70
265.00
1,043.58
114.71
2,486.99
Total Water Discharge (ML)
-
-
-
-
-
Total Water Consumption (ML)
1,063.70
244.60
1,043.58
114.71
2,486.99

*20.4ML of our water withdrawal at Cracow consists of offtake for a nearby cattlestation.

This is part of our pipeline easement agreement, but this portion does not contribute to our water consumption.

AERIS RESOURCES | 41

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42 | 2023 ANNUAL REPORT

BIODIVERSITY AND LAND

Our operations are located across regional Australia within diverse and unique landscapes and ecosystems.

As a mining company that recognises the importance of operating in a sustainable manner, we accept our responsibility as land managers to protect and enhance the landscapes in which we operate, from exploration to post-mine closure.

The Aeris environmental policy documents our commitment to the continual improvement of our environmental performance, including in the area of land management.

We minimise disturbance to ecosystems during the planning phase of our operations and projects.

Where disturbance cannot be avoided, we offset impacts through biodiversity offset processes such as establishing and managing offset areas, contributing to government managed offset programs, or purchasing offset credits through regulated schemes.

We maintain the biodiversity values of the lands we manage through programs to control weeds and pests. Where appropriate, our rehabilitation programs are designed to restore ecological values present prior to mining or consistent with surrounding landscapes.

Biodiversity

Protected Areas

Whilst our current operational areas are not in protected areas or areas that have been classified as having high biodiversity values, we understand our role in managing and mitigating potential impacts and have systems and processes in place to ensure compliance with all environmental approvals.

We have appropriate controls in place to minimise negative impacts of our mining activities on the biodiversity values at our sites and neighbouring areas. We are pleased there have been no complaints or claims of biodiversity related impacts received during the reporting period.

Impact of Activities on Biodiversity

We understand that our operations have potential to impact the availability, accessibility or quality of natural resources, which in turn can affect local communities and traditional owners. During the discovery phase of our mining activities, all sites undertake rigorous environmental impact assessments, which investigate potential impacts from future mining activities and identify appropriate controls and mitigatory measures.

All operational sites have had their environmental approvals granted under relevant Commonwealth and State legislation, and state legislation, with ongoing management and monitoring of environmental impacts a requirement of these approvals. No habitat conversion has occurred at any of our operational sites during the reporting period.

We value the rich variety of fauna and flora situated near our operational sites. Conditions of our environmental licenses require us to identify and monitor potential habitat for International Union for Conservation of Nature (IUCN) and national conservation listed species with habitats in areas affected by our operations. Our monitoring and biodiversity/flora and fauna surveys have identified a range of species which are included in the IUCN Red List.

Mitigation Measures

Based on the unique environmental values present at each site, we have specific site-based management strategies in place to minimise and mitigate impacts on biodiversity and land.

AERIS RESOURCES | 43

IUCN RED LIST SPECIES

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----- Start of picture text -----

IUCN RED LEVEL OF
SITE LIST SPECIES NAME EXTINCTION RISK
Tritton IUCN Red List Kultarr (Antechinomys laninger) Least concern
Pink Cockatoo (Cacatua leadbeateri) Least concern
Baverstock's Bat (Vespadelus (Eptiscicus) baverstocki) Vulnerable
Yellow-bellied Sheathtail Bat (Saccolaimus flaviventris) Vulnerable
Cracow None None None
Jaguar None None None
North Queensland IUCN Red List Species Pseudantechinus mimulus Near threatened
Operations Petrogale purpureicollis Near threatened
----- End of picture text -----

TRITTON

Tritton has a Rehabilitation Management Plan which includes several objectives to safeguard the quality and long-term viability of site rehabilitation processes. Objectives include meeting the closure criteria; preparing a remediation program to guide the development of landform and vegetation which is self-sustaining; and enhancing the ecological value of intact vegetation communities by removal of noxious weeds, feral animals and stock control. Supplementary planting is conducted where possible.

There is also a Flora and Fauna Management Plan providing guidance on maintaining and improving biodiversity value at a species and ecosystem level.

A Contaminated Land Management Plan manages existing contamination identified in soil, sediments and groundwater on site. It provides clear operational procedures and controls, ensuring compliance with statutory environmental requirements and monitoring and reporting requirements.

CRACOW

The Pest and Weed Management Plan (Plan) at Cracow outlines processes to restrict the spread of existing declared weeds and pests and prevent newly declared weed and pest species from being introduced. The Plan monitors and evaluates the effectiveness of existing controls and training requirements for employees to promote compliance and continuous improvement.

A Receiving Environment Monitoring Program (REMP) was established for the site in 2014, with ecological and vegetation assessments occurring under this Program in May of the reporting period. The assessments undertaken were for new disturbances planned at the site, as well as ongoing monitoring of rehabilitation across the site.

JAGUAR

The Environmental Management Plan (Plan) at Jaguar identifies potential environmental impacts and risks, as well as site-based targets and measures to manage key impacts associated with mining activities. Key environmental impacts include vegetation clearing leading to a removal of flora species and potential contamination of the surrounding environment due to spills of hydrocarbons, chemicals, process water, mine dewatering or process tailings.

Within the Plan, environmental commitments are outlined to assist with the effective management of the site including water, land, rehabilitation, waste, tailings, and flora and fauna.

The approved Mine closure Plan details how the site will be rehabilitated, including where and how vegetation communities will be reinstated as part of rehabilitation activities.

NORTH QUEENSLAND OPERATIONS

An Environmental Management Plan for the Mt Colin mine outlines the commitment to protect environmental values affected by mining activities. The Receiving Environment Monitoring Program (REMP) commits to the monitoring of the ephemeral freshwater ecosystems in the site’s vicinity. As part of the REMP, aquatic biological indicator surveys and habitat assessments are completed biannually to ensure the robust understanding of stream health and aquatic macroinvertebrate community assemblages in the receiving environment.

44 | 2023 ANNUAL REPORT

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An Erosion and Sediment Control Plan ensures the stability of constructed landforms on site and minimises possible mobilisation of soils and sediments from active mining domains. Erosion and sediment control measures, such as coir log and silt fence structures, are inspected and maintained regularly to optimise their efficacy in managing stormwater runoff velocity and sediment containment.

As part of the progressive rehabilitation and closure planning process, we have established analogue vegetation monitoring to obtain a comprehensive understanding of the species composition of vegetation communities in the surrounding landscapes. Vegetation surveys will continue to be undertaken throughout the mining operations to provide a robust baseline dataset to inform future rehabilitation activities.

STOCKMAN

Biodiversity management is a significant consideration for the Stockman Project because of the vegetation clearing required to develop the mine and supporting infrastructure, as well as other potential impacts during the construction and operational phases.

These biodiversity risks were

considered during the environment and social impact assessment process for the Project. The impact assessment resulted in an Environmental Effects Statement (EES) and subsequent Ministerial Assessment Report, which set out a range of commitments and obligations for managing biodiversity risks.

Minimising biodiversity impacts remains a key consideration for the Stockman Feasibility Study, with design activities taking into consideration how to minimise the disturbance footprint of the proposed mine and offsite infrastructure.

Aeris has continued to actively manage the Bush Block offset property for the Stockman Project. This includes weed management activities, feral animal control and replacing a section of fence to ensure the exclusion of cattle from neighbouring property. Steps were also taken to progress offsets on the One Hut property owned by Aeris.

A credit trade agreement with the Alpine Shire Council was finalised during the reporting period, which ensures the offsets requirements under the EPBC Act approval (Federal) have now been met.

WASTE

The extraction and processing of minerals can generate significant volumes of waste and potential environmental and social implications associated with its handling. We recognise that further understanding our waste sources and streams leads to better decision making and more ecologically sustainable outcomes as we take measures to minimise waste related impacts across all our mining and processing activities.

Our approach to waste management is tailored to suit the operating context and waste streams at each site. Our waste management practises are aligned with Waste Management Plans approved by relevant State and Commonwealth regulatory bodies and involve the use of both onsite landfills and third-party waste contractors.

AERIS RESOURCES | 45

MANAGEMENT OF WASTE-RELATED IMPACTS

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----- Start of picture text -----

NORTH
TYPES OF WASTE TRITTON CRACOW JAGUAR QUEENSLAND
NON General Disposed Crushed and Site landfill & Third-party waste
HAZARDOUS waste disposed on site third-party waste contractor (off-site).
On-site landfill &
WASTE at landfills. contractor (off-site).
third-party waste
contractor (off-site,
Cobar landfill).
Recyclable Separated on Separated on Third-party waste Third-party waste
waste site. Third-party site. Third-party contractor (off-site). contractor (off-site).
waste contractor waste contractor
(transported off-site (transported off-site
to a licensed facility to a licensed facility
for recycling). for recycling).
Mixed-waste Automated Third-party waste Third-party waste
composter contractor (off-site). contractor (off-site).
(“Bio digester”) for
organic waste.
HAZARDOUS Hydrocarbons Third-party waste Managed safely Third-party waste Third-party waste
WASTE contractor. on site, including contractor (off-site). contractor (off-site).
bunding, using oil
separators, utilising
regulated contractors
for waste collection
and disposal.
Septic and/or Treated in the Treated in the on-site Treated in the on-site Treated in the on-site
Sewage on-site Sewage Sewage Treatment Sewage Treatment Sewage Treatment
waste Treatment Plant and Plant and irrigated. Plant and irrigated. Plant and irrigated.
irrigated. Sludge Sludge collected and Sludge collected and Sludge collected
collected and disposed off-site. disposed off-site. and disposed off-site.
disposed off-site.
Regulated Third-party waste Third-party waste Third-party waste Third-party waste
Waste contractor (off-site). contractor (off-site). contractor (off-site) contractor (off-site).
PROCESS Tailings Regulated tailings Regulated Regulated tailings Regulated tailings
WASTE storage facilities tailings storage storage facilities storage facilities
(TSFs). facilities (TSFs). (TSFs). (TSFs).
Waste rock Used in backfill, Used in backfill. Used in backfill. Used in backfill.
as road base, or
manage in waste
pile or open pit.
Potentially Managed and Managed and Managed and Contained within
acid forming not brought to the not brought to the not brought to the a temporary
(PAF) material surface, or transfer surface or sterilised surface, or waste surface stockpile
this material to the and transferred to dumps will cater on the waste rock
tailings dam on-site tailings facility on site. for containment of dump prior to
if the need arises. PAF material in cells being returned
within the dump underground as
or be re-used for unconsolidated fill.
CAF backfill.
----- End of picture text -----

46 | 2023 ANNUAL REPORT

Waste Types and Disposal Across Our Sites

When on-site landfills reach design capacity, they are rehabilitated according to the Waste Management Plans. Rehabilitation of the site is designed to minimise any ongoing risk to the environment. We take steps where necessary to reshape the land to blend with the surrounding landscape including flattening slopes to merge with the surrounding area and spreading topsoil evenly to promote plant growth.

Seeding of topsoil stockpiles with native species is used to stabilise the stockpiles and minimise topsoil loss. Where possible we source locally harvested seed stocks with a known provenance.

We have implemented initiatives to minimise waste related impacts at our sites including Cracow, where we have installed an automated composter (“Bio digester”) onsite to reduce waste directed to landfill. This has significantly reduced the amount of organic waste transported to landfill and reliance on third parties for the management of this waste stream.

During the reporting period four spills occurred at the Mt Colin mine; one of unused lubricating oil; one of degreaser and two of hydrocarbon contaminated soils. The spills occurred on hardstand or other areas where complete containment and cleanup was possible with no release to the environment or ongoing contamination occurring. All incidents were reported to the regulator in accordance with the sites environmental authority, with the cases being closed out to the satisfaction of the regulator.

WASTE GENERATION

WASTE CATEGORY WASTE TYPE
TRITTON
CRACOW
JAGUAR
NORTH
QUEENSLAND
NON-HAZARDOUS
WASTE
General waste (t)
267.58
125.76
48.00
803.00
Recyclable waste (t)
23.56
179.30
327.02
60.00
Mixed-waste (t)
00.00
45.56
00.00
00.00
HAZARDOUS
WASTE
Hydrocarbons (t)
388.28
46.35
190.80
108.00
Septic and/or
Sewage waste (t)
00.00
00.00
00.00
9.36
Regulated Waste (t)
8.40
16.45
62.10
84.66
PROCESS WASTE Tailings (t)
00.00
615,428.50
372,256.50
00.00
Waste rock
(non-acid forming) (t)
54,720.40
00.00
00.00
30,940.00

CASE STUDY: TRUCK TYRES @ TRITTON

Old tyres from our underground trucks have been repurposed and are being used in the building of safety barriers at our sites. At Tritton this has resulted in an annual $45,000 cost saving which is good for our budget, good for safety and avoids unnecessary waste going to landfill.

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AERIS RESOURCES | 47

Tailings Storage Facilities

Tailings are waste materials left over after valuable minerals have been extracted from ore during the mining and beneficiation processes. Managing our tailings effectively is a critical component of waste management practises, as improper disposal or containment can lead to environmental pollution and pose risks to nearby ecosystems and communities.

A Tailings Storage Facility (TSF) is a dam or containment structure which has been designed for storing tailings. The tailings are usually transported and discharged into the TSF as a slurry. TSFs at our sites have been designed to comply with recognised guidelines and standards, including the Australian National Committee on Large Dams (ANCOLD) - 2012 Guidelines on Tailings Dams and the International Commission on Large Dams (ICOLD). These include guidelines on dam design, construction, operation, monitoring, and surveillance.

In addition, the TSF’s comply with relevant safety considerations including designing for Probable Maximum Flood (PMF) events and to withstand seismic events based on the Maximum Design Earthquake (MDE). We undertake ongoing performance monitoring to ensure our TSFs are meeting expectations including scheduled audits and safety inspections by an accredited Tailings Engineer (Engineer of Record) or Registered Professional Engineer (RPEQ). Performance monitoring programs are developed according to ANCOLD Guidelines and implemented prior to construction.

We undertake piezometric monitoring, drain flow monitoring, and deformation surveys to monitor and survey TSFs. We have site-specific Emergency Response Plans (ERPs) detailing responsibilities and actions to be taken during facility-related emergencies to minimise potential harm to people, public infrastructure and the environment.

Our ERPs are updated periodically or when a material change to a TSF has occurred. They are subject to independent review from external regulatory bodies.

At closure, tailings storage facilities are rehabilitated according to engineered designs developed during the operating phase of the mine site. We conduct post-closure monitoring at our TSFs, consisting of annual inspections and reviews of groundwater and surface water monitoring. We complete a comprehensive audit every five years in accordance with the ANCOLD Guidelines.

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DIVERSITY AND INCLUSION

We understand the importance of creating an inclusive and diverse workplace that represents and reflects our communities. We value the strength that comes from embracing various perspectives, lifestyles and ways of thinking.

We seek to create a work environment where people are free to achieve their best, without encountering prejudice due to their gender, ethnicity, age, disability, religion, sexual orientation, or cultural differences. In doing so, we unlock the full potential of our diverse workforce and cultivate an atmosphere of trust, collaboration, and mutual support. We also believe that investing in our employees through training and development benefits them as individuals and professionals, and also enhances the performance and resilience of our business. We aim to provide support to all our people to learn new skills, continuously improve and remain engaged and fulfilled with their work.

In achieving our goal of creating an inclusive workplace, we understand the importance of actively working towards increasing female participation rates, with 23.2% of our new employee hires in the FY2023 period being women, above the Australian industry average of 20% (Workplace Gender Equality Agency, December 2022).

We believe in providing equal access to training, education, and skills development and recognise that such support is crucial to breaking down barriers and promoting career growth. Additionally, we embrace flexible working arrangements, acknowledging the role of caregiving responsibilities and the need for a healthy work-life balance. By offering support that caters to different personal and family situations, we strive to enable all to thrive professionally, and leave every day feeling fulfilled.

In this section we have summarised the various initiatives implemented, and progress achieved towards fostering a workplace where diversity is embraced and celebrated.

Parental Leave & Flexible Work

Flexible working and support for parents and carers is key to increasing diversity in the workforce. We understand the criticality of having policies in place to support this commitment and to promote the well-being of our employees. Allowing our employees to balance their work and personal commitment is a fundamental objective for Aeris.

We support new and expectant parents through paid parental leave, and flexible working arrangements. In accordance with our Paid Parental Leave Policy, primary carers receive 12 weeks of full pay, irrespective of gender. It can be shared between both parents and is available to all Aeris employees who become parents through birth, surrogacy or adoption. Parental leave is available to full-time and part-time employees with a minimum of six (6) months continuous service.

AERIS RESOURCES | 49

PARENTAL LEAVE

PARENTAL LEAVE METRIC MALE
FEMALE
OTHER
TOTAL
Number of employees who were entitled to 792
162
9
963
Parental Leave
Number of employees who took Parental Leave 27
5
1
33
Number of employees that returned to work in the 27
2
1
30
reporting period after Parental leave ended

963 Aeris employees were entitled to parental leave during the reporting period and of the 33 employees who took parental leave 30 have returned to work during the reporting period, while the remaining are still on leave. The return-to-work rate is 100% among men, and 40% among women.

Other flexible working arrangements include a Career Break Program, which provides employees with extended unpaid leave for the purpose of study, relevant work experience or other personal reasons.

We also provide flexible leave opportunities, such as swapping public holidays and purchasing additional leave.

Operational rosters also provide flexibility which ensures our people are supported in their lives away from the workplace.

Recruitment Practices

As at 30 June 2023, we have 963 people employed across our four mining operations in New South Wales, Queensland, and Western Australia, and our corporate office in Brisbane. At Aeris, we regularly review our recruitment practices and initiatives to ensure that we attract and retain top talent.

Our attraction and retention initiatives include discounts on private health insurance, salary packaging options, wellbeing support and Fly-In Fly-Out (FIFO) and Drive-In-Drive-Out (DIDO) travel incentives.

Our operations are situated close to small communities and therefore, we strive to positively impact the local communities in which we operate by providing career opportunities and employing locally.

Our hiring and employment processes do not discriminate based on location, and we have a workforce sourced from the local community and other areas.

TOTAL EMPLOYEES BY GENDER & EMPLOYMENT TYPE

MALE FEMALE OTHER TOTAL
Permanent Employees 764 132 9 905
Temporary Employees 8 9 - 17
Non-guaranteed hours employees 20 21 - 41
Total 792 162 9 963

50 | 2023 ANNUAL REPORT

TOTAL EMPLOYEES BY AGE GROUP & EMPLOYMENT TYPE

UNDER 30
30-50 YEARS OLD
OVER 50 YEARS OLD
TOTAL
Permanent Employees 203
503
199
905
Temporary Employees 7
8
2
17
Non-guaranteed hours employees 20
15
6
41
Total 230
162
207
963

We experienced higher employee turnover this year, with a 12 month rolling average turnover rate of 32% across our business. This turnover rate has been trending downwards over the second half of the year.

In the reporting period, 23.3% of our new hires were female, contributing to the gender diversity of our workforce. At the end of the reporting period, our total workforce has 16.7% female representation.

Cultural Heritage & Indigenous Peoples

Another focus area is supporting and developing the Indigenous members of our workforce and providing career opportunities for Indigenous Peoples within our communities. As at 30 June 2023, 93 of our employees identify as Aboriginal or Torres Strait Islander, representing 9.7% of our total workforce.

We are especially proud of our Tritton Copper Operations, with 16.9% of total employees at this site identifying as Aboriginal or Torres Strait Islander solidifying our relationships with the Traditional Owners in the area, including the Ngemba/Ngiyampaa, Wangaaypuwan and Wayilwan people. This strong performance demonstrates the success of our ongoing engagement with these groups, through formal and informal channels.

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CASE STUDY: WULLI WULLI TRAINEESHIPS

The Wulli Wulli People are the traditional custodians of the land in central Queensland surrounding Cracow. We have funded the Wulli Wulli traineeship program for Wulli Wulli people to complete a two-year traineeship in various roles including administration, mining, environment, and exploration. Candidates participate in a familiarisation program at Cracow prior to commencing their traineeship on site. Current Wulli Wulli trainee, Tianna is completing a Certificate III in Supply Operations at Cracow in conjunction with Queensland TAFE. In the first year of her traineeship, Tianna is already receipting freight, conducting stocktakes and presenting at pre-start meetings. She also obtained a forklift licence enabling her to unload freight delivery trucks. Tianna says she’s enjoying learning about the different roles on site.

AERIS RESOURCES | 51

Training & Professional Development

At Aeris, we value continuous learning and development, and provide opportunities for our people to thrive and grow across operational, leadership and professional areas. In FY2023, we invested in the professional development of skills, leadership capabilities, and workplace competencies by offering trade apprenticeships, leadership development, education assistance and entry-level training in operational roles.

We support the development and training of specific skills through on-site internal training, including supervisor and shift boss training; risk management; and emergency responder courses. We provide the opportunity for our employees to upskill and gain qualifications through official third-party training programs, conferences, workshops and forums.

We also have a Further Education Policy, in which employees may receive financial and other assistance when undertaking relevant study to support their professional development.

Diversity & Inclusion Policies: Workplace of Respect

Our Diversity Policy and Diversity and Inclusiveness Statement highlights our commitment and vision to being an inclusive workplace where our people feel safe, secure, seen and heard. Our approach to diversity and inclusion is continuously developing to ensure we build a workforce that reflects the unique makeup of the communities we operate in.

Embracing the diversity within our workforce improves innovation and collaboration and ultimately, enhances the way we work.

By valuing different perspectives, we drive excellence and nurture a culture of inclusivity and creativity.

Our Corporate Code of Conduct outlines the expectations we have for all employees, contractors, and business partners to adhere to equality of employment in all activities. We take any contravention of equal employment practises, discrimination, or harassment in the workplace seriously, and investigate all allegations or incidents thoroughly.

Employee and Board Diversity

As 30 June 2023, Aeris had 963 employees, with 82.3% male, 16.7% female and 0.9% identifying as other. Diversity is also a focus at a leadership level, with an 80% male and 20% female split at the Director level, and 66% male and 33% female split at the Executive level.

We have implemented our Workplace of Respect Policy to guide all employees in courses of action to investigate and remedy any reported incidents. It provides clear expectations of acceptable workplace behaviour so that our people are free from harassment, discrimination, bullying, workplace violence and victimisation, it outlines employer and employee responsibilities in relation to maintaining a positive workplace. This Policy also outlines how incidents related to inappropriate workplace practices or behaviours are to be reported and handled.

Pay Equality

To identify and mitigate gender pay disparities and ensure equitable remuneration, we undertake an annual gap analysis on employee remuneration on like-for-like roles to identity and address any diversity/ gender bias. Our 2023 Workplace Gender Equality Agency (WGEA) Report notes an organisation wide gender pay gap of 17.6%. This is calculated in accordance with WGEA’s pay gap formula. Our result is better than the Australian national average of 22.8%, however we recognise the need to continue to improve this result.

Further, we have other policies and processes designed to foster an inclusive workplace. These include parental leave; flexible paid and unpaid leave; competitive remuneration; wellbeing support through our Employee assistance Program (EAP); and financial support for training, upskilling and career development. All employees also have access to five days paid gender affirmation leave if undertaking gender transition.

Closing the gender pay gap is important to Aeris and maintains a fair and equal workplace. We will continue to take action to address the gender pay gap in our workplace.

With our increase in size and employee base this financial year, we are commencing a centralised model for salary review and gender pay parity. This will provide more visibility over our performance and progress in this area and identify where targeted initiatives and strategies are required.

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52 | 2023 ANNUAL REPORT

LOCAL COMMUNITIES

Aeris Resources recognises the significance of establishing a presence and positive impact on the communities in which we operate.

Our aim is to build genuine relationships in our communities with local and state governments; employees; and contractors; businesses; and landholders; local schools; and Indigenous groups in the regional areas where we operate.

We seek to contribute to the long-term prosperity of these communities by investing in community-based programs and initiatives that promote economic and social wellbeing. We support a range of initiatives which provide social, physical, cultural and economic value to the community.

Investing in our Communities

Through our collaborations with local communities, we work diligently to improve living standards and foster sustainable, long-term growth. One channel is providing financial support for community programs, events and groups in the community.

In the 2023 financial year, we provided financial contributions to local communities that totalled $89,551, through sponsorship funding or in-kind support for projects.

We supported many community projects surrounding our Tritton and Cracow sites including:

  • Community Support: ranging from educational initiatives (e.g., Future Farmers Partnership) to recreational activities (e.g., Nyngan Bowling Club).

  • Infrastructure and Facilities

Enhancement: including fixing and maintaining the displays and gardens at the Cracow Heritage Centre; fencing repairs and tidying the Cracow cemetery and ensuring treatment of Cracow’s town water supply.

  • Youth Engagement and Sports

Development: sponsoring sportsrelated programs and clubs, such as funding for LALC Touch Football, Nyngan Netball Club, and Nyngan Tigers Senior Rugby League, the Banana time trial and the Australian Stock Horse Association (ASH). Ongoing promotion of youth engagement and participation in sports, through sponsorships at local schools and events, for example the Murri Rugby League Carnival.

  • Education and Skills Development: including funding for asphalt resurfacing at St Joseph’s Parish School and sponsoring the Outback and Engineering Challenge, which encourages interest in science and engineering. In addition, provision of educational and play equipment to students and the local community.

  • Cultural Celebrations: We contributed to community celebrations and events, such as providing funding for the Girilambone Community Association's Christmas Party and offering prizes for the Australia Day kids' colouring in competition, the Brangus Youth Camp and support of Moura NAIDOC.

  • Local Festivals and Shows: Aeris sponsors local festivals and shows, including the Nyngan Show and the Annual Cup meeting organised by the Nyngan Jockey Club.

  • Environmental and Social Initiatives: including support for biodiversity conservation, Bulls n Barrells bonanza, playground upgrades for Girilambone Primary School, and Seniors week activities.

CASE STUDY: BRANGUS YOUTH CAMP

Cracow Gold Operations were proud sponsors of the Brangus Youth Camp held in Theodore in May 2023. Brangus is a cross-breed of an Angus and Brahman and 100 young agricultural enthusiasts attended the four day camp to learn more about the breed and agribusiness.

AERIS RESOURCES | 53

Through our Stockman Project, we have also established a 'Small Grants Program' for clubs and organisations in the Omeo Region of Victoria. This program has been active for three years and supported a wide range of local groups for events and services in the areas of education, environment, economic development, health, and youth. Specific examples include:

  • Tambo Valley Bowls Club: sponsorship for end of season mixed fours Bowling Tournament.

  • Omeo District Health: funding provided for the purchase of a centrifuge machine to assist with blood testing and refurbishment of the palliative care waiting room at the Omeo Hospital.

  • Tambo Valley Racing Club: sponsorship of a race at the Tambo Valley Picnic Races.

  • Omeo Benambra Netball Club: contributions were used to purchase new netball uniforms.

  • Omeo Primary School: sponsorship to purchase new take home readers and ski jackets.

  • Swifts Creek Bush Nursing Centre: support was provided for the Friday Lunches Program.

  • Omeo & District Agricultural Show: sponsorship of the Yard Dog Trial and Photography ad Cookery competitions.

  • Ambulance Victoria Tambo Valley Auxiliary: funding was used to purchase storage for turnout bags.

  • Omeo Golf Club: Aeris sponsored the 2022 Caravan and RV Muster.

Community Engagement & Feedback

Community engagement is an integral part of our sustainability efforts as we recognise the importance of understanding and addressing the concerns of local stakeholders. Regular feedback from community members allows us to gain valuable insight into their perspectives of our activities.

At Tritton we hold quarterly Community Consultive Committee (CCC) meetings which serve as a platform for engaging with local stakeholders, including landowners, business owners and representatives from the Bogan Shire Council. These meetings provide an opportunity to share updates on our mining activities and address any concerns they may have.

Our engagement with the New South Wales Department of Primary Industries & Environment (DPIE) - Mining and Geology Group (MEG) involves conducting biannual project updates. During these meetings, we discuss key aspects such as project approval processes and rehabilitation forward work programs.

Stockman has a Community Reference Group (CRG) that meets quarterly in Omeo. The CRG comprises representatives from local communities and the East Gippsland Shire council. It is a key forum to provide updates on the Project and receive feedback from the community. In November 2022 Aeris hosted a visit to the Stockman site for CRG members.

Additionally, we maintain a proactive approach to seeking feedback from the government to ensure alignment with their expectations.

At Cracow regular meetings are held at the Cracow Community Centre, to discuss activities impacting the community. These include proposed progression at Golden Plateau and rehabilitation activities and future land use. Additionally, we address current issues and opportunities at Cracow across environmental and social areas that impact community members and their livelihoods.

54 | 2023 ANNUAL REPORT

CASE STUDY: MINE SITE BUSHFIRE SUPPORT AT TRITTON

After a lightning strike in bushland north of our Tritton Site, a bushfire started and became increasingly out of control. This caused the main mine site access road to close and put local landholders’ properties and homes in the area at risk. Efforts to combat the bushfire lasted approximately 4 days, with local Rural Fire Service from multiple municipalities involved, a helicopter being utilised as an aerial dousing system, and local landholders also contributing. State Rural Fire Service responders were eventually able to reach the site and assist with extinguishing the fire.

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A total area of approximately 1,800 hectares of agricultural land were burnt but no homesteads were lost. Our Tritton site team provided support by:

  • Providing personnel and Emergency Response Team (ERT) members to operate the site fire tender;

  • Using loaders to clear wide containment lines;

  • Utilising a large capacity mine surface water truck as a central depository to enable smaller, quick attack firefighting tenders to fill their water tanks closer to the source of the bushfire; and

  • Refuelling machinery/tenders.

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The Tritton team demonstrated bravery and commitment to support the local community in their time of need and we felt a deep sense of pride when Aeris received a letter from Bogan Shire Council, thanking us for our efforts to assist with containing the fire at the Tiverton, Avoca Tank and surrounding areas.

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AERIS RESOURCES | 55

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Aboriginal and Torres Strait Islander Peoples Engagement

At Aeris we recognise and respect the communities, culture and heritage of Aboriginal and Torres Strait Islander Peoples. We respect their rich cultures, languages, traditions, and deep-rooted connection to the land. We endeavour to foster a mutual understanding and proactively engage with relevant groups through formal and informal channels.

The land on which our Cracow Gold Operations sits is the traditional home of the Wulli Wulli people, facilitated through the Wulli Wulli Nation Aboriginal Corporation (WWNAC).

To support this engagement and protect cultural heritage, we have an established Cultural Heritage Management Plan (CHMP), Indigenous Land Use Agreement (ILUA), and Relationship Agreement with WWNAC. Onsite inspections by Wulli Wulli Cultural Heritage Field officers are conducted prior to potential ground disturbance activities to ensure heritage values are preserved.

Tritton is located in central NSW near the towns of Nyngan and Cobar and operates on lands recognised under registered Native Title claim to the Ngemba/ Ngiyampaa, Wangaaypuwan, and Wayilwan people.

To safeguard cultural heritage, we maintain a Cultural Heritage Management Plan (CHMP), fostering collaboration with the Traditional Owners to protect heritage values. We establish regular communication with the Nyngan Local Aboriginal Land Council (LALC) and Bogan Aboriginal Corporation through the Nyngan Community Consultative Committee.

A Cultural Heritage Coordinating Committee (CHCC) convenes regularly to discuss heritage projects and coordinate preservation efforts. With respect to the lands of our Jaguar Operations, a Native Title Determination was made in July 2022, recognising the Darlot Mob as Traditional Owners.

Our North Queensland Operations are located on the lands of the Kalkadoon people and there is an Ancillary Agreement in place for the Barbara mine site.

The Stockman Project is located on Jaitmatang country and while there are no formal Registered Aboriginal Parties or Traditional Owners recognised in the area, the Project has an approved Cultural Heritage Management Plan in effect and a Consent Agreement has been established.

All our sites have undergone comprehensive Cultural Heritage assessments, with artefacts and sites of significance being flagged and secured to ensure their protection.

Heritage teams regularly inspect the ground for drilling and exploration, to maintain the protection of heritage values.

We are dedicated to enhancing our heritage management approach, in collaboration with Traditional Owners and undertake cultural heritage and awareness training to ensure our people acknowledge, celebrate, and respect the land and cultural heritage of our sites.

56 | 2023 ANNUAL REPORT

HEALTH, SAFETY & WELLBEING

At Aeris Resources, the health, safety and wellbeing of our employees, contractors, and communities is our foremost priority.

We are committed to fostering a work environment that promotes physical and mental wellness, prioritises safety, and supports the overall wellbeing of our workforce. Our integrated approach to safety and wellbeing is designed to create a strong safety culture, with proactive health management and comprehensive wellbeing programs so our people go home feeling safe, happy and fulfilled.

Safety at Aeris is built on established frameworks to ensure our people work safely. We have robust mechanisms to identify, assess and mitigate health and safety risks before they eventuate. We believe the wellbeing of our employees extends beyond physical safety.

We are committed to supporting their overall wellbeing, which includes their mental, emotional, and social health. Our wellbeing programs promote a positive and inclusive work environment that fosters work-life balance, resilience, and employee engagement.

In the following section, we provide an overview of our integrated health, safety, and wellbeing programs, highlight our performance metrics, and share initiatives to continually enhance the welfare of our workforce.

Our Safety and Health Management Systems

Our overarching commitment is incorporated in our Safety and Health Management Systems (SHMS) at each site and is outlined in our Health and Safety Policy at an organisational level. These detail our commitment and approach to proactively manage and improve health and safety at the workplace. Our site SHMS’ apply to all workers including employees, contractors, suppliers and visitors.

Each system is aligned with the relevant State legislative requirements and follow the requirements and standards outlined in the AS/NZS 4801:2001 Occupational health and safety management systems.

Our enterprise-wide Risk Management Framework is based on the principles of ISO 31000: 2018, and throughout FY2023 we continued to implement the International Council on Mining and Metals (ICMM) aligned risk management change program.

At Mt Colin mine we are not the primary mine operator, therefore, the applicable SHMS implemented is that of our principal contractor. We retain oversight and input into the SHMS. Across all sites the SHMS’ comprise a comprehensive suite of policies, procedures and practises which are managed and implemented by suitably qualified professionals.

Hazard Identification and Incident Investigation

Creating a safe working environment for our people starts with identifying, assessing and preventing risks before they occur. We closely monitor reported hazards, near miss incidents and safety interactions with site leadership. Actions identified by investigations, risk assessments, inspections or interactions and assurance are monitored to facilitate applied learning, continuous improvement and better risk control across all sites.

In terms of identifying hazards and assessing risks, we have processes established which are specifically designed to suit the operational context of each site.

Our site specific risk management plans and frameworks are compliant with relevant Commonwealth and State legislation and aligned to international standards including ISO 31000:2018 Risk Management. Other risk identification and assessment procedures in place include a ‘Take 5 Risk Individual Assessment Tool, Job Safety Analysis (JSA), Workplace Risk Assessment and Control (WRAC) and maintenance of a Hazard Risk Register. These are all systematic procedures to identify, assess and mitigate potential safety hazards.

We use incident management procedures at all sites to complete incident investigations and respond with corrective and preventative actions. InControl (INX), is a system used to manage safety risks, incidents and events for reporting, compliance, and assurance purposes. In situations where incidents result in an injury or impairment, we have robust emergency response and incident management services on-site. This includes trained and competent emergency response teams, first aid and medical services and on-site or local ambulance and fire trucks.

We understand the importance of continuously improving our safety practices and we review and discuss all hazards and incidents at monthly safety meetings, operational prestarts and daily production meetings. We ensure that everyone can report incidents either through INX or paperbased hazard report cards.

AERIS RESOURCES | 57

Consultation, Engagement and Communication on Occupational Health and Safety

Communicating matters in relation to occupational health and safety to our employees is a priority for Aeris. Our approach to consulting with our workforce and encouraging worker participation in occupational health and safety matters is formalised in our Health, Safety and Environment Communication Procedure. Each site has a formal Health and Safety Committee with membership that represents all employee bodies. The Health and Safety Committees review and advise on occupational health and safety matters at work with the goal of identifying areas for improvement and ensuring compliance with the site's SHMS.

Channels for regular engagement with our broader workforce includes pre-start meetings, safety meetings, toolbox talks, safety notice boards and participation in Health and Safety Committee meetings. All incidents and hazards recorded in INX are discussed and investigated to ensure that effective controls are implemented to help prevent them from occurring in the future.

Through ongoing communication and consultation with our employees, we identify potential health and safety risks and concerns and offer a variety of occupational health services to prevent work-related illnesses and injuries and promote overall worker health. At Tritton and Cracow we engage accredited fitness and rehabilitation specialists to conduct health monitoring and education for our workplace. Staff can access the exercise physiologist during working hours and visit their offsite clinics when the physiologist is not onsite.

All Aeris sites have trained first aid officers available 24/7 and qualified medical personnel onsite during work hours or available in nearby community clinics or through telehealth services.

All records relating to our employee’s healthcare are stored securely on our site servers and Solv Injury, a custom-built online system which encrypts and secures records and restricts access to authorised personnel only.

We conduct ongoing health assessments, regular health, and hygiene monitoring, and reporting at all our sites in accordance with health and safety regulations, to monitor the physical wellbeing of our employees.

To further improve the health and safety of our work environments, we provide a range of health, safety, first aid and technical and high-risk work training programs to our employees on a recurring basis.

58 | 2023 ANNUAL REPORT

Examples of such programs and their scope include:

TYPE OF TRAINING SCOPE OF TRAINING
Supervisor Training • Leadership and supervisory skills in the context of health and safety.
• Understanding legal responsibilities and obligations.
• Identifying and managing hazards in the workplace.
• Incident and emergency response planning and execution.
First Aid Training • First aid techniques and procedures.
• Emergency response for injuries, illnesses and accidents.
• CPR (Cardiopulmonary Resuscitation) and AED (Automated External Defbrillator) training.
Mines Rescue Training • Techniques and procedures for rescue operations in mining environments.
• Emergency response and evacuation procedures in mining scenarios.
• Use of specialised rescue equipment and tools.
Low Voltage Rescue Training • Safe handling and rescue procedures for electrical incidents involving low voltage systems.
• Identifying electrical hazards and assessing risks in low voltage environments.
Specifc Role Training • Training tailored to the specifc roles and tasks within the workplace.
• Focus on safety measures and procedures relevant to the job.
Induction Training • Introduction to the workplace, its safety policies and procedures.
• Familiarisation with potential hazards and risk mitigation strategies.
• Training related to high-risk tasks, machinery or equipment.
High Risk Work Training • Safe operation and control of high-risk work practices.
• Identifying and mitigating potential risks associated with high-risk tasks.

AERIS RESOURCES | 59

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60 | 2023 ANNUAL REPORT
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NUMBER OF REPORTED INCIDENTS

NORTH
TRITTON CRACOW JAGUAR QUEENSLAND TOTAL
Fatalities 0 0 0 0 0
Lost time injury (LTI) 1 4 0 0 5
Restricted work injury (RWI) 2 14 3 0 19
Medical Treatment injury (MTI) 3 5 2 1 11
First aid injury 44 46 75 4 169
Hours Worked 528,779 1,606,767 638,466 226,839 3,000,851
Total Recordable Injury Frequency 11.4 14.3 7.8 4.4 11.7
Rate (TRIFR)*

*TRIFR refers to the frequency of recordable work-related injuries or illness for each one million hours worked. It is calculated using the number of Restricted work injuries, Medical Treatment injuries and First aid injuries per million hours worked.

Safety Performance

In FY2023, we are proud to report a significant improvement in our safety performance as evidenced by the decline in both our Total Recordable Injury Frequency Rate (TRIFR) and Total Lost Time Injury (LTI) rates. These figures stand as a testament to our commitment for ensuring the safety and wellbeing of our workforce.

In FY2023, our TRIFR was 11.7, down from 13.7 in FY2022 and similarly our total lost time injury frequency rates (LTIFR) dropped to 1.7, down from 3.6 in FY2022.

Through continuous improvement initiatives and a proactive safety culture, our employees have embraced a collective responsibility for incident prevention. This decline in TRIFR and LTIFR highlights our dedication to achieving sustainable safety excellence throughout our operations and to reducing the frequency and severity of incidents at work.

Our progress in reducing both TRIFR and LTIFR would not have been possible without the dedication and vigilance of our workforce. It is through our commitment to safety that we continue to achieve positive results and ensure the well-being of every individual who contributes to our operations.

Wellbeing

The wellbeing of our employees is of utmost importance and we focus on providing a safe work environment and fostering an atmosphere that promotes overall health and wellbeing. We recognise a holistic approach to employee health enhances individual lives and contributes to a positive and thriving workplace culture.

We offer our employees continuous professional development opportunities in a range of areas, including the following:

  • Entry-level training in an operations role;

  • Trades apprenticeships;

  • Professional development and education assistance;

  • Step-up experience; and

  • Leadership development.

We place a strong emphasis on mental health and have an Employee Assistance Program (EAP) that offers free and confidential counselling services to our employees and their families.

Additionally, we provide a range of other programs and services to support our employees’ overall health.

At Cracow we have partnered with a local Theodore exercise physiologist who is onsite weekly to provide valuable guidance to our employees on preventing and minimising the impact of muscular skeletal injuries. They also provide advice on blood pressure, cholesterol, and blood sugar levels. The exercise physiologist conducts regular health checks, which includes assessing injuries, implementing action plans to minimise further damage where required, evaluating the effects of lifestyle changes, and encouraging the adoption of a healthy lifestyle.

At Tritton, we arrange monthly visits from a workplace wellbeing provider and these sessions cover vital topics such as physiological health, musculoskeletal health and mental health.

They also offer advice on essential exercises and advice to support our employees in living a healthy lifestyle.

We provide flu vaccinations, maintain camp gyms at certain sites to promote both physical and mental wellbeing and offer healthy meals which are prepared and approved by qualified nutritionists. This approach ensures our employees have access to the necessary resources and support they need to lead healthy and balanced lives.

AERIS RESOURCES | 61

AERIS RESOURCES GRI CONTENT INDEX

STATEMENT OF USE GRI 1 USED
Aeris Resources has reported the information cited in this GRI content index for GRI 1: Foundation 2021
the period 1 July 2022 to 30 June 2023 with reference to the GRI Standards.
GRI
STANDARD
DISCLOSURE
LOCATION
GRI 2:
General
Disclosures
2021
2-1 Organizational details
Refer to Annual Report Section
2-2 Entities included in the organization’s
sustainability reporting
About this Report: Reporting Boundary and Scope
2-3 Reporting period, frequency and
contact point
About this Report: Reporting Boundary and Scope
2-4 Restatements of information
Refer to Annual Report Section
2-5 External assurance
About this Report: Reporting Boundary and Scope
2-6 Activities, value chain and other
business relationships
Sustainability at Aeris: Our Value Chain
2-7 Employees
Diversity & Inclusion: Recruitment Practices
2-9 Governance structure and composition
Please Refer to Aeris Resources Website
www.aerisresources.com.au/about/leadership
2-10 Nomination and selection of the
highest governance body
Please Refer to Aeris Resources Annual Corporate
Governance Statement www.aerisresources.com.au/
about/corporate-governance
2-11 Chair of the highest governance body
Please Refer to Aeris Resources Website
www.aerisresources.com.au/about/leadership
2-12 Role of the highest governance body in
overseeing the management of impacts
Our Sustainability Approach: Sustainability Governance
2-13 Delegation of responsibility for
managing impacts
Our Sustainability Approach: Sustainability Governance
2-14 Role of the highest governance body in
sustainability reporting
Our Sustainability Approach: Sustainability Governance
2-15 Conficts of interest
Please Refer to Aeris Resources Website
www.aerisresources.com.au/about/leadership
2-17 Collective knowledge of the highest
governance body
Please Refer to Aeris Resources Annual Corporate
Governance Statement www.aerisresources.com.au/
about/corporate-governance
2-18 Evaluation of the performance of the
highest governance body
Please Refer to Aeris Resources Annual Corporate
Governance Statement www.aerisresources.com.au/
about/corporate-governance
2-19 Remuneration policies
Please Refer to Aeris Resources Remuneration Committee
Charter www.aerisresources.com.au/about/corporate-
governance
2-20 Process to determine remuneration
Please Refer to Aeris Resources Remuneration Committee
Charter www.aerisresources.com.au/about/corporate-
governance
2-22 Statement on sustainable development
strategy
Our Sustainability Approach: Sustainability at Aeris
2-23 Policy commitments
Please Refer to Aeris Resources Corporate Code of
Conduct www.aerisresources.com.au/about/corporate-
governance
2-27 Compliance with laws and regulations
Please Refer to Aeris Resources Remuneration Committee
Charter www.aerisresources.com.au/about/corporate-
governance
2-29 Approach to stakeholder engagement
Sustainability at Aeris: Our Stakeholders

62 | 2023 ANNUAL REPORT

GRI
STANDARD
DISCLOSURE
LOCATION
GRI 3:
Material
Topics 2021
3-1 Process to determine material topics
Our Sustainability Approach: Our Focus Areas
3-2 List of material topics
Our Sustainability Approach: Our Focus Areas
3-3 Management of material topics
Our Sustainability Approach: Our Focus Areas
403-2 Hazard identifcation, risk assessment,
and incident investigation
Health, Safety & Wellbeing: Hazard Identifcation and
Incident Investigation
403-3 Occupational health services
Health, Safety & Wellbeing: Consultation, Engagement
and Communication on Occupational Health and Safety
403-4 Worker participation, consultation,
and communication on occupational
health and safety
Health, Safety & Wellbeing: Consultation, Engagement
and Communication on Occupational Health and Safety
403-5 Worker training on occupational
health and safety
Health, Safety & Wellbeing: Consultation, Engagement
and Communication on Occupational Health and Safety
403-6 Promotion of worker health
Health, Safety & Wellbeing: Consultation, Engagement
and Communication on Occupational Health and Safety
403-7 Prevention and mitigation of
occupational health and safety impacts
directly linked by business relationships
Health, Safety & Wellbeing: Consultation, Engagement
and Communication on Occupational Health and Safety
403-8 Workers covered by an occupational
health and safety management system
Health, Safety & Wellbeing: Our Safety and Health
Management System
403-9 Work-related injuries
Health, Safety & Wellbeing: Safety Performance
403-10 Work-related ill health
Health, Safety & Wellbeing: Safety Performance
GRI 404:
Training and
Education 2016
404-2 Programs for upgrading employee
skills and transition assistance programs
Diversity & Inclusion: Training & Professional Development
GRI 405: Diversity
and Equal
Opportunity 2016
405-1 Diversity of governance bodies
and employees
Diversity & Inclusion: Employee and Board Diversity
GRI 409:
Forced or
Compulsory
Labor 2016
409-1 Operations and suppliers at
signifcant risk for incidents of forced or
compulsory labor
Please Refer to Aeris Resources Modern Slavery Statement
www.aerisresources.com.au/about/corporate-
governance
GRI 413:
Local
Communities
2016
413-1 Operations with local community
engagement, impact assessments, and
development programs
Local Communities: Investing in our Communities
GRI 205:
Anti-corruption
2016
205-1 Operations assessed for risks related
to corruption
Please Refer to Aeris Resources Annual Corporate
Governance Statement www.aerisresources.com.au/
about/corporate-governance
205-2 Communication and training about
anti-corruption policies and procedures
Please Refer to Aeris Resources Annual Corporate
Governance Statement www.aerisresources.com.au/
about/corporate-governance
205-3 Confrmed incidents of corruption
and actions taken
Please Refer to Aeris Resources Annual Corporate
Governance Statement www.aerisresources.com.au/
about/corporate-governance
GRI 302:
Energy 2016
302-1 Energy consumption within the
organisation
Carbon and Climate Change: Energy & GHG Emissions
302-3 Energy intensity
Carbon and Climate Change: Energy & GHG Emissions
302-4 Reduction of energy consumption
Carbon and Climate Change: Energy & GHG Emissions
GRI 303:
Water and
Effuents 2018
303-1 Interactions with water as a shared
resource
Water Effciency and Containment: Water Consumption
303-2 Management of water
discharge-related impacts
Water Effciency and Containment: Water Discharge
303-3 Water withdrawal
Water Effciency and Containment: Water Withdrawal
303-4 Water discharge
Water Effciency and Containment: Water Discharge
303-5 Water consumption
Water Effciency and Containment: Water Consumption
GRI
STANDARD
DISCLOSURE
LOCATION
GRI 304:
Biodiversity
2016
304-1 Operational sites owned, leased,
managed in, or adjacent to, protected
areas and areas of high biodiversity value
outside protected areas
Biodiversity and Land: Protected Areas
304-2 Signifcant impacts of activities,
products and services on biodiversity
Biodiversity and Land: Impact of Activities on Biodiversity
304-3 Habitats protected or restored
Biodiversity and Land: Protected Areas
304-4 IUCN Red List species and national
conservation list species with habitats in
areas affected by operations
Biodiversity and Land: Impact of Activities on Biodiversity
GRI 305:
Emissions 2016
305-1 Direct (Scope 1) GHG emissions
Carbon and Climate Change: Energy & GHG Emissions
305-2 Energy indirect (Scope 2)
GHG emissions
Carbon and Climate Change: Energy & GHG Emissions
305-3 Other indirect (Scope 3)
GHG emissions
Carbon and Climate Change: Energy & GHG Emissions
(Scope 3 emissions statement)
305-4 GHG emissions intensity
Carbon and Climate Change: Energy & GHG Emissions
305-5 Reduction of GHG emissions
Carbon and Climate Change: Energy & GHG Emissions
305-7 Nitrogen oxides (NOx), sulfur oxides
(SOx), and other signifcant air emissions
Carbon and Climate Change: Air Emissions
GRI 306:
Waste 2020
306-1 Waste generation and signifcant
waste-related impacts
Biodiversity and Land: Waste Types and Disposal Across
Our Sites
306-2 Management of signifcant
waste-related impacts
Biodiversity and Land: Waste Types and Disposal Across
Our Sites
306-3 Waste generated
Biodiversity and Land: Waste Types and Disposal Across
Our Sites
306-4 Waste diverted from disposal
Biodiversity and Land: Waste Types and Disposal Across
Our Sites
306-5 Waste directed to disposal
Biodiversity and Land: Waste Types and Disposal Across
Our Sites
GRI 401:
Employment
2016
401-1 New employee hires and employee
turnover
Diversity and Inclusion: Recruitment Practises
401-3 Parental leave
Diversity and Inclusion: Parental Leave & Flexible Work
GRI 403:
Occupational
Health and
Safety 2018
403-1 Occupational health and safety
management system
Health, Safety & Wellbeing: Our Safety and Health
Management System
403-2 Hazard identifcation, risk assessment,
and incident investigation
Health, Safety & Wellbeing: Hazard Identifcation and
Incident Investigation
403-3 Occupational health services
Health, Safety & Wellbeing: Consultation, Engagement
and Communication on Occupational Health and Safety
403-4 Worker participation, consultation,
and communication on occupational
health and safety
Health, Safety & Wellbeing: Consultation, Engagement
and Communication on Occupational Health and Safety
403-5 Worker training on occupational
health and safety
Health, Safety & Wellbeing: Consultation, Engagement
and Communication on Occupational Health and Safety
403-6 Promotion of worker health
Health, Safety & Wellbeing: Consultation, Engagement
and Communication on Occupational Health and Safety
403-7 Prevention and mitigation of
occupational health and safety impacts
directly linked by business relationships
Health, Safety & Wellbeing: Consultation, Engagement
and Communication on Occupational Health and Safety
403-8 Workers covered by an occupational
health and safety management system
Health, Safety & Wellbeing: Our Safety and Health
Management System
403-9 Work-related injuries
Health, Safety & Wellbeing: Safety Performance
403-10 Work-related ill health
Health, Safety & Wellbeing: Safety Performance

64 | 2023 ANNUAL REPORT

GRI

STANDARD

DISCLOSURE

GRI 404: 404-2 Programs for upgrading employee Training and skills and transition assistance programs Education 2016 GRI 405: 405-1 Diversity of governance bodies Diversity and employees and Equal Opportunity 2016

GRI 409: 409-1 Operations and suppliers at Forced or significant risk for incidents of forced Compulsory or compulsory labor Labor 2016 GRI 413: 413-1 Operations with local community Local engagement, impact assessments, and Communities development programs 2016

LOCATION

Diversity & Inclusion: Training & Professional Development

Diversity & Inclusion: Employee and Board Diversity

Please Refer to Aeris Resources Modern Slavery Statement www.aerisresources.com.au/about/corporategovernance

Local Communities: Investing in our Communities

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AERIS RESOURCES | 65

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Directors’ Report

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DIRECTORS’ REPORT

The Directors present their report, together with the consolidated financial report of the Aeris Resources Limited Group (‘consolidated entity’), consisting of Aeris Resources Limited (‘Aeris’ or ‘Company’) and the entities it controlled at the end of, or during, the year ended 30 June 2023.

DIRECTORS

The Directors of the Company in office during the financial year and up to the date of this report were:

NAME, EXPERIENCE SPECIAL APPOINTED/
AND OTHER DIRECTORSHIPS RESPONSIBILITIES RESIGNED
ANDRE LABUSCHAGNE – EXECUTIVE CHAIRMAN
Mr Labuschagne is an experienced mining executive with a career
spanning over 30 years across operations in Australia, Indonesia,
South Africa, PNG and Fiji. Mr Labuschagne has held various
corporate and operational roles in companies including Norton
Gold Fields, Emperor Gold Mines, DRD Gold and AngloGold Ashanti.
Mr Labuschagne holds a Bachelor of Commerce from Potchefstroom
University in South Africa.
Other current directorships (ASX listed entities):
Magontec Limited (ASX:MGL)
Former directorships in the past 3 years (ASX listed entities): None
MICHELE MUSCILLO – INDEPENDENT NON-EXECUTIVE DIRECTOR
Executive Chairman Appointed
20 Dec 2012
Mr Muscillo is a Partner specialising in corporate law with Chairman of the Audit and Appointed
HopgoodGanim Lawyers. Mr Muscillo is an admitted Solicitor and Risk Committee and member 2 May 2013
has a practice focussed almost exclusively on mergers & acquisitions of the Remuneration and
and capital raising. Mr Muscillo has acted on a variety of corporate Nomination Committee and
transactions including initial public offerings, takeovers and acquisitions. the Sustainability Committee
Mr Muscillo has a Bachelor of Laws from Queensland University of
Technology and was a recipient of the QUT University Medal.
Other current directorships (ASX listed entities): Xanadu Mines Limited
(ASX:XAM) and Mako Gold Limited (ASX:MKG).
Former directorships in the past 3 years (ASX listed entities):
Cardinal Resources Limited (ASX:CDV).

AERIS RESOURCES | 67

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APPOINTED/
NAME, EXPERIENCE AND OTHER DIRECTORSHIPS SPECIAL RESPONSIBILITIES RESIGNED
COLIN MOORHEAD – INDEPENDENT NON-EXECUTIVE DIRECTOR
Mr Moorhead is an experienced industry executive with a Chairman of the Appointed
demonstrated track record over three decades of building value Remuneration and 27 Jul 2020
in mining companies through innovation, discovery, project Nomination Committee and
development and safe, efficient operations. Member of the Audit and
Risk Committee and the
A geologist by training, Mr Moorhead is also known for strong
Sustainability Committee
leadership, strategy and execution. Mr Moorhead’s career has
involved both operational and corporate executive responsibilities
including global responsibility for exploration and resource
development at Newcrest Mining and CEO of PT Merdeka Copper
Gold (IDX:MDKA), where he built and led the team that constructed
and commissioned the highly successful Tujuh Bukit Gold Mine.
Colin is also currently Non-Executive Chairman of Xanadu Mines
(ASX:XAM), Non-Executive Chairman of Sihayo Gold Limited
(ASX: SIH), Non-Executive Director of Coda Minerals (ASX: COD) and
Non-Executive Director of Ramelius Resources Limited (ASX:RMS).
Former directorships in the past 3 years (ASX listed entities):
Finders Resources Limited.
SYLVIA WIGGINS – NON-EXECUTIVE DIRECTOR
Ms Wiggins is a globally experienced senior executive and investment Chairman of the Sustainability Appointed
banker with a demonstrated track record over 25 years in public Committee and Member of 18 Oct 2021
markets, with a focus on finance, strategy and risk. Audit and Risk Committee
Ms Wiggins has been the CEO and CFO of public listed
entities, with her most recent role as Executive Director –
Finance & Commercial at ASX listed renewable energy company
Infigen Energy, prior to its takeover. As an executive, Ms Wiggins
has been a part of the leadership teams transforming businesses
from the strategic, operating and capital structure perspectives
to both preserve and create shareholder value. Ms Wiggins is a
member of the Independent Assurance Review Board for the
Department of Defence and is also currently Non-Executive Director
of Service Stream, Non-Executive Director of Collgar Renewables,
Non-Executive Director of Scheme Financial Vehicle
(NSW Energy Roadmap) and Non-Executive Director of Epic Energy.
Former directorships in the past 3 years (ASX listed entities): None
ROBERT MILLNER – NON-EXECUTIVE DIRECTOR
Mr Millner is the Chairman of Australian investment house Washington Appointed
H Soul Pattinson (ASX:SOL). Mr Millner has extensive experience in the 1 Jul 2022
investment industry, and the Chairman of Brickworks Limited
(ASX: BKW), BKI Investment Co Ltd and New Hope Corporation Limited
(ASX:NHC) and a Non-Executive Director of Tuas Limited (ASX:TUA),
Apex Healthcare Berhad and TPG Telecom Ltd (ASX:TPG).
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Former directorships in the past 3 years (ASX listed entities): Milton Corporation Limited (delisted from ASX on 5 October 2021)

68 | 2023 ANNUAL REPORT

Company secretaries

Robert Brainsbury

Mr Brainsbury is an experienced financial executive and has held senior operational and finance roles with several bluechip industrial and resources companies including Norton Gold Fields, MIM Holdings Limited, Xstrata, Rio Tinto and BIS Industrial Logistics. Mr Brainsbury is a qualified accountant and holds a Bachelor of Business degree with majors in Accounting and Marketing.

Dane van Heerden CA

Ms van Heerden is a qualified chartered accountant, with over 20 years’ experience in both Australia and abroad.

MEETINGS OF DIRECTORS

The attendance of Directors at Board and Committee meetings during the financial year were as follows:

DIRECTORS BOARD
ARC
SUSTAINABILITY
REMUNERATION
A
B
A
B
A
B
A
B
Andre Labuschagne 12
12
-
-
-
-
-
-
Michele Muscillo 12
12
3
3
2
2
1
1
Colin Moorhead 12
12
3
3
2
2
1
1
Sylvia Wiggins 12
12
3
3
2
2
-
-
Robert Millner 12
12
-
-
-
-
-
-

A = Number of meetings held during the time the Director was a member of the Board and/or Committee

B = Number of meetings attended during the time the Director was a member of the Board and/or Committee

AERIS RESOURCES | 69

The Board established a Risk and Sustainability Committee on 28 June 2022. During the reporting period, the Board restructured its committees and transferred risk responsibilities from the Risk and Sustainability Committee to the Audit Committee and in line with the change of responsibilities, changed the Committees names to Sustainability Committee and Audit and Risk Committee. On 23 May 2023, the Board reconstituted the Remuneration Committee and the Nomination Committee into a single committee and named the committee ‘Remuneration and Nomination Committee’. The members of the Remuneration and Nomination Committee are the previous members of the Remuneration Committee - Mr Colin Moorhead (Chair) and Mr Michele Muscillo. There were no meetings of the Nomination Committee during the financial year.

Corporate Governance

The Company’s Corporate Governance Statement for the year ended 30 June 2023 may be accessed from the Company’s website at www.aerisresources.com.au/about/ corporate-governance.

Principal Activities

The principal activities of the consolidated entity for the year ended 30 June 2023 were the production, sale and exploration of copper, zinc, gold and silver. Other than as referred to on pages 67 to 72, there were no significant changes in those activities during the financial year.

Significant Changes in the State of Affairs

Acquisition of Round Oak Minerals Pty Ltd

==> picture [376 x 304] intentionally omitted <==

Round Oak Minerals is an Australian focused resources company with its primary assets being:

Aeris also received working capital adjustments of $29.20 million and was adjusted against the purchase consideration allocated on 1 July 2022.

  • Jaguar Zn/Cu mine in Western Australia;

Completion of Equity Placement

  • Mt Colin Cu/Au mine in North-West Queensland; and

On 1 July 2022, $17.1 million, representing the balance of the $117 million equity raise (placement and entitlement offer) was received. The other $100 million of the equity raise was received by 30 June 2022.

  • Stockman Cu/Zn development project in Victoria.

The purchase consideration for the acquisition included the following components:

  • cash payment on settlement of $80 million. This was funded through a fully underwritten $117 million equity raise; and

Share Consolidation

At an Extraordinary General Meeting of shareholders held on 24 June 2022, shareholders approved to consolidate every 7 ordinary shares into 1 ordinary share, post completion of the $117.1 million equity raise. The share consolidation took effect in early July 2022.

  • the issue and allotment of fully paid ordinary shares in Aeris at a deemed issue price of $0.105 per share to a total value of $154 million, being 1,466,666,667 shares valued at $0.067 per share on 1 July 2022 totalling $98.27 million.

  • The transaction completed on 1 July 2022. Transaction costs relating to the acquisition of $11.580 million were incurred and recognised in the profit and loss for the year ending 30 June 2023.

Aeris acquired the Round Oak Group (Round Oak Minerals Pty Ltd and wholly owned subsidiaries) from Washington H. Soul Pattinson Limited (WHSP).

70 | 2023 ANNUAL REPORT

OPERATING REVIEW

TRITTON COPPER OPERATIONS (TRITTON)

The Tritton Copper Operations produced 17,205 tonnes of copper during the financial year ending 30 June 2023.

A total of 1.37 million tonnes of ore were mined, predominantly from the Tritton and Murrawombie underground mines, at an average grade of 1.36% Cu. The high-grade Avoca Tank mine was brought into production in Q4.

Production from the Budgerygar deposit, part of the Tritton mine complex, was delayed by approximately 9 months due to geotechnical issues installing the ventilation shaft. The delay accessing ore from Budgerygar significantly impacted copper production for the year. The ventilation shaft was subsequently completed in July 2023 enabling production to ramp up in FY2024.

Approximately $39.1 million was invested in growth capital at Tritton over the financial year ending 30 June 2023. This was mostly associated with the development of the new Avoca Tank and Budgerygar underground mines. A further $5.6 million was invested in exploration.

Exploration

Exploration activities at Tritton during the financial year ended 30 June 2023 focused on extending known deposits and identifying greenfield targets for new resources. At the Constellation deposit, located 45km north of the Tritton mill, an updated Mineral Resource was released. The Mineral Resource now totals 6.7Mt at 1.85% Cu and 0.58g/t Au, an uplift from the previous resource by 102% in tonnage and 162% in contained copper metal.

The Constellation deposit remains open down plunge with several downhole electromagnetic (EM) modelled plates yet to be adequately tested. Constellation remains a key development project to extend the life of the Tritton Operation. Environmental impact studies and preliminary studies on open pit and underground mining options progressed during the year, with further resource definition drilling planned in FY2024.

The northern portion of the Tritton tenement package, on which the Constellation deposit was discovered in late 2020, is considered highly prospective for further discoveries.

During the financial year ended 30 June 2023, an airborne electromagnetic (AEM) survey was completed over these tenements and 14 high-priority anomalies were identified. Work commenced on ground-based EM surveys to further define targets for a subsequent drilling program.

Drilling was also undertaken on the Kurrajong deposit, located approximately 25km east of the Tritton processing plant. A maiden Mineral Resource was released totalling 2.2Mt at 1.7% Cu, 0.2g/t Au and 5g/t Ag for 37kt contained Cu metal, 13koz contained Au metal and 347koz contained Ag metal. High-grade copper is associated with massive sulphide lenses, of which three have been modelled and incorporated into the Mineral Resource estimate.

UNITS
30 JUNE 2023
30 JUNE 2022
30 JUNE 2021
UNITS
30 JUNE 2023
30 JUNE 2022
30 JUNE 2021
Ore mined tonnes
1,369,364
1,488,120
1,573,679
Grade mined % Cu
1.36
1.30
1.56
Ore milled tonnes
1,352,424
1,500,463
1,557,803
Grade milled % Cu
1.34
1.30
1.56
Recovery %
94.6
94.6
93.7
Total copper produced tonnes
17,205
18,581
22,987
Gold produced oz
4,582
4,312
7,228

AERIS RESOURCES | 71

The Kurrajong mineralised system remains open down-plunge and drilling has intersected mineralisation 300m down plunge below the current Mineral Resource including:

• TKJD024W1: 17m @ 1.3% Cu, 0.2g/t Au and 4g/t Ag (17m true width)

At the Murrawombie deposit, an exploration hole (MWNM001) was drilled targeting down-plunge extensions below the current Mineral Resource footprint.

Several high-grade copper lenses were intersected approximately 250m down-plunge of the known mineralisation. A downhole EM survey also defined multiple EM conductors positioned directly along strike from the drill hole. A follow up drill program is planned, targeting the modelled EM plates at Murrawombie.

At the Avoca Tank deposit, underground drilling intersected massive sulphide mineralisation 180m below the current Mineral Resource. Further drilling is planned in FY2024, targeting increases to the Mineral Resource at the Avoca Tank deposit.

72 | 2023 ANNUAL REPORT

CRACOW GOLD OPERATIONS (CRACOW)

Cracow produced 48,221oz of gold during the financial year ended 30 June 2023. Mined ore tonnes of 575,382 was supplemented with stockpiles, for total ore tonnes milled of 666,978. Mined grades steadily improved over the year (FY23 average 2.75g/t Au) and reconciled well to the rebuilt geological model.

UNITS
30 JUNE 2023
30 JUNE 2022
30 JUNE 2021
UNITS
30 JUNE 2023
30 JUNE 2022
30 JUNE 2021
Ore mined tonnes
575,382
505,260
541,910
Grade mined g/t Au
2.75
3.26
4.49
Ore milled tonnes
666,978
663,912
602,789
Grade milled g/t Au
2.50
2.80
4.12
Recovery %
90.0
90.2
92.3
Gold produced oz
48,221
53,920
73,685
Gold sold oz
47,839
55,358
73,692

Exploration

Exploration activities during the year focused on drilling at the Golden Plateau deposit and drill testing of targets within the current mining area, the Western Vein Field. A total of $4.5 million was invested in exploration at Cracow during the financial year ended 30 June 2023.

A drill campaign was completed at the Golden Plateau deposit during the first half of the financial year ended 30 June 2023, targeting interpreted high-grade north-south structures surrounding the historical workings. A maiden Mineral Resource estimate of 620kt at 3.1g/t Au containing 62koz Au metal was reported during the year. The reported Mineral Resource includes potential open pit and underground mineralisation.

In addition, an Exploration Target of 430kt – 1,000kt at 3g/t – 4g/t Au for 60koz – 130koz of contained gold has been defined for the Golden Plateau deposit, peripheral to the Mineral Resource. Golden Plateau is considered to be a potential near-term source of additional ore for the Cracow mill and is a priority f or exploration in FY2024.

The potential quantity and grade of the Exploration Target is conceptual in nature and is therefore an approximation. There has been insufficient exploration drilling to estimate a Mineral Resource and it is uncertain if further exploration will result in the estimation of a Mineral Resource. The Exploration Target has been prepared and reported in accordance with the 2012 edition of the JORC Code.

Exploration was also conducted in the Southern Vein Field, a highly prospective 5km x 4km corridor located immediately south of the current underground mine infrastructure. The prospective structures which host gold mineralisation in the Western Vein Field are interpreted to continue under several hundred metres of cover in the Southern Vein Field. To gain an understanding of the geology beneath the cover sequences, magneto-telluric (MT) and ambient noise tomography (ANT) geophysical surveys were undertaken. A series of structural lineaments were interpreted from the dataset, which is highly encouraging. Target areas defined from the geophysical surveys will form the basis for a first-pass drill program at the Southern Vein Field.

==> picture [9 x 151] intentionally omitted <==

AERIS RESOURCES | 73

NORTH QUEENSLAND OPERATIONS

Mining operations at the Mt Colin mine produced 426.1kt of copper/gold ore during the financial year ended 30 June 2023.

Mined ore was trucked to Glencore’s Mt Isa Operations and Evolution Mining’s Ernest Henry Operations for processing. A total of 362,876 tonnes of ore was processed during the financial year, producing 7,110 tonnes of copper and 3,852 ounces of gold.

At the end of the year, stockpiles of over 100kt of mined ore remained at Ernest Henry for processing in FY2024, approximately 86kt of stockpiled ore was pre-sold (provisional payment received) at the end of the financial year.

As the mine is in its final years of production, minimal capital development was undertaken.

The Mt Colin mine was affected by a severe weather event in north Queensland during the first half of the financial year ended 30 June 2023, impacting mining activities and toll processing at Ernest Henry.

Exploration

Exploration activities during the financial year ended 30 June 2023 focused on the Barbara deposit, located approximately 70km northeast of Mt Isa. The Barbara open pit copper mine commenced production in March 2019 with sulphide ore crushed and trucked to Mt Isa for processing, and ceased operations in December 2020.

During the year a 15 hole drill program was undertaken to better define the mineralisation remaining below the old pits. An updated Mineral Resource of 2.2Mt at 2.0% Cu and 0.2g/t Au containing 45kt contained Cu metal and 12koz contained Au metal was estimated based on the new drilling.

Mineralisation at Barbara has

been traced approximately 700m along-strike with 400m vertical extent in the deepest southern portion of the deposit and remains open downplunge. There is significant potential to increase the Mineral Resource with further drilling. In FY2024 Aeris will undertake feasibility studies and permitting activities for a potential underground mining operation at Barbara.

UNITS 30 JUNE 2023
Ore mined
tonnes
426,135
Grade mined
% Cu
2.39
Ore milled
tonnes
362,876
Grade milled
% Cu
2.18
Recovery
%
89.8
Copper produced
tonnes
7,110
Gold produced
oz
3,852

74 | 2023 ANNUAL REPORT

JAGUAR OPERATIONS (JAGUAR)

During the financial year ended 30 June 2023 operations at the Bentley mine (Bentley) produced 402,574 tonnes of ore, resulting in metal production of 22,479 tonnes of zinc, 3,057 tonnes of copper, 718,147 ounces of silver and 2,958 ounces of gold.

Over the last two quarters of the financial year the mine experienced three separate mining induced seismic events, which delayed production and required a cessation of operations in the high-grade Bentayga mining area. Production was also impacted by low development rates caused by congestion in the lower levels of the mine and limited ventilation.

In August 2023 an announcement was made to suspend production and place Jaguar Operations on care and maintenance due to forecast operating losses in FY2024. The decision preserves the in-ground value of the significant resources identified across the Jaguar tenements. In FY2024 Aeris will undertake a

feasibility study on options to restart Jaguar at higher throughput rates by incorporating other known resources on the tenements.

Exploration

During the financial year ended 30 June 2023, exploration activities were focused on the high-grade Turbo lens at Bentley and a review of greenfield targets along strike from known deposits.

Resource definition drilling extended the footprint of the Turbo mineralisation a further 200m along strike. An updated Mineral Resource estimate was completed resulting in 1.26Mt at 1.82% Cu, 8.5% Zn, 0.72g/t Au and 47g/t Ag.

This Mineral Resource was a 23% increase in tonnage, 17% increase in contained copper metal and 39% increase in contained zinc metal compared to the previous estimate. The Turbo lens is now the second largest massive sulphide lens ever discovered at the Bentley mine.

Grade control drilling at Bentley extended the high-grade Java Deeps lens and also intersected a new

massive sulphide lens, named Bacalar. High grade drill intersections through the Bacalar lens include:

  • 23BUDD009

15.8m @ 3.70% Cu, 6.06% Zn, 101g/t Ag, 1.61g/t Au (14.4m true width)

  • 23BUDD005

  • 11.3m @ 1.95% Cu, 12.1% Zn, 63g/t Ag,

  • 0.85g/t Au (10.6m true width)

  • 23BUDD013

18.6m @ 1.80% Cu, 6.85% Zn, 75g/t Ag, 1.49g/t Au (15.6m true width).

Bacalar has now been defined 70m along strike and 120m down plunge, while Java Deeps has been defined 100m along strike and 140m down plunge.

During the year, a re-estimation of the remaining Mineral Resource at the previously operating Jaguar mine was completed. A Mineral Resource of 0.8Mt grading 2.28% Cu, 4.66% Zn and 61g/t Ag was defined, comprising high-grade remnant sills and pillars within the old mine workings as well as additional mineralisation outside the mining footprint.

Dewatering of the Jaguar mine commenced to enable a review of ground conditions for potential restart studies.

The broader Jaguar tenements are considered highly prospective for both base metals and gold mineralisation. During the year a regional gravity survey was completed to assist with identifying prospective targets along with regional mapping, surface geochemistry and electromagnetic geophysics datasets. Approximately 2,500 historical bottom-of-hole air-core (BOH AC) drill holes were also reassayed to improve the understanding of geochemical vectors associated with volcanic hosted massive sulphide (VHMS) deposits.

The initial focus has been an 8km strike corridor between the Jaguar and Triumph deposits. Within this area, 21 gravity anomalies have been identified within prospective rock sequences, including two coincident gravity/BOH AC geochemistry anomalies.

The geochemistry dataset has defined 19 anomalies (some new and others previously identified) with strike extents exceeding 100m.

AERIS RESOURCES | 75

UNITS 30 JUNE 2023
Ore mined
tonnes
402,574
Grade mined
% Zn
5.95
Ore milled
tonnes
432,631
Grade milled
% Zn
5.97
Zinc recovery
%
87.1
Zinc produced
tonnes
22,479
Copper produced
tonnes
3,057
Gold produced
oz
2,958
Silver produced
oz
718,147

76 | 2023 ANNUAL REPORT

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FINANCIAL REVIEW

Primarily due to operational issues at the Tritton Copper Operation and Jaguar Zinc/Copper Operation resulting in lower production than planned, the consolidated entity recorded a loss after tax for the financial reporting year to 30 June 2023 of A$139.754 million, compared with a profit after tax for the year ended 30 June 2022 of A$6.010 million.

The results for year were influenced

  • Cracow revenue of $130.120 million compared to $140.480 million in FY2022, due to lower gold produced (48,221oz vs 53,920oz) and partially offset by higher gold prices (A$2,698/oz vs A$2,539/oz).

  • An impairment of A$1.700 million was recognised in relation to the Torrens Exploration Project; and

by a number of key factors, which included:

  • Revenue from contracts with customers was A$612.490 million, compared to A$386.587 million for the previous corresponding period. This reflects the following factors:

  • A foreign exchange gain of A$1.969 million was recognised for the year ended 30 June 2023 (30 June 2020: A$0.4 million).

  • Cost of goods sold increased to $705.464 million from $353.435 million in the prior corresponding period due largely to the inclusion of the Mt Colin and Jaguar assets for the first time, which contributed $303.5 million.

The following table contains a reconciliation of profit before income tax to EBITDA (earnings before income tax and depreciation and amortisation) and Adjusted EBITDA.

  • Contributions from the Mt Colin operation ($107.698 million) and Jaguar operation ($166.007 million);

  • Tritton revenue of $208.659 million was lower than the prior corresponding period ($246.104 million) due to lower copper production (17,205 tonnes vs 19,032 tonnes in 2022) and lower copper price received (A$11,045/t vs $12,931/t)

  • Transaction costs of A$11.580 million were recognised for the year ended 30 June 2023 in relation to the acquisition of the Round Oak Minerals Group;

Reconciliation of profit before income tax to EBITDA and Adjusted EBITDA:

2023
2022
2023
2022
2023
2022
$'000
$'000
Proft/(loss) before income tax expense
(139,754)
6,010
Depreciation and amortisation
150,571
74,334
Finance costs
8,511
5,987
EBITDA
19,328
86,331
Impairment of assets
1,700
4,349
Transaction expense
11,580
1,951
Net foreign exchange losses
(1,969)
(418)
Movement in fnancial assets at fair value through proft or loss
1,375
1,439
Adjusted EBITDA 32,014 93,652

EBITDA and adjusted EBITDA are non-IFRS earnings measures that do not have any standardised meaning prescribed by IFRS and therefore may not be comparable to EBITDA presented by other companies. These measures, which are unaudited, are important to management as an additional way to evaluate the consolidated entity’s performance.

AERIS RESOURCES | 77

Financial Position

At 30 June 2023, the consolidated entity had a positive net asset position of A$266.369 million (30 June 2022: A$293.497 million). The June 2023 net asset position for the consolidated entity was impacted by a number of key factors, including:

  • On 1 July 2022, Round Oak Minerals Pty Ltd was acquired for a net purchase consideration of $149.06 million.

  • Investments of $59.784 million into new mining projects, including exploration for the financial year ended 30 June 2023.

  • Working capital deficit of $55.706 million, compared to a working capital surplus in the prior year of $92.647 million, due to operational issues resulting in lower than planned production during the year at the Tritton Copper Operation and Jaguar Zinc/Copper Operation.

The consolidated entity’s net cash inflow from operating activities during the financial year was A$59.299 million, with net cash outflows from investing activities of A$184.129 million and net cash inflows from financing activities of A$6.529 million.

On 30 June 2023, the Company had $2.973 million undrawn on its Contingent Instrument Facility and $20 million undrawn on its Working Capital Facility with Australia and New Zealand Banking Group Limited (ANZ).

The consolidated entity is subject to certain financing arrangements covenants. During the fourth quarter of the year, the Group breached its Debt to EBITDA Ratio covenant in relation to its lending facilities with ANZ, however this breach has been waived by ANZ subsequent to year end.

The Company has entered into a $50 million debt facility with WHSP (WHSP Facility) subsequent to year end (please refer to note 34), and also executed an amendment to the existing Loan Facilities with ANZ, which extends the renewal period of the

ANZ Facilities under the agreement to 30 August 2024 (with a review date of 30 June 2024) and retires the $20 million ANZ Working Capital Facility upon drawdown of the WHSP Facility. On 7 August 2023, the Group executed a drawdown of $40 million on the WHSP Facility.

The WHSP and ANZ facilities are subject to financial covenants that include net tangible assets balance; a ratio of Debt to EBITDA and an interest cover ratio which is measured at the end of each quarter. A breach of a financial covenant will result in an event of default.

There are significant judgments and assumptions used in developing the cash flow and debt covenant compliance forecasts.

The Company’s calculations are based on forecasts for a period of 12 months from the date of signing of the financial statements, and access to current funding. These assumptions included expected revenue based on consensus AUD commodity prices, forecast production and operating and capital expenditures based on the Board approved budgets and supply chain creditors continuing to provide critical supplies on payment terms consistent with their current course of conduct.

The Directors have reviewed the ability of the consolidated entity to continue as a going concern and, based on its cash flow and covenant compliance forecasts for a period of 12 months from the signing of the financial statements and current access to funding, concluded there are reasonable grounds to believe the consolidated entity will continue as a going concern.

Significant Events After The Balance Date

Jaguar Operations

On 2 August 2023, Aeris announced that it would be placing the Jaguar Zinc/Copper Operations (Jaguar) on care and maintenance in September 2023, due to forecast operating losses in FY2024. The Company will immediately commence feasibility work on restart options for the operation, incorporating other known resources on the tenements.

New debt funding

The Company also announced on 2 August 2023 that it had entered into a new $50 million, 2 year debt facility with its major shareholder, Washington H. Soul Pattinson (WHSP). The facility will assist in providing working capital liquidity for Company’s FY2024 plans, including an orderly suspension of activities at Jaguar. The Facility will replace the ANZ $20 million Working Capital Facility and have second ranking security to the remaining ANZ facilities. The ANZ Contingent Instrument Facility has been increased to $50 million and extended to 30 August 2024. On 7 August 2023, the Group completed a drawdown of $40 million on the WHSP facility.

The WHSP and ANZ facilities are subject to financial covenants that include net tangible assets balance, a ratio of Debt to EBITDA and an interest cover ratio. A breach of a financial covenant will result in an event of default.

No other matter or circumstance has arisen since 30 June 2023 that has significantly affected, or may significantly affect the consolidated entity’s operations, the results of those operations, or the consolidated entity’s state of affairs in future financial years.

78 | 2023 ANNUAL REPORT

Other events

No other matter or circumstance has arisen in the interval between the end of the financial year and the dates of this report that has significantly affected or may significantly affect the operations of the consolidated entity; the results of those operations; or the state of affairs of the consolidated entity in subsequent financial year.

Material Business Risks

Aeris prepares its business plan using estimates of production and financial performance based on a range of assumptions and forecasts. There is uncertainty in these assumptions and forecasts, and risk that variation from them could result in actual performance being different to expected outcomes. Aeris acknowledges that business risks have the potential to change over time and continually reviews key risks and uncertainties that have the potential to impact the business.

The uncertainties arise from a range of factors, including the nature of the mining industry, and general economic factors. The material business risks faced by the Group that may have an impact on the operating and financial prospects of the Group at period end are outlined below.

Product sales and commodity price risk

Aeris derives its revenues mainly from the sale of copper, zinc and gold and/ or associated minerals. Consequently, Aeris’ potential future earnings, profitability and growth are influenced by the demand for and price of copper, zinc, gold and associated minerals.

Copper, zinc and gold are globally traded commodities and their prices over time may rise or fall. Commodity prices fluctuate and are affected by factors including supply and demand for mineral products, hedge activities associated with commodity markets, the costs of production and general global economic and financial market conditions.

These factors may cause volatility which in turn, may affect the Aeris’ ability to finance its operations and/or bring Aeris’ products to market. Aeris may enter into hedging arrangements from time to time to partially protect against changes in commodity prices. When these arrangements expire, there is no guarantee that the Company will be able to secure replacement hedging arrangements on terms satisfactory to the Company.

Aeris’ prospects and market value will be influenced from time to time by the actual and prevailing views on the short-term and long-term prices of these commodities.

Exchange rate risk

A number of the Company’s

commercial arrangements, including copper and zinc sale and finance arrangements, are based on US dollars. The Company also acquires equipment from overseas using foreign currency. Accordingly, the revenues, earnings, costs, expenses, assets and liabilities of the Company may be exposed adversely to exchange rate fluctuation. Further, the future market value of the Company’s Shares may fluctuate in accordance with movements in the exchange rates and interest rates.

Mineral Resources and Ore Reserves

In order to calculate Mineral Resources and Ore Reserves, estimates and assumptions are required about a range of geological, technical and economic factors. Estimating the quality and/or grade of the Mineral Resources and Ore Reserves requires the size, shape and depth of mineral and ore bodies to be determined by analysing geological data such as drilling samples. This process may require complex and difficult geological judgements and calculations to interpret the data.

As the economic assumptions used to estimate Mineral Resources and Ore Reserves change from year to year, and as additional geological data is generated during the course of operations, estimates of Mineral Resources and Ore Reserves may change from year to year. Changes in reported Mineral Resources and Ore Reserves may have either a positive or negative impact on the consolidated entity’s financial results.

Tenements

A failure to adhere to the obligations under which tenements have been granted to Aeris (or its subsidiaries) in various jurisdictions may make certain tenements subject to possible forfeiture.

Native title and heritage risk

The Native Title Act 1993 (Cth) recognises certain rights of indigenous Australians over land where those rights have not been extinguished. These rights, where they exist, may impact on the ability of the Company to carry out exploration and in future, mining activities, or obtain exploration or mining licences in Australia. In applying for licences over crown land, the Company must observe the provisions of Native Title legislation.

There are also laws of the States and Territories which impose duties of care which require persons, including the Company, to take all reasonable and practical measures to avoid damaging or destroying Aboriginal cultural heritage.

Granting of approvals with respect to Native Title legislation (where applicable), Aboriginal heritage legislation and heritage legislation may delay or impact adversely on the Company’s operations in Australia.

AERIS RESOURCES | 79

Replacement of depleted resources and exploration risk

Replacement of depleted resources is crucial to maintaining production. Exploration and acquisition are the key platforms that drive resource replacement.

Mineral exploration and development are generally considered higher risk undertakings. Aeris’ performance depends on the successful exploration and/or acquisition of resources or reserves and commercial production therefrom.

There can be no assurances that the Company’s exploration programs or those relating to any projects or tenements that the Company may acquire in the future, will result in the discovery of a significant base metal and/or precious metal deposit, and even if an apparently viable deposit is identified, there is no guarantee that it can be economically exploited.

Aeris’ potential future earnings, profitability and commercialisation of base metal and/or precious metal reserves and resources will be dependent on the successful discovery and subsequent extraction of those resources to the extent that may be required to fulfil commercial obligations.

Successful commodity development and production is dependent on obtaining all necessary consent and approvals and the successful design, construction and operation of efficient gathering, processing and transportation facilities. No assurance can be given that Aeris will be able to obtain all necessary consents and approvals in a timely manner, or at all. Delays or difficulties in obtaining relevant approvals, or obtaining conditional or limited approvals, may interfere with mining operations of Aeris, which could materially impact the business, financial position and performance of Aeris.

Operational risk

The Company is a producer of copper, zinc and gold which is sold under commercial contracts. The Company’s immediate plans and objectives are dependent upon a continuation of such production generating operating surpluses to assist the Company in funding its planned expenditure programs. Whether it can do so will depend largely upon an efficient and successful, operation and exploitation of the resources and associated business activities and management of commercial factors.

Operation and exploitation may from time to time be hampered by unforeseen operating risks, as would any other industry. For example, force majeure events, power outages, critical equipment or pipe failures, and environmental hazards such as noise, odours, hazardous substances spills, other weather events, industrial accidents and other accidents, unforeseen cost changes and other incidents beyond the control of Aeris can negatively impact on its activities, thereby affecting its financial position and performance and ultimately, the value of its securities.

Continuity of operations also depends on the discovery and delineation of economically recoverable mineral resources, establishment of efficient exploration operations, obtaining necessary titles and access to projects, as well as government and other regulatory approvals.

The exploration and mining activities of Aeris may be affected by a number of factors, including but not limited to geological conditions; seasonal weather patterns; equipment difficulties and failures, technical difficulties and failures; continued availability of the necessary technical equipment, plant and appropriately skilled and experienced technicians; improper, defective and negligent use of technical plant and equipment; improper, defective and negligent

conduct by employees, consultants and contractors; adverse changes in government policy or legislation; and access to the required level of funding.

Health and safety risk

As with all mining projects, there are health and safety risks associated with the Aeris’ operations in Australia. While Aeris regularly and actively reviews its workplace health and safety systems and monitors its compliance with workplace health and safety regulations, no assurance can be made that Aeris has been or will be at all times in full compliance with all applicable laws and regulations, or that workplace accidents will not occur in the future. As the operator of plant and equipment, the Company has specific legislative obligations to ensure that its personnel and contractors operate in a safe working environment a failure to comply with such obligations or workplace health and safety laws and regulations generally could result in civil claims, criminal prosecutions, or statutory penalties against Aeris which may adversely affect Aeris’ business, financial position and performance.

Availability of suitably qualified personnel

The Company’s ability to deliver on its operating, development and exploration are premised on the availability, recruitment and retention of suitably qualified and skilled personnel. The ability to attract and retain the personnel necessary to deliver on the Company’s plan is influenced by many factors, which can vary from time to time.

Whilst the Company enters into employment agreements with its employees, the retention of their services cannot be guaranteed. The loss of suitably qualified personnel could significantly affect the performance of Aeris’ operations and materially impact its business, financial position and performance.

80 | 2023 ANNUAL REPORT

Insurance risk

Aeris maintains insurance within ranges of coverage it believes to be consistent with industry practice and having regard to the nature of activities being conducted. No assurance, however, can be given that the Company will be able to continue to obtain such insurance coverage, or that such coverage will be at reasonable rates or that any coverage it arranges will be adequate and available to cover any such claims. Further, Aeris may elect to not purchase insurance for certain risks due to various factors (such as cost, likelihood of risks eventuating and industry practice). The lack of, or insufficiency of, insurance coverage could adversely affect Aeris’ business financial position and performance.

Production and cost estimates

Aeris prepares estimates of future production, cash costs and capital costs of production for its operations. No assurance can be given that such estimates will be achieved. Failure to achieve production or cost estimates or material increases in costs could have an adverse impact on the Group’s future cash flows, profitability, results of operations and financial condition, including solvency.

The consolidated actual production and costs may vary from estimates for a variety of reasons, including: actual ore mined varying from estimates of grade, tonnage, dilution and metallurgical and other characteristics; short-term operating factors relating to the Ore Reserves, such as the need for sequential development of ore bodies and the processing of new or different ore grades; revisions to mine plans; risks and hazards associated with mining; natural phenomena such as inclement weather conditions, water availability and floods; and unexpected labour shortages or strikes. Costs of production may also be affected by a variety of factors including: changing waste-to-ore ratios, ore grade metallurgy, labour costs, cost of commodities, general inflationary pressures and currency exchange rates.

Financial solvency risk

Aeris seeks to maintain an adequate cash balance

($19.533 million 30 June 2023) to provide sufficient liquidity to operate, given the business has a substantial working capital requirement owing to the pattern of commodity sales and variability of commodity prices. Maintaining sufficient liquidity to operate the business is impacted by the operational and financial risk factors identified in this section under “Material Business Risks. The production of multiple commodities (copper, zinc, gold, and silver) and asset diversification provides Aeris with reduced risk exposure given the spread and separation of risks, however these cannot guarantee events or circumstances won’t arise that may cause financial solvency risk to increase. Liquidity and solvency will also be dependent on the business operations performing as forecast in FY24 and beyond.

Subsequent to year end the Company entered into a $50 million, 2 year debt facility (WHSP Facility) with its major shareholder, Washington H. Soul Pattinson (WHSP), to assist in providing working capital liquidity for its FY2024 plans. $40 million of the available facility has been drawn.

The Board and management monitors solvency at all times and aims to manage the business with an acceptable level of working capital to mitigate solvency risk. Failure to maintain liquidity could lead to a material adverse effect in the ability to continue to operate. There is a risk that there will be insufficient liquidity for the business given that only $10 million of the WHSP Facility remains undrawn and assuming other sources of capital may not be available at a particular time.

International conflicts risk

Aeris is exposed to the impact of international conflicts. The outbreak of military conflict between Russia and Ukraine had a material effect and continues to impact on the global economy. These hostilities created uncertainty for capital markets around the world, and this uncertainty may lead to adverse consequences for the Company’s business operations. Measures taken by governments around the world to end the Ukrainian conflict (such as imposing tariffs on Russian exports and other economic sanctions) may cause disruptions to the Company’s supply chains and adversely impact commodity prices. Such events may affect the financial performance of Aeris. Further, there is no certainty that similar conflicts which impact global markets will not arise in the future.

Environmental risks

The Company’s projects are subject to laws and regulations in relation to environmental matters. As a result, there is the risk that the Company may incur liability under these laws and regulations.

Aeris could be subject to claims due to environmental damage arising out of current or former activities at sites that Aeris owns or operates, including new projects. This could subject Aeris to potential liability and have a material adverse effect on Aeris’ financial and operational performance.

The Company seeks to comply with applicable laws and regulations and conduct its activities in a responsible manner with regard to the environment.

AERIS RESOURCES | 81

Climate change

Aeris acknowledges the potential for climate change to impact its business and is committed to understanding and proactively managing the impact of climate related risks to our business and our environment. The risks considered most likely to impact the business and our environment include the following: reduced water availability, increased extreme weather events, changes to legislation and regulation, reputation risk, as well as market changes and shareholder activism.

Risk Management

Aeris manages the risks listed above, and other day-to-day risks through an established management framework which conforms to Australian and international standards and guidance. The Group’s risk reporting and control mechanisms are designed to ensure strategic, operational, legal, financial, reputational and other risks are identified, assessed and appropriately managed. These are reviewed by the Audit and Risk Committee, supported by Management review.

The financial reporting and control mechanisms are reviewed by management, the Audit and Risk Committee and the external auditors. Aeris have policies and supporting standards to manage operational and enterprise risks including Health, Safety, Environment, Cultural Heritage, Human Rights, Social Responsibility, Strategic Planning, Communication, and Equal Employment Opportunity.

The Board, the Audit and Risk Committee, the Executive Leadership Team, and Site Leadership Teams, regularly review the risk portfolio of the business and the effectiveness of the Company’s management of those risks.

Likely Developments

The Operating and Financial Review sets out information on the Group’s business strategies and likely developments. Other than the information set out in the Operating and Financial Review, further information about likely developments in the operations of the Group and the expected results of those operations in future financial years has not been included in this report because disclosure of the information would be likely to result in unreasonable prejudice to the Group.

Dividend

The Directors have not recommended payment of a dividend for the year to 30 June 2023. No dividend was paid during the current year.

Environmental Regulations

The Group’s operations are subject to various Commonwealth and State environmental regulations governing the protection of the environment in areas ranging from air and water quality, waste emissions and disposal, environmental impact assessments, mine rehabilitation and access to, and use of ground water and/or surface water. In particular, some operations are required to conduct certain activities under the environmental protection legislation with development consents of the jurisdiction in which they operate. The Directors are not aware of any material breaches of the Company’s licences and all mining and exploration activities have been undertaken in compliance with the relevant environmental regulations.

Performance Rights

A revised LTI plan was approved by shareholders at the AGM held on 23 November 2022 and is substantially the same as that approved by Shareholders and adopted on 26 November 2020. 16,510,228 performance rights remain on issue relating to that issued to employees of the Aeris Group under this plan and issued during the financial years ending 30 June 2023, 30 June 2022 and 30 June 2021.

Shares Under Option

There were no shares issued under option nor any shares under option cancelled during the period ending 30 June 2023.

Shares Issued on The Exercise of Options

No shares were issued on the exercise of options.

Directors’ and Officers’ Insurance and Indemnity

The Constitution of the Company provides that the Company may indemnify each Officer (including Secretaries) and Director against any liability, loss, damage, cost or expense incurred by the Officer or Director in or arising out of the conduct of any activity of the Company.

In accordance with the Company’s Constitution, the Company has entered into Deeds of Indemnity, Access and Insurance with each of the Directors and Officers of the Company.

82 | 2023 ANNUAL REPORT

The Company has paid a premium and other charges for a Directors and Officers Liability insurance policy for the benefit of the Directors and Officers of the consolidated entity and its subsidiaries. The policy prohibits the disclosure of the nature of the liabilities insured and the amount of premium paid.

Loans to Directors

No loans have been provided by the Company to Directors.

Proceedings on Behalf of The Company

No proceedings have been brought or intervened on behalf of the Company with leave of the Court under section 237 of the Corporations Act 2001 during the year ended 30 June 2023 or at the date of this report.

Indemnity of Auditors

Aeris Resources Limited has agreed to indemnify their auditors, PricewaterhouseCoopers, to the extent permitted by law, against any claim by a third party arising from Aeris’ breach of their agreement. The indemnity stipulates that Aeris Resources Limited will meet the full amount of any such liabilities including a reasonable amount of legal costs.

Non-Audit Services

The Company may decide to employ the auditor on assignments additional to their statutory audit duties where the auditor’s experience and expertise with the Company and/or consolidated entity are important.

Details of the amounts paid or payable to the external auditor (PricewaterhouseCoopers) for audit and non-audit services provided during the financial year are set out in Note 25 to the accounts.

The Board of Directors has considered the position and, in accordance with the advice received from the Audit Committee, is satisfied that the provision of the non-audit services is compatible with the general standard of independence of auditors imposed by the Corporations Act 2001. The Directors are satisfied the provision of non-audit services by the auditor, as set out in Note 26 to the accounts, did not compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons:

  • All non-audit services have been reviewed by the Audit Committee to ensure they do not impact the impartiality and objectivity of the auditor; and

  • None of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants, including reviewing or auditing the auditor’s own work, acting in a management or decision-making capacity for the Company, acting as advocate for the Company or jointly sharing economic risk and rewards.

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 97.

Rounding of Amounts to Nearest Thousand Dollars

The Company is of a kind referred to in Legislative Instrument 2016/191 issued by the Australian Securities and Investments Commission, relating to the rounding off amounts in the Directors’ Report and Financial Report. Amounts in the Directors’ Report and Financial Report have been rounded off to the nearest thousand dollars in accordance with the Legislative Instrument.

AERIS RESOURCES | 83

LETTER FROM THE REMUNERATION COMMITTEE CHAIRMAN

Dear Shareholders,

On behalf of the Board, I am pleased to present the Remuneration Report for the financial year ended 30 June 2023.

The financial year commenced with the completion of Round Oak Minerals (ROM) acquisition, increasing the Company’s portfolio to 4 operating assets and one development project as well as increasing our overall workforce numbers. Integration of the new team members coming into Aeris was successfully executed as well as technology systems and policies and processes.

A strong labour market combined with inflationary pressures continued to provide challenges across the Group and it was pleasing to see how hard our teams worked to stay ahead of the curve. We have also worked hard with our attraction and retention strategies and saw the benefits as the financial year progressed with a material reduction in our annual employee voluntary turnover rates.

We continue to value creating and providing an inclusive workplace where diversity is embraced and celebrated. Female representation increased to 16.7% and 9.7% of our workforce identify as Aboriginal or Torres Strait Islander. We understand the importance of having policies in place to support our employees that also promote diversity and inclusion. This saw Aeris introducing paid primary parental leave of 12 weeks, irrespective of gender, as well as a leave policy that provides access to career breaks, purchase leave, recognition of cultural days and gender affirmation leave. Engagement with our workforce remains an important element to attract and retain the right people in our organisation and even more so in FY23, with so many new team members joining us from the Round Oak acquisition.

One of the key tools in engaging with the whole workforce is conducting our annual People Survey. Pleasingly, with our expanded workforce, we had a 77% participation rate, up from 63% in the prior year. Feedback was both constructive and honest and helps our leaders understand what we are doing well, and where we can improve.

The second half of the year was a challenging period for the Company, driven by operational challenges, particularly at the Tritton and Jaguar operations. Subsequent to the year end, the Company announced that it was placing the Jaguar operation into care and maintenance due to forecast operating losses for FY2024. This has been executed in a planned and considered manner, taking into account not only the operational requirements, but also ensuring the Jaguar workforce were treated with respect and supported through the transition.

Our Remuneration Framework is designed to attract and retain quality people, set them targets and goals and then incentivise them through the remuneration package to align their performance with Company’s goals over timeframes relevant to each individual’s role in the organisation. We have a high-quality Executive Team who have been responsible for driving positive performance and growth in the business over an extended period of time. Whilst much was achieved last financial year by this team, overall the organisation underperformed against expectations.

As a result, following discussions between the Board and the Executive Team, it was agreed that the Executive Team will not receive any shortterm incentive payments relating to FY2023 and they will not be eligible for consideration in the salary review process for the coming year.

The performance objectives relating to the FY2021 Long Term Incentives plan were largely achieved at the end of performance period at 30 June 2023. The Board has approved the rights to be partially awarded as per the rules of the plan and issuance of the vesting notices.

A key driver to the future success of Aeris is the quality of our team. We will continue to ensure that we are well placed to meet the challenges of the labour market and attract the best quality people to our team and create an environment where they can perform and achieve the Company goals and objectives.

In line with continuing to improve our processes across the Company we have made the decision that from FY2024, the “Remuneration” and “Nomination” Committees of the Aeris Board, will be combined into a single “Remuneration and Nomination” Committee. I am honoured to continue in the role of Chairman and will be joined in the Committee by my fellow Non-executive Director, Michele Muscillo.

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Mr Colin Moorhead

Independent Non-executive Director Chair of Remuneration Committee

84 | 2023 ANNUAL REPORT

REMUNERATION REPORT

The Directors are pleased to present your Company’s 2023 Remuneration Report which sets out remuneration information for Aeris Resources Limited’s Non-executive Directors, Executive Directors and other Key Management Personnel (“KMP”).

Persons addressed and scope of the remuneration report

KMP are the Non-executive Directors, Executive Directors and senior executive employees who have authority and responsibility for planning, directing and controlling the activities of the Company. KMP of the Company during the year ended 30 June 2023 and any changes that occurred during the year are set out below:

NAME POSITION
NON-EXECUTIVE DIRECTORS
Mr Michele Muscillo Non-executive Director
Chair of Audit and Risk Committee
Mr Colin Moorhead Non-executive Director
Chair of Remuneration and Nomination Committee
Ms Sylvia Wiggins Non-executive Director
Chair of Sustainability Committee
Mr Robert Millner Non-executive Director (appointed 1 July 2022)
EXECUTIVE DIRECTOR
Mr Andre Labuschagne Executive Chairman
OTHER KMP
Mr Robert Brainsbury Chief Financial Offcer and Joint Company Secretary
Mr Ian Sheppard Chief Operating Offcer
Ms Kim Franks Chief People Offcer

Remuneration governance

The following outlines the aspects of remuneration governance relevant to KMP Remuneration.

Remuneration principles

In establishing a reward framework that ensures executive rewards reflect achievement, with the aim of delivering long-term shareholder value, the Board ensures that the Company’s remuneration policy:

  • Recognises the calibre and skills of executives and ensures they are rewarded for superior performance;

  • Maintains fair, consistent and equitable remuneration practices in alignment with the Company’s values and vision, whilst remaining competitive with the market to attract the best potential candidates;

  • Retains executives through the cyclical nature of commodity prices and different development stages of assets; and

  • Allows flexibility in remuneration structure to adjust to changing economic conditions to ensure that executive remuneration is linked to the creation of shareholder value.

Transparency and Engagement

To remain transparent and consistent with industry standards whilst maintaining fair and equitable remuneration practices, the Company seeks guidance in the governance of remuneration strategy from a variety of sources, including:

  • Shareholders;

  • External remuneration consultants;

  • Internal management.

  • Creates a strong link between performance and reward over the short and long term;

AERIS RESOURCES | 85

Remuneration Committee

A formal Remuneration Committee was established by the Board in June 2022. The key responsibilities of the committee are to ensure the structures set up for the remuneration of Executive KMPs is aligned with the long-term interests of the Company and Shareholders. Whilst the Board maintains the overall responsibility and approval for the Executive KMP remuneration, it delegates the oversight to the Remuneration Committee to regularly review, report and recommend any amendments to remuneration policy to the Board.

KMP remuneration at a glance

Executive remuneration framework overview

TOTAL FIXED SHORT TERM LONG TERM REMUNERATION (TFR) INCENTIVES (STI) INCENTIVES (LTI) A regular base reward to At-risk component of Total At-risk component of Total attract and retain talented Remuneration Package that Remuneration Package that executive KMP incentivises superior executive aims to align the remuneration performance in areas of specific of employees with drivers of Includes (where applicable) challenge to drive successful sustainable, long-term Company base salary, superannuation, execution of business plans and growth and shareholder value and other benefits such as achievement of strategic aims creation. It also promotes the coverage for death and total directly aligned with enhanced retention of key talent. & permanent incapacity and shareholder value. salary continuance insurance. The annual grant of Performance Annual cash reward paid after Rights vest after 3 years, the end of the financial year dependent on the extent that dependent on the extent that key performance measures are key performance measures are achieved, and the executive achieved, which are set by the remaining employed by the Board each year. Company. Key performance measures include share price growth, copper and gold reserves and total shareholder return.

Executive KMP remuneration is earned over multiple periods, as illustrated below:

YEAR 1 YEAR 2 YEAR 3
Fixed Remuneration
STI
LTI

For FY2023 the proportions of remuneration for Executive KMP that are fixed and those that are linked to performance are as follows:

as follows:
TFP STI* LTI
EXECUTIVE CHAIRMAN 64% 36%
CHIEF OPERATING OFFICER 64% 36%
CHIEF FINANCIAL OFFICER 64% 36%
CHIEF PEOPLE OFFICER 68% 32%
  • STI were not awarded for FY2023 by the Board

86 | 2023 ANNUAL REPORT

REMUNERATION FRAMEWORK

Executive remuneration

Total Fixed Remuneration

Fixed remuneration provides a regular base reward to attract and retain talented executive KMP and reflects the job size, role, responsibilities and professional competence of each executive according to their knowledge, experience and accountabilities. An Executive KMP’s fixed remuneration could include any or all of the following:

  • Base salary;

  • Superannuation;

  • Coverage for death and total & permanent (TPD) incapacity; and

  • Salary continuance insurance.

Fixed remuneration is reviewed annually, and any adjustments are approved by the Board after recommendation by the Remuneration Committee. External remuneration data is obtained prior to recommendations being made to ensure that fixed remuneration is in line with general industry and community standards.

Variable Remuneration

The Company’s remuneration philosophy recognises the importance of ‘at-risk’ or variable pay as an integral component of total potential reward, so the Remuneration Committee has established distinct STI and LTI Plans to strongly link executive remuneration to individual and Company performance and to the creation of value for shareholders.

Short Term Incentives (STI)

The remuneration report includes comparative disclosures for FY2022. The Board reviews and assesses the achievement of applicable performance targets, business performance and individual performance to determine the award of a STI payment at the end of the financial year.

Current STI Plan

Current STI Plan
PURPOSE To incentivise eligible employee performance in areas of specifc challenge by ensuring
targets are competitive to drive successful execution of business plans and achievement
of strategic aims directly aligned with enhanced shareholder value.
PERFORMANCE MEASURES The Remuneration Committee oversees the identifcation of appropriate performance
measures, setting of goals and endorsement of specifc targets for each executive
KMP and ensures that these elements clearly refect the factors deemed critical to the
Company’s strategic and business plans for the relevant year.
OPPORTUNITY The maximum STI opportunity for executive KMP is equivalent to 50% of their base
(excluding superannuation) remuneration. The maximum STI opportunity for other
eligible employees is between 10% and 40%.
DELIVERY Awards for performance under the STI Plan are determined and paid only after the
end of the fnancial year (generally in the frst quarter after the end of the reporting
period), once the relevant actual performance results are fnalised. The Remuneration
Committee retains the discretion to adjust STI awards in exceptional circumstances,
including determining that no award will be paid.
GATEWAY The Company will determine a ‘gateway’ that must be achieved for an STI payment to
be awarded in the relevant period and will consider the overall Company and site proft
position, capacity to pay and other relevant factors.
CONFIGURATION FOR FY2023 For FY2022 the following list outlines examples of what were used to determine
STI outcomes:
• Stakeholder Management
• Growth
• Life of Mine extensions
• Balance sheet optimisation
• Innovation
• Individual performance

AERIS RESOURCES | 87

Long Term Incentives (LTI)

Current LTI Plan – Performance Rights

The Company’s LTI Plan (Plan) was introduced in FY2021 for issuance of performance rights and the same plan was used for issuance of performance rights in FY2022.

A revised LTI plan was proposed The performance measures for the for issuance of performance performance rights issued relating rights in FY2023 with changes to to FY2021 and FY2022, had an equal Tranches 3 and 4, both non-market distribution between the four tranches performance measures, with no i.e Relative Total Shareholder Return, change in vesting scales. The plan was Share price, Copper reserves estimate approved by shareholders at the AGM and Gold reserves estimate. held on 23 November 2022.

Current LTI Plan

Current LTI Plan
PURPOSE To align the remuneration of eligible employees with the drivers of sustainable, long-term Company
growth and shareholder value creation. The incentive plan is designed to attract, motivate and
retain high performing employees.
OPPORTUNITY The maximum LTI opportunity for executive KMP is equivalent to 75% of their Base Salary.
The maximum LTI for other eligible employees is between 30% and 50%.
TIMING AND DELIVERY Grants are made annually following the end of the fnancial year and are delivered in the form
of Performance Rights.
ALLOCATION The grant is determined using a Volume Weighted Average Price (VWAP) calculated over
5 business days ending on the date prior to the commencement of the fnancial year.
MEASUREMENT PERIOD The performance measures are tested on a cumulative basis over a period of 3 years.
PERFORMANCE The performance measures are illustrated below for FY2023 plan:
MEASURES

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Copper
Equivalent
Resource
Relative TSR
Growth
25%
20%
Copper Equivalent
Ore Reserve Growth Share Price
30% 25%
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VESTING SCALES Tranche 1 (25%) - Relative Total Shareholder Return (TSR):

The type of relative TSR used is ranked TSR, which is a method of calculating the return shareholders would earn if they held a notional number of shares over a period of time, measured against a relevant peer group based on an agreed VWAP at the relative measure points. This aligns eligible employee’s rewards to superior returns on shareholder value. The number of Performance Rights allocated to TSR that will vest is determined in accordance with the below vesting scale:

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----- Start of picture text -----

TSR ranking against comparator group Level of vesting
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Equal to or above 75th percentile 100%
Above the 50th percentile and below the Pro-rata vesting on a straight line basis between
75th percentile 50% and 100%
At the 50th percentile 50%
Less than the 50th percentile Nil

The relevant peer group for FY2023 includes Aurelia Metals Limited, Red River Resources Limited, 29 Metals Limited, AIC Mines and New Century Resources. The Board reviews the relevant peer group annually and makes amendments as it deems appropriate.

88 | 2023 ANNUAL REPORT

VESTING SCALES

Tranche 2 (25%) - Share price:

The number of Performance Rights allocated to Share Price Increase that will vest is determined in accordance with the below vesting scale:

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Share price increase Level of vesting
Greater than 50% 100%
Between 30% and 50% Pro-rata vesting between 75% and 100%
Between 10% and 30% Pro-rata vesting between 50% and 75%
Less than 10% Nil
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The share price is a key market indicator of the success of Aeris and hence linked to performance rights.

VESTING SCALES Tranche 3 (30%) - Increase in Ore Reserve Estimate:

The number of Performance Rights allocated to Copper Equivalent Ore Reserve Growth that will vest is determined in accordance with the below vesting scale:

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----- Start of picture text -----

|||
|---|---|
|Copper Equivalent ore reserve growth|Level of vesting|
|Depletion replacement plus greater than|100%|
|10% increase or greater|
|Between depletion replaced & up to|Pro-rata vesting on a straight-line basis between|
|and including 10% increase|50% and 100%|
|Depletion replaced|50%|
|Negative growth|Nil|
|Replenishment and growing copper equivalent ore reserves are critical to business strategy and|
|managing ore reserve levels are part of the Company’s risk management and shareholder value|
|creation strategies. Copper equivalent ore reserve growth is therefore aligned to the long term|
|performance incentive plan.|

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Tranche 4 (20%) - Growth of Mineral Resource Estimate:

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----- Start of picture text -----

|||
|---|---|
|VESTING SCALES|Tranche 4 (20%) - Growth of Mineral Resource Estimate:|
|The number of Performance Rights allocated to Copper Equivalent Mineral Resources Growth that will|
|vest is determined in accordance with the below vesting scale:|
|Copper Equivalent Mineral Resource growth|Level of vesting|
|Depletion replacement plus greater than 10%|100%|
|increase or greater|
|Between depletion replaced & up to and|Pro-rata vesting on a straight-line basis between|
|including 10% increase|50% and 100%|
|Depletion replaced|50%|
|Negative growth|Nil|
|Replenishment and growing copper equivalent mineral resources are critical to business strategy and|
|managing mineral resource levels are part of the Company’s risk management and shareholder value|
|creation strategies. Copper equivalent mineral resource growth is therefore aligned to the long term|
|performance incentive plan.|
|VESTING|If at the completion of the 3-year performance period the required vesting conditions are met,|
|the Performance Rights will usually vest in the quarter following the end of the financial year. Once|
|Performance Rights have vested, they will automatically be exercised and ‘convert’ to shares at which|
|time they will have no restrictions and will not expire. Shares will be delivered at no cost to participants|
|TREATMENT|Leaving the Company before the completion of the performance period will result in the participant|
|ON TERMINATION|forfeiting the Performance Rights, subject to the Plan rules.|
|DIVIDENDS|The Award carries no voting or dividend entitlements prior to vesting.|

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AERIS RESOURCES | 89

The Board reviews Non-executive Directors’ fees and payments annually. The Executive Chairman is not present at any discussions relating to determination of his own remuneration.

The Non-executive Directors’ fee has been benchmarked against its peers and considered in line with its peer group, however, from 1 July 2022 an additional fee of $20,000 was paid to the Chairs of any of the Board Committees. Non-executive Directors’ fees are determined within an aggregate Non-executive Directors’ fee pool limit, which is currently $700,000 per annum.

The Company does not permit employees to enter into contracts to hedge their exposure to Performance Rights granted as part of their remuneration package.

Non-executive Director remuneration

Non-executive Directors are not eligible to participate in the Company’s incentive plans. For the financial year 2023, the Non-executive Director fee was $100,000, inclusive of statutory superannuation.

Fees and payments to Directors and Non-executive Directors reflect the demands which are made on, and the responsibilities of, the Directors.

Company’s performance and remuneration outcomes

Aeris Resources’ remuneration framework aims to create a strong link between Company performance and executive reward in the short, medium and long term. The following table and graph present a summary of Aeris Resources’ business performance as measure by a range of financial indicators:

2023 2022 2021 2020 2019
YEAR ENDED 30 JUNE $’000 $’000 $’000 $’000 $’000
Sales revenue 612,490 386,587 431,290 227,313 232,228
EBITDA 32,014 86,331 159,071 5,891 31,573
Proft/(loss) after income tax (139,754) 6,010 61,240 (38,351) (12,673)
Cash from operating activities 59,731 93,000 169,650 30,238 35,626
Closing Share Price (cents) 48.0 95.7 47.1 94.3 201.4

AIS MONTHLY AVERAGE SHARE PRICE AND TRADING VOLUMES

==> picture [495 x 213] intentionally omitted <==

----- Start of picture text -----

56.00 1.60
49.00 1.40
42.00 1.20
35.00 1.00
28.00 0.80
21.00 0.60
14.00 0.40
7.00 0.20
0.00 0.00
Trading Volume Average Price
1 1 1 2 2
t 2
Jul 2 ep 2 c Jul 2 ep 2
S O S
2
Nov 2
2 2 2 3 3 3
2 2 2 2
ar pr ar pr
M A May 2 M A May 2
1 1 2
Aug 2 Nov 2 Aug 2
2 3
n 2 n 2
u u
J J
1 2 2 2 2 3 3
t 2
ec 2 an 2 eb 2 c ec 2 an 2 eb 2
D J F O D J F
----- End of picture text -----

(Average price and trading volumes are presented post share consolidation (7:1), processed in July 2022. Data prior to July 2022 has been adjusted for share consolidation.)

==> picture [10 x 842] intentionally omitted <==

90 | 2023 ANNUAL REPORT

Employment agreements

The major provisions of the contracts of the Directors and KMP are set out below.

Non-executive Directors

Non-executive Directors are retained by way of a Letter of Appointment. The Letter of Appointment does not contemplate a fixed term for directors’ appointments. Non-executive Directors are not eligible for termination payments.

Executive Directors

Remuneration and other terms of employment of the Executive Director and other KMP are formalised in common law employment contracts in the form of a letter of appointment.

In determining remuneration for KMP, the Company takes into account the responsibilities of the role and relevant industry data for attracting persons of the calibre and experience of the person in question.

Fixed pay is reviewed annually, with such review taking into account a range of factors including performance and experience of the individual and Company performance. The Executive Director is eligible to participate in the Company STI and LTI plans.

CONTRACT NOTICE TERMINATION
INCUMBENT & POSITION TFR* DURATION PERIOD PROVISIONS
Andre Labuschagne Fixed1$816,595 No fxed term 3 months Additional 9 months payment
Executive Chairman Other2$13,932 of annual base salary
Robert Brainsbury Fixed1$525,980 No fxed term 3 months Additional 6 months payment
Chief Financial Offcer Other2$15,044 of annual base salary
and Co-Company Secretary
Ian Sheppard Fixed1$585,650 No fxed term 3 months Additional 6 months payment
Chief Operating Offcer Other2$22,421 of annual base salary
Kim Franks Fixed1$442,000 No fxed term 3 months Additional 6 months payment
Chief People Offcer Other2$2,835 of annual base salary
  • *TFR as set for the financial year 30 June 2023

  • Fixed includes the base salary and superannuation at 10.5% up to the concessional cap of $27,500.

  • Other relates to death, TPD and salary continuance insurance paid by the Company on behalf of the KMP. At the option of the employee this benefit is able to be reimbursed via an insurance allowance

AERIS RESOURCES | 91

Details of remuneration

Details of the remuneration of the KMP of the Group are set out in the following tables.

KMP REMUNERATION FOR THE YEAR ENDED 30 JUNE 2023

SHORT-TERM
BENEFITS
POST
EMPLOYMENT
BENEFITS
SALARY
& FEES
SHORT-
TERM
INCENTIVE
OTHER
SUPERANNUATION
SUB-TOTAL
LONG
TERM
BENEFITS
SHARE
BASED
PAYMENTS2
LONG
SERVICE
LEAVE
EQUITY
SETTLED
TOTAL
DIRECTORS (A)
(B)
(C)
(D)
$
$
$
$
$
(E)
(F)
$
$
$
Non-executive
Michele Muscillo
Colin Moorhead
Sylvia Wiggins
Robert Millner1
120,000
-
-
-
120,000
120,000
-
-
-
120,000
120,000
-
-
-
120,000
100,000
-
-
-
100,000
-
-
120,000
-
-
120,000
-
-
120,000
-
-
100,000
Executive 460,000
-
-
-
460,000
-
-
460,000
Andre Labuschagne
OTHER KMP

739,000
-
98,607
27,500
865,108
21,437
501,862
1,388,406
Robert Brainsbury
Ian Sheppard
Kim Franks
476,000
-
47,470
27,500
550,971
530,000
-
70,516
27,500
628,017
400,000
-
57,220
27,500
484,721
13,992
322,827
887,789
15,647
358,937
1,002,601
8,936
230,588
724,245
1,406,000
-
175,207
82,500
1,663,708
38,574
912,353
2,614,635
2,605,000
-
273,813
110,000
2,988,817
60,012
1,414,214
4,463,041

Notes to table:

  1. Appointed 1st July 2022, Mr Robert Millner is nominated by a shareholder and he has elected to have his Director’s fees paid to the nominating shareholder.

  2. Share based payment expense for the year includes expense recognised for performance plans issued in FY2021, FY2022 and FY2023.

  3. A. Includes cash salary and Directors’ fees.

B. Short-term incentives reflect incentives accrued in relation to the 30 June 2023 financial year.

  • C. Other includes death, TPD and salary continuance insurance, superannuation cash allowance not able to be paid into superannuation due to exceeding superannuation cap and movement in annual leave provision. At the option of the employee, the insurance benefit is able to be reimbursed via an insurance allowance.

  • D. Superannuation paid to meet the superannuation guarantee contribution.

  • E. Movement in long service entitlement provision for the financial year.

  • F. Share based payments comprise the grant date fair value of options and performance rights expensed during the year.

No short-term incentive cash bonuses were awarded by the Board to KMP for FY2023 as the Board did not consider the gateway was achieved for the short-term incentives as a result of the Company’s performance in FY2023.

92 | 2023 ANNUAL REPORT

KMP REMUNERATION FOR THE YEAR ENDED 30 JUNE 2022

SHORT-TERM
BENEFITS
POST
EMPLOYMENT
BENEFITS
SALARY
& FEES
SHORT-
TERM
INCENTIVE
OTHER
SUPERANNUATION
SUB-TOTAL
LONG
TERM
BENEFITS
SHARE
BASED
PAYMENTS
LONG
SERVICE
LEAVE
EQUITY
SETTLED
TOTAL
DIRECTORS (A)
(B)
(C)
(D)
$
$
$
$
$
(E)
(F)
$
$
$
Non-executive
Michele Muscillo
Colin Moorhead
Sylvia Wiggins1
Alastair Morrison2
100,000
-
-
-
100,000
100,000
-
-
-
100,000
70,430
-
-
-
70,430
40,182
-
-
-
40,182
-
-
100,000
-
-
100,000
-
-
70,430
-
-
40,182
Executive 310,612
-
-
-
310,612
-
-
310,612
Andre Labuschagne
OTHER KMP

714,000
236,480
61,523
27,500
1,063,152
8,702
195,075
1,266,929
Robert Brainsbury
Ian Sheppard
Kim Franks
459,000
152,320
61,309
27,500
700,129
510,000
169,600
79,204
27,500
786,304
385,000
128,000
62,529
27,500
603,030
7,258
125,406
832,793
7,634
139,340
933,278
7,532
69,211
679,773
1,354,000
449,920
203,042
82,501
2,089,463
22,424
333,956
2,445,843
2,378,612
686,400
288,213
110,002
3,463,227
31,126
529,032
4,023,385

Notes to table:

  1. Appointed 18 October 2021.

  2. Resigned 25 November 2021.

  3. (A) Includes cash salary and Directors’ fees.

  4. (B) Short-term incentives reflect incentives accrued in relation to the 30 June 2022 financial year.

(C) Other includes death, TPD and salary continuance insurance, superannuation cash allowance not able to be paid into superannuation due to exceeding superannuation cap and movement in annual leave provision. At the option of the employee, the insurance benefit is able to be reimbursed via an insurance allowance.

(D) Superannuation paid to meet the superannuation guarantee contribution.

  • (E) Movement in long service entitlement provision for the financial year.

  • (F) Share based payments comprise the grant date fair value of options and performance rights expensed during the year.

AERIS RESOURCES | 93

Share-based compensation

Details of Rights over ordinary shares in the Company as at 30 June 2023, provided as remuneration to each executive KMPof Aeris Resources Limited are set out below. Upon satisfaction of relevant conditions each Right will automatically vest and convert into one ordinary share.

Rights

See Variable Remuneration – Current LTI Plan for the terms governing the grants of Rights outlined below for each year. The minimum value of the Rights yet to vest is nil, as the Rights will lapse if the vesting conditions are not met.

The maximum value in future periods has been determined as the amount of the grant date fair value of the Right listed in the table below which are all yet to vest.

==> picture [495 x 42] intentionally omitted <==

----- Start of picture text -----

RIGHTS GRANTED NUMBER OF RIGHTS ISSUED TO
Fair Value at Andre Robert Ian Kim
Long Term Incentives Grant Date Grant Date Test Date Labuschagne Brainsbury Sheppard Franks
----- End of picture text -----*

TSR ranking against
comparator group (25%)
2 Dec 2022
$ 0.54
30 Jun 2025
288,236
185,657
206,719
156,015
Share price increase
(25%)
2 Dec 2022
$ 0.49
30 Jun 2025
288,236
185,657
206,719
156,015
Copper Equivalent Ore
Reserve Growth (30%)
2 Dec 2022
$ 0.63
30 Jun 2025
345,884
222,786
248,063
187,216
Copper Equivalent
Mineral Resources
Growth (20%)
2 Dec 2022
$ 0.63
30 Jun 2025
230,590
148,527
165,376
124,811
TSR ranking against
comparator group (25%)
25 Nov 2021
$ 0.83
30 Jun 2024
99,609
64,035
71,149
53,711
Share price increase
(25%)
25 Nov 2021
$ 0.81
30 Jun 2024
99,609
64,035
71,149
53,711
Gold ore reserve growth
(25%)
25 Nov 2021
$1.14
30 Jun 2024
99,609
64,035
71,149
53,711
Copper ore reserve
growth (25%)
25 Nov 2021
$ 1.14
30 Jun 2024
99,609
64,035
71,149
53,711
TSR ranking against
comparator group1(25%)
26 Nov 2020
$ 0.452
30 Jun 2023
255,101
163,993
182,215
62,558
Share price increase1
(25%)
26 Nov 2020
$0.362
30 Jun 2023
255,101
163,993
182,215
62,558
Gold ore reserve
growth1(25%)
26 Nov 2020
$0.49
30 Jun 2023
255,101
163,993
182,215
62,558
Copper ore reserve
growth1(25%)
26 Nov 2020
$ 0.49
30 Jun 2023
255,101
163,993
182,215
62,558
Value of the rights granted during FY 2023 2,571,786
1,654,739
1,840,333
1,089,133
$381,338
$245,359
$272,875
$172,321
  • Number of rights issued on 26 Nov 2020 and 25 Nov 2021 are updated for share consolidation completed to the ratio of seven fully paid ordinary shares to one fully paid ordinary shares on 8th July 2022.

Note 1: Performance period for rights issued in FY2021 ended on 30 June 2023. The performance of TSR component 1 and 2 of these rights was tested at the end of the performance period by an independent expert. The independent expert’s assessment indicates the condition for tranche 1 was met with over 75% of the set targets achieved and the condition for tranche 2 was not met. Management has tested conditions for tranches 3 and 4 and concluded the conditions are met with over 75% of the set targets achieved. The vesting of performance rights is subject to the Board’s issuance of vesting notices to each recipient.

Note 2: Management engaged an independent expert to value the FY23 LTI Plan and review the valuation performed in relation to the FY21 LTI Plan. The results of the expert’s valuations resulted in identifying a prior year adjustment in the valuation of tranches 1 and 2 of the FY21 plan, therefore the fair value of the rights at grant date has been adjusted to reflect the updated valuation. There is no material impact of this change on KMP remuneration or the financial statements for the year ended 30 June 2023 or 30 June 2022.

94 | 2023 ANNUAL REPORT

The table below shows the performance outcome of each tranche and its vesting level as per the performance rights conditions:

PERFORMANCE OUTCOME FOR RIGHTS ISSUED IN FY2021
TRANCHE AS PER
THE PERFORMANCE VESTING AT
RIGHTS PLAN WEIGHTING < 50%
50%
50% – 75%
>75%
APPROVAL*
TSR ranking against
comparator group
25% 100%
Share price increase 25% 0%
Gold ore reserve growth 25% 100%
Copper ore
reserve growth
25% 100%
  • The vesting of performance rights is subject to the Board’s approval and issuance of vesting notices to the recipients.

Shares held by KMP

The tables below show the equity instruments, post share consolidation on 8th July 2022, in Aeris Resources Limited that were held during the financial year by KMP of the Group, including their close family members and entities related to them:

EXECUTIVE KMP

EXECUTIVE KMP
OPENING ISSUED AND VESTED AND DISPOSED/ BALANCE
NAME BALANCE ACQUIRED EXERCISED FORFEITED/ OTHER 30 JUNE 2023
Andre Labuschagne 5,357,749 - - - 5,357,749
Robert Brainsbury 3,264,792 - - - 3,264,792
Ian Sheppard 1,731,162 - - (230,000) 1,501,162
Kim Franks 12,286 - - - 12,286

NON-EXECUTIVE DIRECTORS

OPENING ISSUED AND VESTED AND DISPOSED/ BALANCE
NAME BALANCE ACQUIRED EXERCISED FORFEITED/ OTHER 30 JUNE 2023
Michele Muscillo 3,106 - - - 3,106
Colin Moorhead 71,429 - - - 71,429
Sylvia Wiggins - - - - -
Robert Millner1 714,286 - - - 714,286
  1. Appointed 1st July 2022

AERIS RESOURCES | 95

Other matters

Board’s Discretion

  • A Vesting Condition for an Award may, subject to any applicable laws and regulations and the Listing Rules, be waived by the Board by written notice to the relevant Participant and on such terms and conditions as determined by the Board and set out in that notice.

  • Where an Award may be Cash Settled or Equity Settled (rather than just Equity Settled), the Board may determine the preferred settlement mechanic in its absolute discretion.

Loans given to Key Management Personnel

No loans have been provided by the Company to KMP.

Other transactions between the Company and Key Management Personnel or their related parties

Except for those transactions disclosed in note 28 to the financial statements, no other transactions have been entered into between the Company and KMP. Aggregate amounts of each of the above types of other transactions between KMP and the Company are as below:

DESCRIPTION 30 JUNE 2023$ 30 JUNE 2022$
Short-term employee benefts 2,878,817
3,353,225
Long-term employee benefts 60,012
31,126
Post-employment benefts 110,000
110,002
Share-based payments 1,414,214
529,032
4,463,043
4,023,385

Mr Michele Muscillo, an independent Non-executive Director is a partner of HopgoodGanim. Annual billings for the year ended 30 June 2023 totalled $1,171,187 (2022: $1,532,185). The annual billings to the Company do not represent more than 1% of the Company’s annual revenue or more than 5% of HG’s total annual billings. The Board determined that the business relationship between the Company and HG does not interfere with Mr Muscillo’s capacity to bring an independent judgment to bear on issues before the Board.

The following balances are amounts outstanding at the reporting date in relation to transactions with related parties:

DESCRIPTION 30 JUNE 2023$ 30 JUNE 2022$
Trade payables - HopgoodGanim Lawyers 36,065 155,101
Other payables - Key management personnel 100,000 -

Voting and comments made at the Company’s 23 November 2022 Annual General Meeting (‘AGM’)

At the 23 November 2022 AGM, 98.97% of the votes received supported the adoption of the remuneration report for the year ended 30 June 2022. The Company did not receive any specific feedback at the AGM regarding its remuneration practices.

Use of remuneration consultants

During the year ended 30 June 2023 no consultants were engagement in the structure or management of employee remuneration. The information provided in this remuneration report has been audited as required by section 308(3C) of the Corporations Act 2001.

Signed in accordance with a resolution of the Directors.

==> picture [53 x 37] intentionally omitted <==

ANDRE LABUSCHAGNE

Executive Chairman Brisbane

30 August 2023

96 | 2023 ANNUAL REPORT

==> picture [77 x 59] intentionally omitted <==

Auditor’s Independence Declaration

As lead auditor for the audit of Aeris Resources Limited for the year ended 30 June 2023, I declare that to the best of my knowledge and belief, there have been:

  • (a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

  • (b) no contraventions of any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Aeris Resources Limited and the entities it controlled during the period.

==> picture [76 x 23] intentionally omitted <==

Marcus Goddard Partner PricewaterhouseCoopers

Brisbane 30 August 2023

AERIS RESOURCES | 97

Financial Review

==> picture [9 x 662] intentionally omitted <==

Aeris Resources Limited
Contents
30 June 2023
Consolidated statement of comprehensive income 30
100
Consolidated statement of financial position 31
101
Consolidated statement of changes in equity 32
102
Consolidated statement of cash flows 33
103
Notes to the consolidated financial statements 34
104
Directors' declaration 82
152
Independent auditor's report to the members of Aeris Resources Limited 83
153

General information

The consolidated financial statements cover Aeris Resources Limited as a consolidated entity, consisting of Aeris Resources Limited ('Aeris', ‘Company’ or ‘parent entity’) and the entities it controlled at the end of, or during, the year. Aeris Resources Limited and its subsidiaries together are referred to in these financial statements as the ‘consolidated entity’. The financial statements are presented in Australian dollars, which is Aeris Resources Limited's functional and presentation currency.

Aeris Resources Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is:

Level 6 120 Edward Street Brisbane QLD 4000

A description of the nature of the consolidated entity's operations and its principal activities are included in the Directors' report, which is not part of the financial statements.

The financial statements were authorised for issue, in accordance with a resolution of directors, on 30 August 2023. The directors have the power to amend and reissue the financial statements.

AERIS RESOURCES | 99

Aeris Resources Limited Consolidated statement of comprehensive income For the year ended 30 June 2023

==> picture [76 x 33] intentionally omitted <==

Note
Revenue
2
Cost of goods sold
3
Gross profit
Administration
3
Net foreign exchange gains
Transaction expense
3
Other expenses
3
Impairment loss
3
Profit/(loss) before net finance costs
Net finance costs
3
Profit/(loss) before income tax expense
Income tax expense
4
Profit/(loss) after income tax expense for the year attributable to the owners of
Aeris Resources Limited
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Cash flow hedges transferred to profit or loss, net of tax
20
Other comprehensive income for the year, net of tax
Total comprehensive income for the year attributable to the owners of Aeris
Resources Limited
Basic earnings/(loss) per share
36
Diluted earnings/(loss) per share
36
2023
$'000
612,490
(705,464)
2022
$'000

386,587
(353,435)
(92,974) 33,152
(25,639)
1,969
(11,580)
(1,319)
(1,700)
(13,834)

418
(1,951)
(1,439)
(4,349)
(131,243)
(8,511)
11,997
(5,987)
(139,754)
-
6,010

-
(139,754)
417
6,010

2,132
417
2,132
(139,337) 8,142
Cents
(20.2)
(20.2)
Cents
1.8
1.7

The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes

100 | 2023 ANNUAL REPORT

Aeris Resources Limited Consolidated statement of financial position As at 30 June 2023

==> picture [77 x 34] intentionally omitted <==

Note
Assets
Current assets
Cash and cash equivalents
5
Trade and other receivables
6
Inventories
7
Financial assets at fair value through profit or loss
8
Other current assets
9
Total current assets
Non-current assets
Trade and other receivables
6
Property, plant and equipment
10
Mine properties
11
Exploration and evaluation
12
Deferred tax
4
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
13
Borrowings
14
Lease liabilities
15
Derivative financial instruments
16
Provisions
17
Other liabilities
18
Total current liabilities
Non-current liabilities
Borrowings
14
Lease liabilities
15
Provisions
17
Other liabilities
18
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
19
Reserves
20
Accumulated losses
Total equity
2023
$'000
19,533
18,129
63,458
729
3,828
2022
$'000

138,050

7,388

29,248

2,104

1,989
105,677
178,779
45
124,767
227,661
112,354
-

-

88,061

119,592

51,546
179
464,827
259,378
570,504
438,157
120,807
39
10,253
-
24,884
5,400

56,709

41

6,173
596

17,638

4,975
161,383
86,132
281
14,238
111,387
16,846

317

9,301

37,428

17,041
142,752
64,087
304,135
150,219
266,369
287,938
719,474
(818)
(452,287)

604,910
(4,439)
(312,533)
266,369
287,938

The above consolidated statement of financial position should be read in conjunction with the accompanying notes

AERIS RESOURCES | 101

Aeris Resources Limited Consolidated statement of changes in equity For the year ended 30 June 2023

==> picture [77 x 34] intentionally omitted <==

Aeris Resources Limited
Consolidated statement of changes in equity
For the year ended 30 June 2023
Balance at 1 July 2021
Profit after income tax expense for the year
Other comprehensive income for the year, net of tax
Total comprehensive income for the year
Transactions with owners in their capacity as owners:
Contributions of equity, net of transaction costs (note 19)
Share-based payments (note 37)
Balance at 30 June 2022

Balance at 1 July 2022
Loss after income tax expense for the year
Other comprehensive income for the year, net of tax
Total comprehensive income for the year
Transactions with owners in their capacity as owners:
Contributions of equity, net of transaction costs (note 19)
Share-based payments (note 37)
Balance at 30 June 2023
Issued
capital
$'000
509,888

-
-

Reserves
$'000
(7,481)

-
2,132
Accumulated
losses
$'000
(318,543)

6,010
-

Total equity
$'000
183,864
6,010
2,132

-


95,022
-

2,132


-
910

6,010


-
-
8,142
95,022
910

604,910

(4,439)

(312,533)
287,938
Issued
capital
$'000
604,910

-
-

Reserves
$'000
(4,439)

-
417
Accumulated
losses
$'000
(312,533)

(139,754)
-

Total equity
$'000
287,938
(139,754)
417

-


114,564
-

417


-
3,204

(139,754)


-
-
(139,337)
114,564
3,204

719,474

(818)

(452,287)
266,369

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes

102 | 2023 ANNUAL REPORT

Aeris Resources Limited Consolidated statement of cash flows For the year ended 30 June 2023

==> picture [77 x 34] intentionally omitted <==

Note
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Interest and other finance costs paid
Net cash from operating activities
35
Cash flows from investing activities
Payment for purchase of business, net of cash acquired
30
Deferred consideration and stamp duty paid on Lion Mining Pty Ltd acquisition
Payments for investments
Payments for Net Value Royalty
Payments for property, plant and equipment and mine properties
Payments for exploration expenditure
Proceeds from disposal of investments
Proceeds from release of security deposits
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares - net of transaction costs
19
Repayment of borrowings
35
Repayment of lease liabilities
35
Net cash from financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
Effects of exchange rate changes on cash and cash equivalents
Cash and cash equivalents at the end of the financial year
5
2023
$'000
590,245
(527,002)
(3,944)
2022
$'000

393,184
(297,313)
(2,871)
59,299
93,000
(33,385)
-
-
(923)
(125,269)
(24,552)
-
-
-
(18,813)
(433)
-
(95,056)
(22,377)
2,977
20,776
(184,129) (112,926)
16,298
(38)
(9,731)

95,022
(27,611)
(6,510)
6,529
60,901
(118,301)
138,050
(216)
40,975

97,396
(321)
19,533
138,050

The above consolidated statement of cash flows should be read in conjunction with the accompanying notes

AERIS RESOURCES | 103

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

==> picture [77 x 34] intentionally omitted <==

1. Operating segments

Identification of reportable operating segments

The Company's Strategic Steering Committee, consisting of the Chief Executive Officer, the Chief Financial Officer, the Chief Operating Officer and the Chief People Officer has identified six reportable segments:

  • Tritton Copper Operations (Tritton) in New South Wales;

  • Cracow Gold Operations (Cracow) in Queensland;

  • North West Copper Operations (North West) in Queensland;

  • Jaguar Zinc and Copper Operations (Jaguar) in Western Australia;

  • Stockman Copper and Zinc Project (Stockman) in Victoria; and

  • Other, representing corporate activities, investments in listed entities and non-core exploration assets.

There is no aggregation of operating segments.

The consolidated entity operated only in Australia during the financial years ended 30 June 2023 and 30 June 2022.

The Strategic Steering Committee (Chief Operating Decision Makers) of Aeris Resources Limited assesses the performance of the operating segments based on a measure of adjusted earnings before interest, tax, depreciation and amortisation (Adjusted EBITDA). This measurement basis excludes the effects of non-cash and/or non-recurring expenditure from operating segment EBITDA, such as impairment loss, transaction expense, movement in assets at fair value through profit or loss, and the effects of foreign exchange which primarily reflects gains or losses on the translation of US dollar denominated receivables and borrowings.

The information reported to the Strategic Steering Committee is on a monthly basis.

104 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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1. Operating segments (continued)

Operating segment information

2023
Revenue
Sales to external customers
Other revenues
Total sales revenue
Total revenue
Adjusted EBITDA
Depreciation and amortisation
Finance costs
Transaction expense
Net foreign exchange gains
Movement in financial assets
at fair value through profit or
loss
Impairment loss
Loss before income tax
expense
Income tax expense
Loss after income tax
expense
Assets
Segment assets
Total assets
Total assets includes:
Acquisition of non-current
assets
Liabilities
Segment liabilities
Total liabilities
Tritton
$'000
208,659
-
Cracow
$'000
130,076
44
North West
$'000
107,648
50

Jaguar

$'000
166,007
-
Stockman
$'000
-
-
Other
$'000
-
6
Total
$'000
612,390
100
208,659
-
130,120
-
107,698
-
166,007
-
-
-
6
-
612,490
-
208,659 130,120 107,698 166,007 - 6 612,490
16,403 28,898 14,003 (8,726) - (18,564) 32,014
(150,571)
(8,511)
(11,580)
1,969
(1,375)
(1,700)

238,880
78,959 72,567 129,466 42,782 7,850
(139,754)
-
(139,754)
570,504
- - 55,840 85,612 38,020 70 570,504
179,542
104,327 81,748 19,872 83,520 1,400 13,268 304,135
304,135

AERIS RESOURCES | 105

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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1. Operating segments (continued)

2022
Revenue
Sales to external customers
Other revenue
Total revenue
Adjusted EBITDA
Depreciation and amortisation
Finance costs
Transaction expense
Net foreign exchange gains
Movement in financial assets at fair value through profit or
loss
Impairment loss
Profit before income tax expense
Income tax expense
Profit after income tax expense
Assets
Segment assets
Total assets
Total assets includes:
Acquisition of non-current assets
Liabilities
Segment liabilities
Total liabilities
Tritton
$'000

246,104
3
Cracow
$'000

140,454
26
Other
$'000

-
-
Total
$'000
386,558
29
246,107 140,480 - 386,587

50,629

50,612

(7,589)
93,652
(74,334)
(5,987)
(1,951)
418
(1,439)
(4,349)










183,455










134,784








119,918
6,010
-
6,010
438,157


90,327


44,676


(6,935)
438,157
128,068


73,681


71,220


5,318
150,219
150,219

Intersegment transactions

Intersegment transactions were made at market rates and are eliminated on consolidation.

Intersegment receivables, payables and loans

Intersegment loans are initially recognised at the consideration received. Intersegment loans receivable and loans payable that earn or incur non-market interest are not adjusted to fair value based on market interest rates. Intersegment loans are eliminated on consolidation.

Major customers

During the year ended 30 June 2023, approximately 52% (2022: 64%) of the consolidated entity's external revenue was derived from sales to one customer who has the offtake agreement for 100% of the Tritton Copper Operation's and North West Copper Operation’s copper concentrate; and 21% (2022: 36%) was derived from sales to one customer with whom the Company has a refining agreement for the Cracow Gold Operations gold-silver doré. Jaguar operations has two major customers, contributing 15% and 12% respectively, for zinc and copper concentrate sales.

Accounting policy for operating segments

Operating segments are presented using the "management approach", where the information presented is on the same basis as the internal reports provided to the Chief Operating Decision Makers (CODM). The CODM is responsible for the allocation of resources to operating segments and assessing their performance.

106 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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2. Revenue

Sales revenue
Provisional pricing adjustments
Other revenue from ordinary activities
2023
$'000
621,398
(9,008)
100
2022
$'000

384,475
2,083

29
612,490
386,587

Accounting policy for revenue recognition

Revenue from contracts with customers

The consolidated entity generates sales revenue primarily from the performance obligation to deliver goods such as copper concentrate, zinc concentrate and gold doré to the customer. Sales revenue represents the gross proceeds receivable from the customer.

Copper and zinc concentrate sales

For copper and zinc concentrate sales, the recognition of concentrate sales occurs when the performance obligation, being the transfer of the title of copper or zinc concentrate, is met and control of the goods transfers to the customer.

Concentrate sales are initially recognised at an estimated sales value when the control of the product transfers to the customer, which in most cases is when the Holding and Title certificate is issued at the port handling and ship loading facility (or in the case of North West, control of the product transfers to the customer when the Holding and Title certificate is issued at the Mt Isa Mines warehouse).

The terms of the concentrate sales contracts with our offtake agreement partners contains provisional pricing arrangements whereby the final selling price for the concentrate is based on prevailing average monthly prices on a specified future period after shipment to the customer (quotation period). Adjustments to the sales price occur based on movements in quoted marked prices up to the final settlement price specified in the sales contracts. The period between provisional invoicing and the final settlement pricing is typically one to three months. Revenue on provisionally priced sales is recognised based on the estimated fair value of the total consideration receivable.

The change in the value of the provisionally priced receivable is based on relevant forward market prices and is included in sales revenue. Adjustments are made for variations in the metal provisional prices between the time control passed to the customer and the time of the final invoice being issued. Any variations to the weights or arrays are not taken into consideration for any provisional price adjustment.

The contract with customers has no significant financing component and has no variable consideration under AASB 15 Revenue from Contracts with Customers . A trade receivable is recognised (refer note 6 and note 22) when the Holding and Title Certificate is issued as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.

For Tritton and North West, shipping is generally arranged by the customer and occurs after the control of goods transfers to the customer.

Gold doré sales

For gold doré sales, revenue is recognised at the point when the doré is collected by the buyer at the mine site.

The contract with customers has no significant financing component and has no variable consideration under AASB 15 Revenue from Contracts with Customers . A trade receivable is recognised (refer note 6 and note 22) when the buyer takes possession of the gold doré as this is the point in time that the consideration is unconditional.

Gains and losses on hedge instruments related to sales contracts are recorded in revenue when the associated instrument matures.

AERIS RESOURCES | 107

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2. Revenue (continued)

Other revenue

Other revenue is recognised when it is received or when the right to receive payment is established.

Interest

Interest revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset.

3. Expenses

Profit before income tax includes the following specific expenses:

Cost of goods sold
Cost of production:
Mining activities
Depreciation:
Plant and equipment
Depreciation on right to use assets
Total depreciation
Amortisation:
Mine properties
Total cost of goods sold

Administration
Corporate depreciation
Corporate lease depreciation
Other corporate expenses
Total administration expense
Transaction expense
Legal expenses
Consulting expense
Stamp duty
Other expenses
Total transaction expense
2023
$'000


555,466
2022
$'000

279,542


28,725
10,544

21,702

5,024
39,269
26,726


110,729

47,167

705,464

353,435

252
321
25,066

225

216

13,393
25,639
13,834


625
1,101
7,293
2,561

860

1,090

-

1
11,580
1,951

108 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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3. Expenses (continued)

Other expenses
Movement in financial assets at fair value through profit or loss
Gain on disposal and write-off of fixed assets
Total other expenses
Impairment loss
Impairment of exploration assets
Net finance costs
Interest expense for borrowings at amortised cost
Interest expense for leasing arrangements
Other net interest and finance charges
Unwinding of discounts on provisions
Total net finance costs
Included within the above functional classifications are the following:
Employee benefit expenses
Superannuation expense
4. Income tax
Numerical reconciliation of income tax expense and tax at the statutory rate
Profit/(loss) before income tax expense
Tax at the statutory tax rate of 30%
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Share-based payments
Equity raising and transaction costs
Other
Current year tax losses not recognised
Current year temporary differences not recognised
Income tax expense
2023
$'000
1,375
(56)
2022
$'000

1,439
-
1,319
1,439
1,700
4,349
23
1,143
2,782
4,563

324

554

2,432

2,677
8,511
5,987
2023
$'000
158,169
11,086
2022
$'000

93,865

8,190
169,255
102,055
2023
$'000
(139,754)
2022
$'000
6,010
(41,926)
961
924
689
1,803

273

(291)

911
(39,352)
44,942
(5,590)
2,696

(2,696)
-
- -

AERIS RESOURCES | 109

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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4. Income tax (continued)

Amounts recognised directly in equity

Deferred tax arising in the reporting year and not recognised in net profit or loss or other comprehensive income but directly debited or credited to equity:

directly debited or credited to equity:
Cash flow hedges
Tax losses
Tax losses not recognised:
Unused tax losses for which no deferred tax asset has been recognised
Potential tax benefit @ 30%
2023
$'000
-
2022
$'000
(913)
2023
$'000
377,427
2022
$'000

227,619
113,228
68,286

The above potential tax benefit for tax losses has not been recognised in the consolidated statement of financial position.

Deferred tax balances

30 June 2023
Deferred tax asset
Property, plant and equipment, exploration and mine
properties
Transaction issuance costs
Provisions and accruals
Losses available for offsetting against future taxable income
Other
Deferred tax liability
Inventories
Exploration
Rehabilitation assets
Net deferred tax asset recognised
Opening
balance
$'000
1,510
2,461
16,292
2,005
181
Net charged
to
comprehen-
sive income
$'000
(6,624)
1,364
3,248
4,693
(3)
Net credited
to equity
$'000
-
(824)
-
-
(178)
Closing
balance
$'000
(5,114)
3,001
19,540
6,698
-
22,449 2,678 (1,002) 24,125
(4,942)
(13,727)
(3,601)
(287)
(6,054)
4,486
-
-
-
(5,229)
(19,781)
885
(22,270) (1,855) - (24,125)
179 823 (1,002) -

110 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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4. Income tax (continued)

4. Income tax (continued)
30 June 2022
Deferred tax asset
Property, plant and equipment, exploration and mine
properties
Transaction issuance costs
Provisions and accruals
Losses available for offsetting against future taxable income
Other
Deferred tax liability
Inventories
Exploration
Rehabilitation assets
Net deferred tax asset recognised
Opening
balance

$'000

4,917
2,064
13,037
-
1,369
Net charged
to
comprehen-
sive income
$'000

(3,407)
397
3,255
2,005
(275)
Net charged
to equity
$'000

-
-
-
-
(913)
Closing
balance
$'000
1,510
2,461
16,292
2,005
181
21,387 1,975 (913) 22,449


(4,589)
(12,660)
(3,046)


(353)
(1,067)
(555)


-
-
-
(4,942)
(13,727)
(3,601)
(20,295) (1,975) - (22,270)

1,092

-

(913)
179

Accounting policy for income tax

The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the applicable income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary differences, unused tax losses and the adjustment recognised for prior periods, where applicable.

Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for:

  • When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor taxable profits; or

  • When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the timing of the reversal can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable that there are future taxable profits available to recover the asset.

Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on either the same taxable entity or different taxable entities which intend to settle simultaneously.

AERIS RESOURCES | 111

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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4. Income tax (continued)

Aeris Resources Limited (the 'head entity') and its wholly-owned Australian subsidiaries have formed an income tax consolidated group under the tax consolidation regime. The head entity and each subsidiary in the tax consolidated group continue to account for their own current and deferred tax amounts. The tax consolidated group has applied the 'separate taxpayer within group' approach in determining the appropriate amount of taxes to allocate to members of the tax consolidated group.

In addition to its own current and deferred tax amounts, the head entity also recognises the current tax liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused tax credits assumed from each subsidiary in the tax consolidated group.

5. Cash and cash equivalents

Current assets
Cash at bank
2023
$'000
19,533
2022
$'000

138,050

Accounting policy for cash and cash equivalents

Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

6. Trade and other receivables

Current assets
Trade receivables
Other receivables
Non-current assets
Restricted cash
2023
$'000
12,663
5,466
2022
$'000

3,984

3,404
18,129
7,388
45
-
18,174
7,388

Other receivables are primarily composed of receivables in relation to Australian GST refund claims and security deposits held.

Refer to note 22 for information about the impairment of trade receivables and the consolidated entity’s exposure to credit risk, foreign currency risk and interest rate risk.

112 | 2023 ANNUAL REPORT

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6. Trade and other receivables (continued)

Accounting policy for trade and other receivables

Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course of business. They are generally due for settlement within 30 to 120 days and therefore are all classified as current. Trade receivables are recognised initially at fair value based on estimated amounts due and subsequently at amortised cost, less any provision for impairment. The consolidated entity holds the trade receivables with the objective to collect the contractual cash flows and therefore measures them subsequently at amortised cost using the effective interest method. For the commodity sales where pricing remains outstanding at the period end, the final consideration will be estimated in terms of AASB 9 Financial Instruments at the period end based on forward market prices for the relevant quotational period as there is a developed forward market. Details about the consolidated entity’s impairment policies and the calculation of any loss allowance are provided in note 22.

Other receivables are recognised at amortised cost, less any allowance for expected credit losses.

7. Inventories

Current assets
Finished concentrate
Metal in circuit
Ore stockpiles
Production supplies
2023
$'000

8,022
9,718
17,156
28,562
2022
$'000

8,936

2,465

1,377

16,470

63,458

29,248

Accounting policy for inventories

Mining inventories of raw materials and stores, work in progress and finished goods are stated at the lower of cost and net realisable value. Cost comprises direct materials, direct labour and an appropriate proportion of variable and fixed overhead expenditure, the latter being allocated on the basis of normal operating capacity. Costs are assigned to individual items of inventory on the basis of weighted average costs. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

Inventory charged to the consolidated statement of comprehensive income has been included in note 3 as part of mining activities.

AERIS RESOURCES | 113

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8. Financial assets at fair value through profit or loss

2023
$'000
Current assets
Australian listed equity - designated at fair value through profit or loss
729
Reconciliation
Reconciliation of the fair values at the beginning and end of the current and previous
financial year are set out below:
Opening fair value
2,104
Additions
-
Disposals
-
Fair value losses recognised in profit or loss
(1,375)
Closing fair value
729
Refer to note 22 for further information about the consolidated entity's exposure to price risk.
2023
$'000
729
2022
$'000

2,104
2,104
-
-
(1,375)

6,087
433
(2,977)
(1,439)
729
2,104

Refer to note 23 for further information on fair value measurement.

9. Other current assets

Current assets
Prepayments
10. Property, plant and equipment
Non-current assets
Freehold land - at cost
Buildings - at cost
Less: Accumulated depreciation
Plant and equipment - at cost
Less: Accumulated depreciation
Property, plant and equipment - right of use
Less: Accumulated depreciation
2023
$'000
3,828
2022
$'000

1,989
2023
$'000
4,203
2022
$'000

3,689
11,795
(8,539)

8,115
(6,250)
3,256
1,865
191,806
(97,625)

138,201
(70,938)
94,181
67,263
43,479
(20,352)

24,731
(9,487)
23,127
15,244
124,767
88,061

114 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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10. Property, plant and equipment (continued)

Reconciliations

Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below:

Balance at 1 July 2021
Additions
Transfers to mine properties (note 11)
Transfers in/(out)
Depreciation expense
Balance at 30 June 2022
Additions
Additions through business combinations
(note 30)
Net disposals/write-offs
Depreciation expense
Balance at 30 June 2023
Freehold land
$'000
4,015
-
-
(326)
-

Buildings
$'000
2,552
46
-
326
(1,059)
Plant and
equipment
$'000
72,649
17,500
(2,018)
-
(20,868)
Property,
plant and
equipment -
right of use
$'000
6,080
14,404
-
-
(5,240)
Total
$'000
85,296
31,950
(2,018)
-
(27,167)

3,689
-
514
-
-

1,865
407
3,273
-
(2,289)

67,263
21,443
32,172
(9)
(26,688)

15,244
18,748
-
-
(10,865)
88,061
40,598
35,959
(9)
(39,842)

4,203

3,256

94,181

23,127
124,767

Assets in the course of construction

The carrying amounts of the assets disclosed above include assets that were in the course of construction as at the end of the reporting period. The relevant amounts are as follows:

Plant and equipment

2023 2022
$'000 $'000
28,477 11,183

Refer to note 14 for information on non-current assets pledged as security by the consolidated entity.

Accounting policy for property, plant and equipment

Property, plant and equipment is carried at cost less accumulated depreciation and impairment. Cost equals the fair value of the item at acquisition date, and includes expenditure that is directly attributable to the acquisition of the items. The cost of an item of property, plant and equipment also includes the initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located.

Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the consolidated entity and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to the consolidated statement of comprehensive income during the reporting period in which they are incurred.

Depreciation of plant and equipment is calculated using either the straight line or units-of-production method to allocate their cost, net of residual values, over their estimated useful lives. Estimated useful lives are between 2 and 5 years. Freehold land is not depreciated.

The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting year.

AERIS RESOURCES | 115

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10. Property, plant and equipment (continued)

An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in the consolidated statement of comprehensive income.

11. Mine properties

Non-current assets
Mine properties - at cost
Less: Accumulated amortisation
2023
$'000

569,621
(341,960)
2022
$'000

350,823
(231,231)

227,661

119,592

Reconciliations

Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below:

Balance at 1 July 2021
Expenditure during the year
Increase to rehabilitation asset
Transfer from exploration and evaluation (note 12)
Transfer from property, plant and equipment (note 10)
Amortisation expense
Balance at 30 June 2022
Expenditure during the year
Additions through business combinations (note 30)
Increase to rehabilitation asset
Amortisation expense
Balance at 30 June 2023
Mine
properties
$'000
65,095
73,911
7,605
18,130
2,018
(47,167)
119,592
100,398
105,646
12,754
(110,729)
227,661

Impairment of non-financial assets

At each reporting date the Company considers whether there have been any indicators that would indicate that an asset may be impaired.

For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows which are largely independent of the cash flows from other assets or groups of assets. This grouping of assets is referred to as a Cash Generating Unit (CGU). The consolidated entity currently assesses the Tritton Copper Operations, Cracow Gold Operations, North Queensland Operations, and the Jaguar Zinc/Copper Operations as separate CGUs. The recoverable amount of each CGU is determined based, where required, on fair value less costs of disposal (FVLCD). The FVLCD is calculated based on a Board approved life of mine plan (LOM).

If the carrying amount of an asset or CGU exceeds its recoverable amount, the carrying amount is reduced to the recoverable amount and an impairment loss recognised in the statement of comprehensive income. The recoverable amount of an asset or CGU is determined as the higher of its fair value less costs of disposal or value in use.

116 | 2023 ANNUAL REPORT

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11. Mine properties (continued)

This requires the use of estimates and judgements in relation to a range of inputs including:

  • Commodity prices;

  • Exchange prices;

  • Mineral Resources and Ore Reserves, and mining planning scheduling;

  • Production costs; and

  • Discount rates.

Jaguar Operations

During the financial year ended 30 June 2023, Jaguar was impacted by multiple factors. Operationally, production was constrained by availability of stoping fronts and low development rates in the Bentley mine. Lower production results have been compounded by cost inflation along with a 20% decline in zinc price over in the second half of the financial year.

The mine also experienced three mining induced seismic events in the last quarter of the financial year, which further disrupted production and prevented access to high-grade stopes. To ensure safe operations can be maintained, Aeris has halted all operations in the Bentayga mining area until further geotechnical assessments could be made.

The low development rates, due largely to equipment congestion and ventilation constraints, mean that decline access to the Turbo deposit has also been delayed. Without access to Turbo, ore production was forecast to significantly decrease at the end of Q1 FY2024.

Under these operational and financial parameters, Jaguar was forecast to make a significant operating loss in FY24. The decision to pause production at Jaguar and place it on care and maintenance from September 2023 has been made to limit cash outflows and preserve the considerable in-ground resource value.

Jaguar Operations will cease mining operations in August 2023 and complete processing of ore stockpiles soon thereafter, at which point the operation will transition to care and maintenance. The operation will remain on care and maintenance, at least through FY2024, until a restart can be justified at improved economics.

As a result management has calculated the recoverable amount for the Jaguar Zinc/Copper operations CGU using fair value less costs of disposal method. Aeris has commissioned an independent valuation of the Jaguar CGU on a care and maintenance basis. The independent valuation has used a number of techniques including actual and comparable transaction analysis. The preferred valuation is in excess of the carrying amount and therefore no impairment has been recognised. Aeris has taken into account the valuation and also considered cash flows required to put Jaguar into care and maintenance.

Other than matters referred above, there were no indicators of impairment identified and no impairment recognised during the financial years ended 30 June 2023 and 30 June 2022 for any of the other CGUs.

Accounting policy for mining assets

Mine properties represent the acquisition costs and/or accumulation of exploration, evaluation and development expenditure in respect of areas of interest in which mining development has commenced.

When further development expenditure is incurred in respect of a mine property after the commencement of production, such expenditure is carried forward as part of the mine property only when substantial future economic benefits are thereby established, otherwise such expenditure is classified as part of the cost of production. Mine development costs are deferred until commercial production has been achieved, at which point the development cost of the asset will commence amortisation.

Amortisation of mine properties is calculated using the units-of-production method which results in an amortisation charge proportional to the depletion of the anticipated remaining life of mine production. Each item's economic life has due regard to both its physical life limitations and to present assessments of economically recoverable Mineral Resources and Ore Reserves of the mine property at which it is located. The annual change in Mineral Resources and Ore Reserves driving the remaining life of mine production are accounted for prospectively when amortising existing mine development assets.

AERIS RESOURCES | 117

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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12. Exploration and evaluation

12. Exploration and evaluation
2023 2022
$'000 $'000
Non-current assets
Exploration and evaluation - at cost 112,354 51,546

Reconciliations

Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below:


Balance at 1 July 2021
Expenditure during the year
Impairment of assets
Transfers to mine properties (note 11)
Balance at 30 June 2022
Additions through business combinations (note 30)
Expenditure during the year
Impairment of assets (note 32)
Balance at 30 June 2023
Exploration
and
evaluation
$'000
51,818
22,207
(4,349)
(18,130)
51,546
37,937
24,571
(1,700)
112,354

Accounting policy for exploration and evaluation assets

Exploration and evaluation expenditure is carried forward in the financial statements, in respect of areas of interest for which the rights of tenure are current and where:

  • (i) Such costs are expected to be recouped through successful development and exploitation of the area of interest, or alternatively, by its sale; or

  • (ii) Exploration and/or evaluation activities in the area of interest have not yet reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable ore reserves and mineral resources and while active and significant operations in, or in relation to, the area are continuing.

Exploration expenditure incurred that does not satisfy the policy stated above is expensed in the year in which it is incurred. Exploration expenditure that has been capitalised which no longer satisfies the policy stated above is written off in the year in which that decision is made.

Upon commencement of mining development activities, deferred exploration and development expenditure is reclassified to mine properties and then amortised in accordance with the accounting policy for mine properties.

The net carrying value of each area of interest is reviewed regularly and, to the extent to which this value exceeds its recoverable value, that excess is provided for or written off in the year in which this is determined.

During the 2023 financial year, the Company entered into an agreement to divest its 70% joint venture interest in the Torrens exploration project (EL6407) in South Australia in return for a 2.5% net smelter royalty. The carrying value of the Torrens project of $1.700 million was fully written-off at 30 June 2023. During the 30 June 2022 financial year, an impairment expense of $4.349 million was recognised against the Torrens Project.

118 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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13. Trade and other payables

Current liabilities
Trade payables
Other payables and accrued expenses
2023
$'000
72,339
48,468
2022
$'000

30,975

25,734
120,807
56,709

Refer to note 22 for further information on financial instruments.

Accounting policy for trade and other payables

These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end of the financial year, which are unpaid. The amounts are unsecured and are usually paid between 30 and 45 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months from the reporting date. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.

14. Borrowings

14. Borrowings
Current liabilities
Secured: Loans
Non-current liabilities
Secured: Loans
2023
$'000
39
2022
$'000

41
281
317
320
358

Refer to note 22 for further information on financial instruments.

The consolidated entity has entered into a facility agreement with Australia and New Zealand Banking Group Limited (ANZ) that comprises of:

  • a $45 million Contingent Instrument Facility;

  • a $20 million Working Capital Facility; and

  • unsecured hedging lines for gold (refer to note 16 for information regarding utilisation of this facility as at 30 June 2023).

Total secured liabilities

The total secured liabilities are as follows:

2023 2022
$'000 $'000
Loans 320 358

Assets pledged as security

The carrying amount of non-current assets as at 30 June 2023 pledged as security for current and non-current borrowings and lease liabilities was $464.781 million (2022: $255.052 million).

AERIS RESOURCES | 119

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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14. Borrowings (continued)

Financing arrangements

Unrestricted access was available at the reporting date to the following lines of credit:

Total facilities
Loans
Contingent Instrument Facility
Working Capital Facility
Used at the reporting date
Loans
Contingent Instrument Facility
Working Capital Facility
Unused at the reporting date
Loans
Contingent Instrument Facility
Working Capital Facility
2023
$'000
320
45,000
20,000
2022
$'000

358

45,000

20,000
65,320
65,358
320
42,027
-

358

31,029

-
42,347
31,387
-
2,973
20,000

-

13,971

20,000
22,973
33,971

Accounting policy for borrowings

Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in the consolidated statement of comprehensive income over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it relates.

Borrowings are removed from the balance sheet when the obligation specified in the contract is discharged, cancelled or expired. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in the consolidated statement of comprehensive income as other income or finance costs.

Borrowings are classified as current liabilities unless the consolidated entity has an unconditional right to defer settlement of the liability for at least 12 months after the end of the reporting year.

15. Lease liabilities

Current liabilities
Lease liability
Non-current liabilities
Lease liability
2023
$'000
10,253
2022
$'000

6,173
14,238
9,301
24,491
15,474

120 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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15. Lease liabilities (continued)

The consolidated entity leases office premises and mobile equipment. Lease contracts are typically made for a fixed period of 2 to 5 years but may have extension options. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose any covenants other than the security interests in the leased assets that are held by the lessor.

The total cash outflow for leases, including interest, during the year ended 30 June 2023 was $10.876 million (2022: $7.064 million).

Refer to note 22 for further information on financial instruments.

Right-of-use assets

Balance at 1 July 2021
Additions
Depreciation expense
Balance at 30 June 2022
Additions
Depreciation expense
Balance at 30 June 2023
Property,
plant and
equipment
$'000
6,080
14,404
(5,240)
15,244
18,748
(10,865)
23,127

Accounting policy for lease liabilities

A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the consolidated entity's incremental borrowing rate. Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred.

Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option; and termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down.

Accounting policy for right-of-use assets

A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site or asset.

Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the asset, whichever is the shorter. Where the consolidated entity expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for any remeasurement of lease liabilities.

AERIS RESOURCES | 121

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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15. Lease liabilities (continued)

The consolidated entity has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred.

16. Derivative financial instruments

Current liabilities
Commodity contracts - cash flow hedges
17. Provisions
Current liabilities
Employee benefits
Non-current liabilities
Employee benefits
Provision for rehabilitation and dismantling
2023
$'000
-
2022
$'000
596
2023
$'000
24,884
2022
$'000

17,638
1,553
109,834

692

36,736
111,387
37,428
136,271
55,066

Movements in provisions

Movements in each class of provision during the current financial year, other than employee benefits, are set out below:

2023
Carrying amount at the start of the year
Additional provisions recognised
Additions through business combinations (note 30)
Unwinding of discount
Carrying amount at the end of the year
Provision for
rehabilitation
and
dismantling
$'000
36,736
12,754
56,958
3,386
109,834

Accounting policy for provisions

Provisions are recognised when the consolidated entity has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognised for future operating losses.

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.

122 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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17. Provisions (continued)

Accounting policy for employee benefits

Short-term employee benefits

Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities are settled.

Other long-term employee benefits

The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date are measured at the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the reporting date on high quality corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.

Accounting policy for rehabilitation and dismantling

The consolidated entity has obligations to dismantle, remove, restore and rehabilitate certain items of property, plant and equipment. Under AASB 116 Property, Plant and Equipment , the cost of an item of property, plant and equipment includes the initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located, the obligation for which an entity incurs either when the item is acquired, or as a consequence of having used the item during a particular period.

AASB 137 Provisions, Contingent Liabilities, and Contingent Assets requires a provision to be raised for the present value of the estimated cost of settling the rehabilitation and restoration obligations existing at balance date. The estimated costs are discounted using a risk free discount rate that reflects the time value of money. The discount rate does not reflect risks for which future cash flow estimates have been adjusted. The increase in the provision due to the passage of time is recognised as interest expense.

18. Other liabilities

Current liabilities
Contingent consideration
Non-current liabilities
Contingent consideration
Balance at 1 July 2022
Movement during the year (due to change in estimate and unwinding of interest)
Payment of deferred consideration
Balance at 30 June 2023
2023
$'000
5,400
2022
$'000

4,975
16,846
17,041
22,246
22,016
Contingent
consideration
$'000
22,016
1,153
(923)
22,246

Refer to note 23 for further information on fair value measurement.

AERIS RESOURCES | 123

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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18. Other liabilities (continued)

Contingent consideration

Contingent consideration arrangement for Cracow operations requires the consolidated entity to pay the former owners of Lion Mining Pty Ltd a mining royalty equivalent to 10% of the net value generated (revenue less C1 Direct Cash Cost, multiplied by 10%) from any gold produced by the Cracow operations for the period 1 July 2022 to 30 June 2027, up to a maximum undiscounted amount of $50 million (Net Value Royalty). The fair value of the Net Value Royalty recognised as at 30 June 2023 was estimated by calculating the present value of future probability-weighted cash flows using a real discount rate of 7.4%.

19. Issued capital

19. Issued capital
2023
Shares
Ordinary shares - fully paid
690,945,595

Movements in ordinary share capital

Details
Date

Balance
1 July 2021
Management options exercised (a)
1 July 2021
Management options exercised (a)
9 November 2021
Management options exercised (a)
2 December 2021
Placement (b)
9 May 2022
Entitlement offer - Institutional (b)
9 May 2022
Entitlement offer - Retail (b)
24 May 2022
Less: Transaction costs arising on share issues


Balance
30 June 2022
Placement (b)
1 July 2022
Shares issued as part consideration for the acquisition
of Round Oak Minerals Pty Limited (note 30)
1 July 2022
Share consolidation (7 to 1) (c)
8 July 2022
Less: Transaction costs arising on share issues


Balance
30 June 2023
2023
Shares
690,945,595
2022
Shares
3,207,168,420
2023
$'000
719,474
2022
$'000

604,910


Shares
Issue price
2,207,352,758

22,511,959
$0.000
13,507,175
$0.000
11,209,273
$0.000
418,326,315
$0.105
286,844,010
$0.105
247,416,930
$0.105




3,207,168,420

162,781,913
$0.105
1,466,666,667
$0.067
(4,145,671,405)





690,945,595

$'000
509,888
-
-
-

43,924

30,119

25,979
(5,000)
604,910

17,092

98,266
(794)
719,474

Ordinary shares

Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the Company does not have a limited amount of authorised capital.

On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote.

Movements in share capital

(a) Management options

During the year ended 30 June 2022, 47,228,407 management options were exercised at $nil each. As at 30 June 2023, there were no management options remaining outstanding.

124 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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19. Issued capital (continued)

(b) Placement, Institutional Entitlement Offer, and Retail Entitlement Offer 30 June 2022

The $100 million Placement, Institutional Entitlement Offer and Retail Entitlement Offer, at a price of $0.105 per share, consisted of:

  • A Placement and Institutional Entitlement Offer which was completed on 2 May 2022 and raised $74.0 million and resulted in the issue of 418,326,315 new shares under the Placement and 286,844,010 new shares under the Institutional Entitlement Offer; and

  • A Retail Entitlement Offer which closed on 17 May 2022 and raised $26.0 million with 247,416,930 new shares being issued.

30 June 2023

On 1 July 2022, the Company issued 162,781,913 fully paid ordinary shares in Aeris to an existing Institutional shareholder, Paradice Investment Management Pty Ltd (Paradice), at $0.105 per share to raise $17.1 million.

(c) Consolidation of share capital

On 8 July 2022, the Company completed a share consolidation. Aeris shares were consolidated at the ratio of 7 fully paid ordinary shares into 1 fully paid ordinary share. Performance rights were also consolidated at the same ratio as the ordinary shares.

Share buy-back

There is no current on-market share buy-back.

Capital risk management

The consolidated entity's objectives when managing capital is to safeguard its ability to continue as a going concern, so that it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce the cost of capital.

The consolidated entity would look to raise capital for expansion opportunities (particularly when an opportunity to invest in a business or company was seen as value accretive relative to the Company's prevailing share price at the time of the investment), to maintain financial and operational stability of the company, or for capital restructure purposes.

The consolidated entity is subject to certain financing arrangements covenants and meeting these is given priority in capital risk management decisions. During the fourth quarter of the year, the Company breached its Debt to EBITDA Ratio covenant in relation to its lending facilities with ANZ, however this breach has been waived by ANZ subsequent to year end.

Capital is regarded as total equity, as recognised in the consolidated statement of financial position, plus net debt. Net debt is calculated as total borrowings less cash and cash equivalents.

The consolidated entity monitors capital on the basis of the gearing ratio. This ratio is calculated as net debt divided by total capital. Net debt in the table below is calculated as total borrowings (including "borrowings" and "lease liabilities" as shown in the consolidated statement of financial position) less "cash and cash equivalents" as shown in the consolidated statement of financial position. Total capital is calculated as "total equity" as shown in the consolidated statement of financial position (including non-controlling interest) plus net debt.

AERIS RESOURCES | 125

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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19. Issued capital (continued)

The gearing ratio at the reporting date was as follows:

Current liabilities - borrowings (note 14)
Current liabilities - lease liabilities (note 15)
Non-current liabilities - borrowings (note 14)
Non-current liabilities - lease liabilities (note 15)
Total borrowings
Current assets - cash and cash equivalents (note 5)
Net debt/(Cash and cash equivalents, net of debt)
Total equity
Total capital
Gearing ratio
2023
$'000
39
10,253
281
14,238
2022
$'000

41

6,173

317

9,301
24,811
(19,533)

15,832
(138,050)
5,278
266,369

(122,218)

287,938
271,647
165,720
1.9%
(73.7%)

Accounting policy for issued capital

Ordinary shares are classified as equity.

Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

20. Reserves

Hedging reserve - cash flow hedges
Share-based payments reserve
Acquisition revaluation reserve
2023
$'000
-
8,463
(9,281)
2022
$'000
(417)

5,259
(9,281)
(818) (4,439)

Hedging reserve cash flow hedges

The reserve is used to recognise the effective portion of the gain or loss of cash flow hedge instruments that is determined to be an effective hedge.

Share-based payments reserve

The reserve is used to recognise the value of equity benefits provided to employees and directors as part of their remuneration, and other parties as part of their compensation for services.

Acquisition revaluation reserve

This reserve is used to record the differences which may arise as a result of transactions with non-controlling interests that do not result in a loss of control. A change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any consideration paid or received are recognised in the acquisition revaluation reserve.

126 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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20. Reserves (continued)

Movements in reserves

Movements in each class of reserve during the current and previous financial year are set out below:

Balance at 1 July 2021
Employee share based payments
Revaluation - gross
Deferred tax
Balance at 30 June 2022
Employee share based payments
Revaluation - gross
Deferred tax
Balance at 30 June 2023
Cash flow
hedges
$'000
(2,549)
-
3,045
(913)
Share-based
payments
reserve
$'000
4,349
910
-
-
Acquisition
revaluation
reserve
$'000
(9,281)
-
-
-
Total
$'000
(7,481)
910
3,045
(913)
(417)
-
595
(178)
5,259
3,204
-
-
(9,281)
-
-
-
(4,439)
3,204
595
(178)
- 8,463 (9,281) (818)

21. Dividends

There were no dividends paid, recommended or declared during the current or previous financial year.

The Company does not have any franking credits.

22. Financial instruments

Financial risk management objectives

The consolidated entity’s activities expose it to foreign currency risk, interest rate risk, price risk and credit risk. In order to minimise any adverse effects on the financial performance of the consolidated entity, derivative financial instruments, such as forward commodity contracts are used to hedge certain foreign currency and commodity price risk exposures. The consolidated entity also uses different methods to measure different types of risk to which it is exposed. The methods include sensitivity analysis in the case of interest rate, foreign exchange and ageing analysis for credit risk. Derivatives are used exclusively for hedging purposes and not as trading or speculative instruments.

Risk management is carried out by senior finance executives (Finance) under policies approved by the Board of Directors ('the Board'). These policies include identification and analysis of the risk exposure of the consolidated entity and appropriate procedures, controls and risk limits. Finance identifies, evaluates and hedges financial risks within the consolidated entity's operating units. Finance reports to the Board on a monthly basis.

Market risk

(i) Foreign currency risk

Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities that are denominated in a currency that is not the entity’s functional currency. The majority of these exposures are generated by interest-bearing liabilities denominated in US dollars, commodity sales contracts which are typically denominated in US dollars, as well as associated receivables.

Generally, natural hedges, forward contracts and options are used to manage certain foreign exchange risk. In the 30 June 2023 and 30 June 2022 financial years, a portion of the consolidated entity's US dollar-denominated revenue from mining activities was cash flow hedged through unsecured copper, gold and zinc hedges (refer to note 22(ii) for additional detail).

AERIS RESOURCES | 127

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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22. Financial instruments (continued)

Sensitivity

Based on the financial instruments held at 30 June 2023, had the Australian dollar weakened/strengthened by 10% against the US dollar with all other variables held constant, the consolidated entity's loss for the year would have been $1.388 million lower (2022 profit: $0.329 million higher) or $1.136 million higher (2022 profit: $0.269 million lower), mainly as a result of foreign exchange gains/losses on translation of cash and cash equivalents, interest-bearing loans, receivables and payables denominated in foreign currencies. There would have been no impact on equity.

The carrying amount of the consolidated entity's foreign currency denominated financial assets and financial liabilities at the reporting date were as follows:

Assets Liabilities Liabilities
2023 2022 2023 2022
$'000 $'000 $'000
$'000
US dollars 14,082 3,372 31 50

(ii) Commodity price risk

Commodity price risk is the risk of financial loss resulting from movements in the price of the consolidated entity's commodity outputs.

During the financial years ended 30 June 2023 and 30 June 2022, a portion of the consolidated entity's revenue from mining activities was cash flow hedged through unsecured gold, zinc and copper hedges.

Gold hedging

In December 2021, Aeris undertook gold hedging for 3,500 oz per month, from July 2022 to October 2022, at A$2,538.54/oz. This agreement was extended for November and December 2022 and 1,500oz from January to June 2023 at an average price of A$2,642.44/oz. The total net gold hedging position resulted in a loss of A$2.3 million during the year.

Copper hedging

In March 2023, Aeris undertook Copper hedging for 3,000 tonnes for the period April to June 2023 at A$13,254/t. The net copper hedging position resulted in a gain of A$1.7 million in the last quarter of FY2023.

Zinc hedging

Zinc hedges were inherited (novated from WHSP) from the acquisition of ROM. Total hedges of 4,000 tonnes, spread over the first three quarters of FY2023. The net zinc hedging position resulted in a loss of A$12k during the year.

(iii) Interest rate risk

Interest rate risk arises as a result of the re-pricing of investments, interest bearing receivables and borrowings and is affected by the length of the re-pricing period.

The significance and management of the risks to the consolidated entity are dependent on a number of factors including:

  • Interest rates (current and forward) and the currencies that the investments and borrowings are denominated in;

  • Level of cash, liquid investments and borrowings;

  • Maturity dates of investments and borrowings; and

  • Proportion of investments and borrowings that are fixed rate or floating rate.

The risk is measured using market and cash flow forecasting.

Sensitivity

At 30 June 2023, if interest rates had changed by -/+ 50 basis points from the weighted average year end rates with all other variables held constant, the consolidated entity's loss for the year would have been $0.098 million higher/lower (2022: profit would have been $0.428 million higher/lower), mainly as a result of higher/lower interest from loans, and cash and cash equivalents.

128 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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22. Financial instruments (continued)

The exposure of the consolidated entity's interest bearing liabilities at balance sheet date to interest rate changes at the contractual re-pricing dates are as follows:

0 - 12 months
1 - 5 years
2023
$'000
10,292
14,519
2022
$'000

6,214

9,618
24,811
15,832

Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the consolidated entity. Credit risk is managed on a group basis. Credit risk arises from cash and cash equivalents, favourable derivative financial instruments and deposits with banks and financial institutions, as well as credit exposures to trade customers, including outstanding receivables and committed transactions.

(i) Risk management

Credit risk is managed on a consolidated basis. The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the balance sheet and notes to the financial statements.

The consolidated entity has policies in place to ensure that sales of products are made to customers with an appropriate credit history and where necessary is effectively eliminated or substantially reduced by using bank and insurance instruments to secure payment for materials supplied and sold. The consolidated entity has policies that limit the amount of credit exposure to any one financial institution.

(ii) Trade receivables

The consolidated entity applies the AASB 9 Financial Instruments simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables. To measure the expected credit losses, trade receivables and contract assets have been grouped based on shared credit risk characteristics and the days past due. Payments from the consolidated entity’s two major customers are historically received within the contractual payment terms.

The consolidated entity has trade receivables with embedded derivatives for provisional pricing. These receivables are generally held to collect but do not meet the 'solely payments of principal and interest' (SPPI) criteria and as a result must be held at fair value through profit or loss (FVTPL). Subsequent fair value gains or losses are taken to the consolidated statement of comprehensive income. The historical loss rates are adjusted to reflect current and forward looking information on macroeconomic factors affecting the ability of the customers to settle the receivables and sensitivity applied to the exposure on commodity price risk. The impact was considered very minimal and as a result there was no loss rate accounted for at 30 June 2023. Management will continue to monitor this position at each period end. There were also no credit losses provided for at 30 June 2023 .

Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash, liquid investments and committed credit facilities to meet the consolidated entity's commitments as they arise.

Liquidity risk management covers daily, short-term and long-term needs. The appropriate levels of liquidity are determined by both the nature of the consolidated entity’s business and its risk profile.

AERIS RESOURCES | 129

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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22. Financial instruments (continued)

Remaining contractual maturities

The following tables detail the consolidated entity's remaining contractual maturity for its financial instrument liabilities. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the financial liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as remaining contractual maturities and therefore these totals may differ from their carrying amount in the consolidated statement of financial position.

2023
Non-derivatives
Non-interest bearing
Trade and other payables
Contingent consideration
Interest-bearing - variable
Loans
Interest-bearing - fixed rate
Lease liability
Total non-derivatives

2022
Non-derivatives
Non-interest bearing
Trade and other payables
Contingent consideration
Interest-bearing - variable
Loans
Interest-bearing - fixed rate
Lease liability
Total non-derivatives
Derivatives
Commodity contracts - cash flow hedges
Total derivatives
1 year or less
$'000


120,807
5,400


62


12,454
Between 1
and 5 years
$'000


-
18,773


335


13,658
Over 5 years

$'000


-
-


-


-
Remaining
contractual
maturities
$'000
120,807
24,173
397
26,112
138,723 32,766 - 171,489
1 year or less
$'000


56,709
4,975


56


6,728
Between 1
and 5 years
$'000


-
17,041


222


9,173
Over 5 years

$'000


-
-


146


-
Remaining
contractual
maturities
$'000
56,709
22,016
424
15,901
68,468 26,436 146 95,050


595


-


-
595
595 - - 595

Please refer to note 34 for additional information regarding events after the reporting period that impact the timing of cash flows disclosed above.

Fair value of financial instruments

Unless otherwise stated, the carrying amounts of financial instruments reflect their fair value.

130 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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23. Fair value measurement

Fair value hierarchy

The following tables detail the consolidated entity's assets and liabilities, measured or disclosed at fair value, using a three level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement, being: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date.

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3: Unobservable inputs for the asset or liability.

2023
Assets
Australian listed equity securities
Total assets
Liabilities
Contingent consideration payable
Total liabilities

2022
Assets
Australian listed equity securities
Total assets
Liabilities
Hedging derivatives
Contingent consideration payable
Total liabilities
Level 1
$'000

729
Level 2
$'000

-
Level 3
$'000

-
Total
$'000
729
729 - - 729


-


-


22,246
22,246
- - 22,246 22,246
Level 1
$'000

2,104
Level 2
$'000

-
Level 3
$'000

-
Total
$'000
2,104
2,104 - - 2,104


-
-


596
-


-
22,016
596
22,016
- 596 22,016 22,612

There were no transfers between levels during the financial year.

Valuation techniques for fair value measurements categorised within level 2 and level 3

The fair value of forward commodity contracts – cashflow hedges is determined using market rates and inputs at the reporting date and are considered a level 2 valuation.

The fair value of the contingent consideration (Net Value Royalty) payable in relation to the Cracow acquisition was estimated by calculating the present value of future probability-weighted cash flows using a Weighted Average Cost of Capital and is considered a level 3 valuation.

AERIS RESOURCES | 131

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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23. Fair value measurement (continued)

Level 3 assets and liabilities

Movements in level 3 assets and liabilities during the current and previous financial year are set out below:

Balance at 1 July 2021
Unwinding of discount recognised through net finance costs
Balance at 30 June 2022
Payments
Movement during the year (due to change in estimate and unwinding of interest)
Balance at 30 June 2023
Contingent
consideration
$'000
(20,418)
(1,598)
(22,016)
923
(1,153)
(22,246)

The level 3 assets and liabilities unobservable inputs and sensitivity are as follows:

Range
Description Unobservable inputs (weighted average) Sensitivity
Contingent Weighted average cost
7.4% A change in the discount rate by 100 bps would
consideration payable of capital increase/decrease the fair value by $0.874
million.
Expected revenues
$250 - $300 million If expected revenues were 10% higher or
lower, the fair value would increase/decrease
by $2.000 million.

Accounting policy for fair value measurement

When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; and assumes that the transaction will take place either: in the principal market; or in the absence of a principal market, in the most advantageous market.

Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming they act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, are used, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

Assets and liabilities measured at fair value are classified into three levels, using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. Classifications are reviewed at each reporting date and transfers between levels are determined based on a reassessment of the lowest level of input that is significant to the fair value measurement.

For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise is either not available or when the valuation is deemed to be significant. External valuers are selected based on market knowledge and reputation. Where there is a significant change in fair value of an asset or liability from one period to another, an analysis is undertaken, which includes a verification of the major inputs applied in the latest valuation and a comparison, where applicable, with external sources of data.

132 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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24. Key management personnel disclosures

Compensation

The aggregate compensation made to directors and other members of key management personnel of the consolidated entity is set out below:

Short-term employee benefits
Post-employment benefits
Long-term benefits
Share-based payments
2023
$
2,878,817
110,000
60,012
1,414,214
2022
$

3,353,225

110,002

31,126

529,032

4,463,043

4,023,385

25. Remuneration of auditors

During the financial year the following fees were paid or payable for services provided by PricewaterhouseCoopers, the auditor of the Company, and its network firms:

Audit services – PricewaterhouseCoopers
Audit or review of the financial statements
Other services – PricewaterhouseCoopers
Tax advisory
Tax compliance
Total remuneration of PricewaterhouseCoopers Australia
2023
$

635,000
2022
$

394,740


289,637
81,804

327,909

90,066

371,441

417,975

1,006,441

812,715

It is the consolidated entity's policy to employ the auditors on assignments additional to their statutory audit duties where their expertise and experience with the consolidated entity are important. These assignments are principally for taxation advice.

26. Contingent liabilities

Aeris provides environmental bonding in relation to its operations in Queensland, New South Wales, Victoria and Western Australia. As at 30 June 2023, Aeris has $42.027 million (2022: $31.029 million) in bank guarantees.

AERIS RESOURCES | 133

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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27. Commitments

Exploration and mining leases
Committed at the reporting date but not recognised as liabilities, payable:
Within one year
One to five years
2023
$'000
6,391
9,765
2022
$'000

5,662

18,762
16,156
24,424

The items disclosed in the table above represent the minimum lease expenditure requirements of the consolidated entity.

28. Related party transactions

Parent entity

Aeris Resources Limited is the parent entity.

Subsidiaries

Interests in subsidiaries are set out in note 31.

Joint operations

Interests in joint operations are set out in note 32.

Key management personnel

Disclosures relating to key management personnel are set out in note 24 and the remuneration report included in the directors' report.

Transactions with related parties

HopgoodGanim Lawyers (HG)

Mr Michele Muscillo, an independent Non-executive Director is a partner of HG. Invoices totalling $1,171,187 (2022: $1,532,185) were received from HG on normal commercial terms during the year.

Receivable from and payable to related parties

The following balances are outstanding at the reporting date in relation to transactions with related parties:

2023 2022
$ $
Current payables:
Trade payables - HopgoodGanim Lawyers 36,065 155,101
Other payables - Key management personnel 100,000 -

Loans to/from related parties

There were no loans to or from related parties at the current and previous reporting date.

134 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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29. Parent entity information

Set out below is the supplementary information about the parent entity.

Statement of comprehensive income

Loss after income tax
Other comprehensive income for the year, net of tax
Total comprehensive income
Statement of financial position
Total current assets
Total non-current assets
Total assets
Total current liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Hedging reserve - cash flow hedges
Share-based payments reserve
Accumulated losses
Total equity
Parent
2023
2022
$'000
$'000
(85,310)
(45,100)
Parent
2023
2022
$'000
$'000
(85,310)
(45,100)
417
2,132
(84,893) (42,968)
Parent
2023
2022
$'000
$'000
4,621
114,260
276,290
126,571
280,911
240,831
11,143
4,734
1,381
583
12,524
5,317
268,387
235,514
719,472
-
8,463
(459,548)

604,910
(417)

5,259
(374,238)
268,387
235,514

Guarantees entered into by the parent entity in relation to the debts of its subsidiaries

The parent has provided guarantees under the facility agreement with Australia and New Zealand Banking Group Limited (ANZ) that comprises of:

  • a $45 million Contingent Instrument Facility;

  • a $20 million Working Capital Facility; and

  • unsecured hedging lines for gold (refer to note 16 for information regarding utilisation of this facility as at 30 June 2023).

The parent entity and all its wholly-owned subsidiaries are party to a deed of cross guarantee under which each company guarantees the debts of the others. No deficiencies of assets exist in any of these subsidiaries.

AERIS RESOURCES | 135

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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29. Parent entity information (continued)

Contingent liabilities

The parent entity had no contingent liabilities as at 30 June 2023 and 30 June 2022.

Capital commitments - Property, plant and equipment

The parent entity had no capital commitments for property, plant and equipment as at 30 June 2023 and 30 June 2022.

Significant accounting policies

The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed in note 38, except for the following:

  • Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity; and

  • Dividends received from subsidiaries are recognised as other income by the parent entity and its receipt may be an indicator of an impairment of the investment.

30. Business combinations

Acquisition of Round Oak Minerals Pty Limited

On 1 July 2022, Aeris Resources Limited acquired 100% of the issued shares in Round Oak Minerals Pty Limited (Round Oak) from Washington H. Soul Pattinson Limited for a total consideration of $149.063 million. Round Oak is the owner of a diverse portfolio of high-quality Australian copper and zinc assets. The addition of these assets to the existing Aeris portfolio has transformed the Company into a diversified, mid-tier producer with significant, high-grade ore reserves and further organic growth opportunities. The transaction was approved by Aeris shareholders at an Extraordinary General Meeting held on 24 June 2022.

The purchase consideration for the acquisition included a cash payment of $80 million and the issue and allotment of fully paid ordinary shares in Aeris at a deemed issue price of $0.105 per share, being 1,466,666,667 shares (number of shares before the share consolidation on 8 July 2022) valued on 1 July 2022 at $98.266 million. The purchase consideration was adjusted by a working capital adjustment of $29.203 million post-acquisition.

136 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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30. Business combinations (continued)

Details of the acquisition are as follows:

Cash and cash equivalents
Other receivables
Inventories
Exploration and evaluation assets
Mine properties
Property, plant and equipment
Trade and other payables
Employee benefits
Provision for rehabilitation and dismantling
Derivative financial instruments
Acquisition-date fair value of the total consideration transferred
Representing:
Cash paid to vendor
Aeris Resources Limited shares issued to vendor
Working capital adjustment
Cash used to acquire business, net of cash acquired:
Acquisition-date fair value of the total consideration transferred
Less: cash and cash equivalents acquired
Less: shares issued by Company as part of consideration
Net cash used
Fair value
$'000
17,412
38
56,402
37,937
105,646
35,959
(36,825)
(8,034)
(56,958)
(2,514)
149,063
80,000
98,266
(29,203)
149,063
149,063
(17,412)
(98,266)
33,385

Acquisition-related costs

Transaction expenses of $11.580 million related to the acquisition of Round Oak have been recognised in the consolidated statement of comprehensive income for the year ended 30 June 2023. At 31 December 2022, the acquisition accounting was completed on a provisional basis pending finalisation of the valuation report and the allocation of the purchase price between Property Plant & Equipment, Mine Properties and Exploration and Evaluation Assets.

Revenue and profit contribution

The acquired business contributed revenues of $273.706 million and a net loss before tax of $35.154 million to the Aeris Group for the period from 1 July 2022 to 30 June 2023.

Accounting policy for business combinations

The acquisition method of accounting is used to account for business combinations regardless of whether equity instruments or other assets are acquired.

The consideration transferred is the sum of the acquisition-date fair values of the assets transferred, equity instruments issued or liabilities incurred by the acquirer to former owners of the acquiree and the amount of any non-controlling interest in the acquiree. For each business combination, the non-controlling interest in the acquiree is measured at either fair value or at the proportionate share of the acquiree's identifiable net assets. All acquisition costs are expensed as incurred to profit or loss.

AERIS RESOURCES | 137

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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30. Business combinations (continued)

On the acquisition of a business, the consolidated entity assesses the financial assets acquired and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic conditions, the consolidated entity's operating or accounting policies and other pertinent conditions in existence at the acquisition-date.

Where the business combination is achieved in stages, the consolidated entity remeasures its previously held equity interest in the acquiree at the acquisition-date fair value and the difference between the fair value and the previous carrying amount is recognised in profit or loss.

Contingent consideration to be transferred by the acquirer is recognised at the acquisition-date fair value. Subsequent changes in the fair value of the contingent consideration classified as an asset or liability is recognised in profit or loss. Contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity.

The difference between the acquisition-date fair value of assets acquired, liabilities assumed and any non-controlling interest in the acquiree and the fair value of the consideration transferred and the fair value of any pre-existing investment in the acquiree is recognised as goodwill. If the consideration transferred and the pre-existing fair value is less than the fair value of the identifiable net assets acquired, being a bargain purchase to the acquirer, the difference is recognised as a gain directly in profit or loss by the acquirer on the acquisition-date, but only after a reassessment of the identification and measurement of the net assets acquired, the non-controlling interest in the acquiree, if any, the consideration transferred and the acquirer's previously held equity interest in the acquirer.

Business combinations are initially accounted for on a provisional basis. The acquirer retrospectively adjusts the provisional amounts recognised and also recognises additional assets or liabilities during the measurement period, based on new information obtained about the facts and circumstances that existed at the acquisition-date. The measurement period ends on either the earlier of (i) 12 months from the date of the acquisition or (ii) when the acquirer receives all the information possible to determine fair value.

31. Interests in subsidiaries

The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with the accounting policy described in note 38:

Ownership interest
Principal place of business / 2023 2022
Name Country of incorporation % %
Straits Mining Pty Ltd Australia 100% 100%
Tritton Resources Pty Ltd(1) Australia 100% 100%
Straits Exploration (Australia) Pty Ltd Australia 100% 100%
Straits Mine Management Pty Ltd Australia 100% 100%
Straits Mineral Investments Pty Ltd Australia 100% 100%
Aeris Regional Holdings Pty Ltd Australia 100% 100%
Lion Mining Pty Ltd Australia 100% 100%
Aeris HoldCo Pty Ltd(2) Australia 100% 100%
Round Oak Minerals Pty Ltd(2) Australia 100% -
Exco Resources Pty Ltd(2) Australia 100% -
Exco Resources (QLD) Pty Ltd(4) Australia 100% -
Blackrock Minerals Pty Ltd(4) Australia 34% -
Mitchell River Exploration Pty Ltd(4) Australia 100% -
Round Oak Stockman Pty Ltd(2) Australia 100% -
Round Oak Jaguar Pty Ltd(2) Australia 100% -
Round Oak Jaguar Project Parent Pty Ltd(3) Australia 100% -
Round Oak Jaguar Project Pty Ltd(3) Australia 100% -
Copper Investments Pty Ltd(2) Australia 100% -

138 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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31. Interests in subsidiaries (continued)

  • (1) Straits Mining Pty Ltd and Aeris Resources Limited hold 25.68% and 74.32% respectively, of the ordinary share capital of Tritton Resources Pty Ltd.

  • (2) Aeris HoldCo Pty was established on 14 April 2022 and holds 100% of the ordinary share capital in Round Oak Minerals Pty Ltd. Round Oak Minerals Pty Ltd holds 100% of the share capital of Exco Resources Pty Ltd, Round Oak Stockman Pty Ltd, Copper Investments Pty Ltd and Round Oak Jaguar Pty Ltd.

  • (3) Round Oak Jaguar Pty Ltd holds 100% of share capital of Round Oak Jaguar Project Parent Pty Ltd and Round Oak Jaguar Project Pty Ltd.

  • (4) Exco Resources Pty Ltd holds 100% share capital in Exco Resources (QLD) Pty Ltd and Mitchell River Exploration Pty Ltd and holds 34% share capital in Blackrock Minerals Pty Ltd.

All wholly-owned subsidiaries have entered into a deed of cross guarantee with Aeris Resources Limited (refer note 33).

32. Interests in joint operations

The consolidated entity has recognised its share of jointly held assets, liabilities, revenues and expenses of joint operations. These have been incorporated in the financial statements under the appropriate classifications. The consolidated entity has interests in the following joint operations:

Ownership interest
Principal place of business / 2023 2022
Name Country of incorporation % %
Torrens joint venture located in South Australia*
Australia
70% 70%
Canbelago joint venture located in NSW Australia 30% 30%
  • During the 2023 financial year, the Company entered into an agreement to divest its 70% joint venture interest in the Torrens exploration project (EL6407) in South Australia in return for a 2.5% net smelter royalty. The carrying value of the Torrens project of $1.700 million was fully written-off (note 12).

33. Deed of cross guarantee

Aeris Resources Limited has entered into a Deed of Cross Guarantee (the Deed) with its wholly-owned subsidiaries as listed in note 31. The effect of the Deed is that the members of the Closed Group guarantee to each creditor, payment in full of any debt, in the event of winding up of any of the members under certain provisions of the Corporations Act 2001.

ASIC Corporations (Wholly-owned Companies) Instrument 2016/785 provides relief to parties to the Deed from the Corporations Act 2001 requirements for preparation, audit and lodgement of Financial Reports and Directors’ reports, subject to certain conditions as set out therein.

The consolidated statement of comprehensive income and consolidated statement of financial position are substantially the same as the consolidated entity and therefore have not been separately disclosed.

34. Events after the reporting period

Jaguar Operations

On 2 August 2023, Aeris announced that it would be placing the Jaguar Zinc/Copper Operations (Jaguar) on care and maintenance in September 2023, due to forecast operating losses in FY2024. The Company will immediately commence feasibility work on restart options for the operation, incorporating other known resources on the tenements.

AERIS RESOURCES | 139

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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34. Events after the reporting period (continued)

New debt funding

The Company also announced on 2 August 2023 that it had entered into a new $50 million, 2 year debt facility (WHSP Facility) with its major shareholder, Washington H. Soul Pattinson (WHSP). The Facility will provide working capital liquidity to enable the Company to deliver on its FY2024 plans, whilst also facilitating an orderly suspension of activities at Jaguar. The Facility will replace the ANZ $20 million Working Capital Facility and have second ranking security to the remaining ANZ facilities. The ANZ Contingent Instrument Facility has been increased to $50m and extended to 30 August 2024. On 7 August 2023, the Group completed a drawdown of $40 million from the WHSP Facility.

The WHSP and ANZ facilities are subject to financial covenants that include net tangible assets balance; a ratio of Debt to EBITDA and an interest cover ratio. A breach of a financial covenant will result in an event of default.

No other matter or circumstance has arisen since 30 June 2023 that has significantly affected, or may significantly affect the consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial years.

35. Cash flow information

Reconciliation of profit/(loss) after income tax to net cash from operating activities

Profit/(loss) after income tax expense for the year
Adjustments for:
Depreciation and amortisation
Impairment of exploration assets
Share-based payments
Fair value losses on financial assets at fair value through profit or loss
Unrealised foreign exchange losses
Finance costs - non-cash
Change in operating assets and liabilities:
Decrease/(increase) in trade and other receivables
Decrease in inventories
Increase in deferred tax assets
Increase in prepayments
Increase/(decrease) in trade and other payables
Increase/((decrease) in provisions
Net cash from operating activities
2023
$'000
(139,754)
150,571
1,700
3,204
1,375
(107)
4,563
(15,909)
22,193
(179)
(1,839)
32,332
1,149
2022
$'000
6,010

74,334

4,349

910

1,439
898

3,116
4,953

3,166
-
(54)

(5,786)

(335)
59,299
93,000

140 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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35. Cash flow information (continued)

Changes in liabilities arising from financing activities

Balance at 1 July 2021
Net cash used in financing activities
Acquisition of plant and equipment by means of leases
Exchange differences
Balance at 30 June 2022
Net cash used in financing activities
Acquisition of plant and equipment by means of leases
Exchange differences
Balance at 30 June 2023
Borrowings
$'000
27,392
(27,611)
-
577
Leases
$'000
8,269
(6,510)
13,715
-
Total
$'000
35,661
(34,121)
13,715
577
358
(38)
-
-
15,474
(9,731)
18,748
-
15,832
(9,769)
18,748
-
320 24,491 24,811

AERIS RESOURCES | 141

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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36. Earnings per share

Profit/(loss) after income tax attributable to the owners of Aeris Resources Limited
Weighted average number of ordinary shares used in calculating basic earnings per share
Adjustments for calculation of diluted earnings per share:
Rights over ordinary shares
Weighted average number of ordinary shares used in calculating diluted earnings per
share
Basic earnings/(loss) per share
Diluted earnings/(loss) per share
2023
$'000
(139,754)
2022
$'000
6,010
Number
690,945,595
-
Number
338,631,120
7,780,845
690,945,595 346,411,965
Cents
(20.2)
(20.2)
Cents
1.8
1.7

Share consolidation and impact on weighted average number of shares

On 8 July 2022, the Company completed a share consolidation at the ratio of 7 fully paid ordinary shares into 1 fully paid ordinary share (refer note 19). The weighted average number of ordinary shares for 30 June 2022 has been adjusted for the effect of the share consolidation, in accordance with AASB 133 Earnings per share.

Performance rights

The outstanding performance rights at 30 June 2023 (exercisable at $nil each) have not been included in the diluted earnings per share calculation for the year ended 30 June 2023 as the rights would be anti-dilutive.

Management options

There were no outstanding unlisted management options at 30 June 2023 and 30 June 2022.

Accounting policy for earnings per share

Basic earnings per share

Basic earnings per share is calculated by dividing the profit attributable to the owners of Aeris Resources Limited, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the financial year.

Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.

37. Share-based payments

Aeris Equity Incentive Plan

The Equity Incentive Plan is designed to provide an incentive to the Company's employees and executive Directors to achieve the long term objectives of the Company and to attract employees of experience and ability. The Equity Incentive Plan provides the Company with the ability to grant options or performance rights (each an Award). An Award is an entitlement to receive a share upon satisfaction of the applicable vesting or exercise conditions, the exercise (or deemed exercise) of the Award and the payment of an exercise price (if applicable).

142 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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37. Share-based payments (continued)

At the Company's Annual General Meeting held on 26 November 2020, the shareholders approved the Company's Equity Incentive Plan.

The following performance rights have been granted to eligible employees under this plan: (a) 35,777,281 performance rights on 26 November 2020 (b) 17,462,443 performance rights on 25 November 2021 (c) 9,552,451 performance rights 0n 2 December 2022

The performance rights are split into 4 equal tranches and vest over a three-year term in accordance with the following performance criteria:

Percentage
Tranche of rights Grant date Performance criteria
1 25% 26/11/2020 Total shareholder return performance relative to a group of peer companies
for the period 1 July 2020 to 30 June 2023.
25/11/2021 Total shareholder return performance relative to a group of peer companies
for the period 1 July 2021 to 30 June 2024.
02/12/2022 Total shareholder return performance relative to a group of peer companies
for the period 1 July 2022 to 30 June 2025.
2 25% 26/11/2020 Total share price increase for the period 1 July 2020 to 30 June 2023.
25/11/2021 Total share price increase for the period 1 July 2021 to 30 June 2024.
02/12/2022 Total share price increase for the period 1 July 2022 to 30 June 2025.
3 25% 26/11/2020 Gold Ounces Reserve increase for the period 1 July 2020 to 30 June 2023.
25/11/2021 Gold Ounces Reserve increase for the period 1 July 2021 to 30 June 2024.
30% 02/12/2022 Copper Equivalent Ore Reserve Growth for the period 1 July 2022 to 30 June
2025.
4 25% 26/11/2020 Copper Ounces Reserve increase for the period 1 July 2020 to 30 June 2023.
25/11/2021 Copper Ounces Reserve increase for the period 1 July 2021 to 30 June 2024.
20% 02/12/2022 Copper Equivalent Mineral Resources Growth for the period 1 July 2022 to 30
June 2025

Set out below are summaries of performance rights granted under the Aeris Equity Incentive Plan:

2023
End of
performance
Exercise
Grant date
period
price
26/11/2020
30/06/2023
$0.000
25/11/2021
30/06/2024
$0.000
02/12/2022
30/06/2025
$0.000
Balance at
the start of
the year

33,157,392
15,625,101
-
Share
consolidation*
(28,420,622)
(13,392,944)
-

Granted
-
-
9,552,451
Expired/
forfeited/
other
-
-
(131,052)
Balance at
the end of
the year
4,736,770
2,232,157
9,421,399
48,782,493 (41,813,566) 9,552,451 (131,052) 16,390,326
  • On 8 July 2022, the performance rights were consolidated at the ratio of 7 performance rights into 1 performance right (refer note 19).

The weighted average remaining contractual life of performance rights outstanding at the end of the financial year was 1.29 (2022: 1.30) years.

AERIS RESOURCES | 143

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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37. Share-based payments (continued)

2022

End of
performance
Exercise
Grant date
period
price
26/11/2020
30/06/2023
$0.000
25/11/2021
30/06/2024
$0.000
Balance at
the start of
the year
35,777,281
-
Granted
-
17,462,443
Exercised
-
-
Expired/
forfeited/
other
(2,619,889)
(1,837,342)
Balance at
the end of
the year
33,157,392
15,625,101
35,777,281 17,462,443 - (4,457,231) 48,782,493

For the performance rights granted during the current financial year, the valuation model inputs used to determine the fair value at the grant date, are as follows:

End of
performance Share price at Expected Dividend Risk-free Fair value at
Grant date period grant date Exercise price volatility yield interest rate grant date
02/12/2022 30/06/2025 $0.0000 $0.48 93.870% - 3.040% $0.5744

Each Right consists of 4 Tranches (Tranche 1: TSR, 2: Share price, 3: Copper Equivalent Ore Reserve and 4: Copper Equivalent Mineral Resources). Tranche 1 and Tranche 2 were valued at $0.5449 and $0.4926 per share respectively, and Tranche 3 and 4 at $0.63 per share.

Set out below are summaries of options granted:

2022

2022
End of
performance
Exercise
Grant date
period
price
15/12/2015
31/12/2021
$0.000
Balance at
the start of
the year
47,228,407
Granted
-
Exercised
(47,228,407)
Expired/
forfeited/
other
-
Balance at
the end of
the year
-
47,228,407 - (47,228,407) - -

The weighted average share price at the date of exercise of options exercised during the year ended 30 June 2022 was $0.178.

Employee Share Acquisition Plan (ESAP)

A scheme under which shares may be issued by the Company to employees for no cash consideration was approved by the Board on 23 May 2011 and the ASIC exemption relief was published in the ASIC Gazette A045/11 on 7 June 2011.

The ESAP operates by allowing participants to obtain shares in the Company at market price, which are funded by a limited recourse interest free loan provided by the Company. The shares are held in trust with vesting of the shares subject to service conditions. If vesting conditions are satisfied, the shares continue to be held in trust subject to a holding lock until the underlying loan is repaid in full. The trust is currently dormant and there are no shares issued or allocated under the ESAP Plan.

Expenses arising from share-based payment transactions

Total expenses arising from share-based payment transactions recognised during the year as part of employee benefit expense were as follows:

Employee performance rights issued under the Aeris Equity Incentive Plan 2023
$'000
3,204
2022
$'000

910

144 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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37. Share-based payments (continued)

Accounting policy for share-based payments

Equity-settled and cash-settled share-based compensation benefits are provided to employees.

Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange of services, where the amount of cash is determined by reference to the share price.

The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using either the Binomial or Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine whether the consolidated entity receives the services that entitle the employees to receive payment. No account is taken of any other vesting conditions.

The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods.

The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by applying either the Binomial or Black-Scholes option pricing model, taking into consideration the terms and conditions on which the award was granted. The cumulative charge to profit or loss until settlement of the liability is calculated as follows:

  • during the vesting period, the liability at each reporting date is the fair value of the award at that date multiplied by the expired portion of the vesting period; and

  • from the end of the vesting period until settlement of the award, the liability is the full fair value of the liability at the reporting date.

All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is the cash paid to settle the liability.

Market conditions are taken into consideration in determining fair value. Therefore any awards subject to market conditions are considered to vest irrespective of whether or not that market condition has been met, provided all other conditions are satisfied.

If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been made. An additional expense is recognised, over the remaining vesting period, for any modification that increases the total fair value of the share-based compensation benefit as at the date of modification.

If the non-vesting condition is within the control of the consolidated entity or employee, the failure to satisfy the condition is treated as a cancellation. If the condition is not within the control of the consolidated entity or employee and is not satisfied during the vesting period, any remaining expense for the award is recognised over the remaining vesting period, unless the award is forfeited.

If equity-settled awards are cancelled, they are treated as if they had vested on the date of cancellation, and any remaining expense is recognised immediately. If a new replacement award is substituted for the cancelled award, the cancelled and new award is treated as if they were a modification.

38. Significant accounting policies

The principal accounting policies adopted in the preparation of the financial statements are set out either in the respective notes or below. These policies have been consistently applied to all the years presented, unless otherwise stated.

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Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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38. Significant accounting policies (continued)

New or amended Accounting Standards and Interpretations adopted

The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ("AASB") that are mandatory for the current reporting period. The adoption of these new or amended Accounting Standards and Interpretations did not have a material effect on the consolidated financial statements for the year.

Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.

Basis of preparation

These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board ("IASB").

The Company has reviewed the ability of the consolidated entity to continue as a going concern and, based on its cash flow and the covenant compliance forecasts for a period of 12 months from the date of signing of the financial statements and current access to funding, concluded there are reasonable grounds to believe the consolidated entity will continue as a going concern.

The financial statements have been prepared on a going concern basis, which contemplates the continuity of normal business activities and the realisation of assets and settlement of liabilities in the ordinary course of business, consistent with that prepared in prior year.

During the year ended 30 June 2023, the Company recognised a consolidated loss after tax of $139.754 million (2022: profit of $6.010 million) and had net cash inflows from operating activities of $59.300 million and total net cash outflows of $118.301 million. At 30 June 2023, the Company held cash and cash equivalents of $19.533 million, a positive net asset position of $266.369 million and a net current liability position of $55.706 million. As noted in note 34, the Company entered into a new $50 million, 2 year debt facility with WHSP (WHSP Facility). The Facility will assist working capital liquidity for the Company’s FY2024 plans, whilst also facilitating an orderly suspension of activities at Jaguar. The Facility will replace the ANZ $20 million Working Capital Facility and have second-ranking security to the remaining ANZ facilities. The ANZ Contingent Instrument Facility was increased to $50m and extended to 30 August 2024. On 7 August 2023, the Group executed a drawdown of $40 million on the WHSP Facility.

Historical cost convention

The financial statements have been prepared under the historical cost convention, as modified by the revaluation of financial assets and liabilities (including derivative financial instruments) at fair value through profit and loss.

Comparative figures have been adjusted to conform to the presentation of the financial statements and notes for the current financial year, where required, to enhance comparability.

Critical accounting estimates

The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the consolidated entity's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 39.

Parent entity information

In accordance with the Corporations Act 2001, these financial statements present the results of the consolidated entity only. Supplementary information about the parent entity is disclosed in note 29.

Principles of consolidation

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Aeris Resources Limited ('Company' or 'parent entity') as at 30 June 2023 and the results of all subsidiaries for the year then ended. Aeris Resources Limited and its subsidiaries together are referred to in these financial statements as the 'consolidated entity'.

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Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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38. Significant accounting policies (continued)

Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity controls an entity when the consolidated entity 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 to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the consolidated entity. They are de-consolidated from the date that control ceases.

Intercompany transactions, balances and unrealised gains on transactions between entities in the consolidated entity are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the consolidated entity.

The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable to the parent.

Where the consolidated entity loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and non-controlling interest in the subsidiary together with any cumulative translation differences recognised in equity. The consolidated entity recognises the fair value of the consideration received and the fair value of any investment retained together with any gain or loss in profit or loss.

Current and non-current classification

Assets and liabilities are presented in the consolidated statement of financial position based on current and non-current classification.

An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the consolidated entity's normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12 months after the reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period. All other assets are classified as non-current.

A liability is classified as current when: it is either expected to be settled in the consolidated entity's normal operating cycle; it is held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities are classified as non-current.

Deferred tax assets and liabilities are always classified as non-current.

Derivative financial instruments

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured to their fair value at each reporting date. The accounting for subsequent changes in fair value depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged.

The consolidated entity designates certain derivatives as either:

  • hedges of the fair value of recognised assets or liabilities or a firm commitment (fair value hedges)

  • hedges of a particular risk associated with the cash flows of recognised assets and liabilities and highly probable forecast transactions (cash flow hedges).

AERIS RESOURCES | 147

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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38. Significant accounting policies (continued)

At inception of the hedge relationship, the consolidated entity documents the economic relationship between hedging instruments and hedged items including whether changes in the cash flows of the hedging instruments are expected to offset changes in the cash flows of hedged items. The consolidated entity documents its risk management objective and strategy for undertaking its hedge transactions. The fair values of derivative financial instruments designated in hedge relationships are disclosed in note 16. Movements in the hedging reserve in shareholders’ equity are shown in note 21. The full fair value of a hedging derivative is classified as a non-current asset or liability when the remaining maturity of the hedged item is more than 12 months; it is classified as a current asset or liability when the remaining maturity of the hedged item is less than 12 months. Trading derivatives are classified as a current asset or liability.

(i) Cash flow hedges that qualify for hedge accounting

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in the cash flow hedge reserve within equity. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss, within other gains/(losses).

Amounts accumulated in equity are reclassified in the periods when the hedged item affects profit or loss.

When a hedging instrument expires, or is sold or terminated, or when a hedge no longer meets the criteria for hedge accounting, any cumulative deferred gain or loss and deferred costs of hedging in equity are immediately reclassified to profit or loss.

Joint operations

A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. The consolidated entity has recognised its share of jointly held assets, liabilities, revenues and expenses of joint operations. These have been incorporated in the financial statements under the appropriate classifications.

Investments and other financial assets

Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the initial measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured at either amortised cost or fair value depending on their classification. Classification is determined based on both the business model within which such assets are held and the contractual cash flow characteristics of the financial asset unless an accounting mismatch is being avoided.

Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the consolidated entity has transferred substantially all the risks and rewards of ownership. When there is no reasonable expectation of recovering part or all of a financial asset, it's carrying value is written off.

Financial assets at amortised cost

A financial asset is measured at amortised cost only if both of the following conditions are met: (i) it is held within a business model whose objective is to hold assets in order to collect contractual cash flows; and (ii) the contractual terms of the financial asset represent contractual cash flows that are solely payments of principal and interest.

Financial assets at fair value through profit or loss

Financial assets not measured at amortised cost or at fair value through other comprehensive income are classified as financial assets at fair value through profit or loss. Typically, such financial assets will be either: (i) held for trading, where they are acquired for the purpose of selling in the short-term with an intention of making a profit, or a derivative; or (ii) designated as such upon initial recognition where permitted. Fair value movements are recognised in profit or loss.

Impairment of financial assets

The consolidated entity recognises a loss allowance for expected credit losses on financial assets which are either measured at amortised cost or fair value through other comprehensive income. The measurement of the loss allowance depends upon the consolidated entity's assessment at the end of each reporting period as to whether the financial instrument's credit risk has increased significantly since initial recognition, based on reasonable and supportable information that is available, without undue cost or effort to obtain.

148 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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38. Significant accounting policies (continued)

Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month expected credit loss allowance is estimated. This represents a portion of the asset's lifetime expected credit losses that is attributable to a default event that is possible within the next 12 months. Where a financial asset has become credit impaired or where it is determined that credit risk has increased significantly, the loss allowance is based on the asset's lifetime expected credit losses. The amount of expected credit loss recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate.

For financial assets mandatorily measured at fair value through other comprehensive income, the loss allowance is recognised in other comprehensive income with a corresponding expense through profit or loss. In all other cases, the loss allowance reduces the asset's carrying value with a corresponding expense through profit or loss.

Impairment of non-financial assets

Non-financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount.

Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The value-in-use is the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to form a cash-generating unit.

Finance costs

Finance costs attributable to qualifying assets are capitalised as part of the asset. All other finance costs are expensed in the period in which they are incurred.

Goods and Services Tax (GST) and other similar taxes

Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the tax authority. In this case it is recognised as part of the cost of the acquisition of the asset or as part of the expense.

Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the tax authority is included in other receivables or other payables in the consolidated statement of financial position.

Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable from, or payable to the tax authority, are presented as operating cash flows.

Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the tax authority.

Rounding of amounts

The Company is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and Investments Commission, relating to 'rounding-off'. Amounts in this report have been rounded off in accordance with that Corporations Instrument to the nearest thousand dollars, or in certain cases, the nearest dollar.

New Accounting Standards and Interpretations not yet mandatory or early adopted

Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory, have not been early adopted by the consolidated entity for the annual reporting period ended 30 June 2023. The consolidated entity has not yet assessed the impact of these new or amended Accounting Standards and Interpretations.

AERIS RESOURCES | 149

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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39. Critical accounting judgements, estimates and assumptions

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on historical experience and on other various factors, including expectations of future events, that management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are discussed below.

Liquidity and access to Credit Facility and Term Loan

At 30 June 2023, the Company held cash and cash equivalents of $19.533 million, a positive net asset position of $266.369 million and a net current liability position of $55.706 million. The Company had $7.973 million undrawn on its Contingent Instrument Facility and $20 million undrawn on its Working Capital Facility with Australia and New Zealand Banking Group Limited (ANZ). During the fourth quarter of the year, the Group breached its Debt to EBITDA Ratio covenant in relation to its lending facilities with ANZ, however this breach has been waived by ANZ subsequent to year end.

The Company entered into a $50 million debt facility with WHSP (WHSP Facility) subsequent to year end (please refer to note 34), and also executed an amendment to the existing Loan Facility with ANZ which extends the renewal period of the ANZ Facilities under the agreement to 30 August 2024 (with a review date of 30 June 2024) and retires the $20 million ANZ Working Capital Facility upon drawdown of the WHSP Facility. On 7 August 2023, the Group executed a drawdown of $40 million on the WHSP Facility.

The WHSP and ANZ facilities are subject to financial covenants that include net tangible assets balance; a ratio of Debt to EBITDA and an interest cover ratio which is measured at the end of each quarter. A breach of a financial covenant will result in an event of default.

The Company has used significant judgments and assumptions in developing the cash flow and debt covenant compliance forecasts. The Company’s calculations are based on forecasts for a period of 12 months from the date of signing of the financial statements, and access to current funding. These assumptions included expected revenue based on consensus AUD commodity prices, forecast production and operating and capital expenditures based on the Board approved budgets and supply chain creditors continuing to provide critical supplies on payment terms consistent with their current course of conduct.

Business combination estimates

In applying business combination accounting to its acquisitions, the Group makes estimations of future cash flows and applies an appropriate discount rate to measure identified assets, including Mine properties. Contingent consideration included in Other Liabilities (note 18), is measured at fair value and has been estimated using present value techniques by discounting the probability-weighted estimated cash flows. The future cash flows involve the estimation of future earnings to be generated by the acquired business for a defined period. At each reporting date, the contingent consideration liability is reassessed against revised estimates and any increase or decrease in the fair value of the liability results in a corresponding gain or loss to profit or loss. The increase in the deferred consideration liability resulting from the passage of time is recognised as a finance cost.

Mineral Resources and Ore Reserve estimates

In order to calculate Mineral Resources and Ore Reserves, estimates and assumptions are required about a range of geological, technical and economic factors. Estimating the quality and/or grade of the Mineral Resources and Ore Reserves requires the size, shape and depth of mineral and ore bodies to be determined by analysing geological data such as drilling samples. This process may require complex and difficult geological judgements and calculations to interpret the data. The consolidated entity is required to determine and report Mineral Resources and Ore Reserves in Australia under the principles incorporated in the 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves, known as the JORC Code. The JORC Code requires the use of reasonable investment assumptions to calculate Mineral Resources and Ore Reserves.

150 | 2023 ANNUAL REPORT

Aeris Resources Limited Notes to the consolidated financial statements 30 June 2023

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39. Critical accounting judgements, estimates and assumptions (continued)

As the economic assumptions used to estimate Mineral Resources and Ore Reserves change from year to year, and as additional geological data is generated during the course of operations, estimates of Mineral Resources and Ore Reserves may change from year to year. Changes in reported Mineral Resources and Ore Reserves may affect the consolidated entity's financial results and financial position in a number of ways, including the following:

  • Recognition of deferred tax on mineral rights and exploration recognised on acquisitions;

  • Recoverable amount of deferred mining expenditure and capitalisation of development costs; and

  • Units of production method of depreciation and amortisation.

Units of production method of amortisation

The Company uses the units of production basis when amortising mine development assets which results in an amortisation charge proportional to the depletion of the anticipated remaining life of mine production. Each item's economic life, which is assessed annually, has due regard to both its physical life limitations and to present assessments of economically recoverable reserves of the mine property at which it is located. These calculations require the use of estimates and assumptions. The changes in ore reserves and mineral resources driving the remaining life of mine production are accounted for prospectively when amortising existing mine development assets.

Estimation for the provision for rehabilitation and dismantling

Provision for rehabilitation and dismantling of property, plant and equipment is estimated taking into consideration facts and circumstances available at the balance sheet date. This estimate is based on the expenditure required to undertake the rehabilitation and dismantling, taking into consideration time value. This requires the use of estimates and judgements in relation to a range of inputs including:

  • Mineral Resources and Ore Reserves, and mine planning scheduling;

  • Production costs; and

  • Discount rates.

Impairment of non-financial assets

The consolidated entity considers annually whether there have been any indicators of impairment and then tests whether or not non-current assets have suffered an impairment, in accordance with the accounting policy stated in note 38.

This requires the use of estimates and judgements in relation to a range of inputs including:

  • Commodity prices;

  • Exchange rates;

  • Mineral Resources and Ore Reserves, and mine planning scheduling;

  • Production costs; and

  • Discount rates.

Refer to note 11 for additional detail regarding the estimates and judgements applied to impairment testing carried out during the year ended 30 June 2023.

Recoverability of deferred tax assets

In determining the recoverability of deferred tax assets, management prepare and review an analysis of estimated future results which support the future realisation of the deferred tax assets. The estimated future results are derived from estimates also used for impairment assessments referred to in the notes to the consolidated financial statements. To the extent that cash flows and taxable income differ significantly from estimates, the ability of the consolidated entity to realise recognised deferred tax assets would be impacted.

AERIS RESOURCES | 151

Aeris Resources Limited Directors' declaration 30 June 2023

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In the Directors' opinion:

  • the attached financial statements and notes comply with the Corporations Act 2001, the Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements;

  • the attached financial statements and notes comply with International Financial Reporting Standards as issued by the International Accounting Standards Board as described in note 38 to the financial statements;

  • the attached financial statements and notes give a true and fair view of the consolidated entity's financial position as at 30 June 2023 and of its performance for the financial year ended on that date;

  • there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable; and

  • at the date of this declaration, there are reasonable grounds to believe that the members of the Closed Group will be able to meet any obligations or liabilities to which they are, or may become, subject by virtue of the deed of cross guarantee described in note 33 to the financial statements.

The Directors have been given the declarations required by section 295A of the Corporations Act 2001.

Signed in accordance with a resolution of Directors made pursuant to section 295(5)(a) of the Corporations Act 2001.

On behalf of the Directors

_________ Andre Labuschagne Executive Chairman

30 August 2023 Brisbane

152 | 2023 ANNUAL REPORT

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Independent auditor’s report

To the members of Aeris Resources Limited

Report on the audit of the financial report

Our opinion

In our opinion:

The accompanying financial report of Aeris Resources Limited (the Company) and its controlled entities (together the Group) is in accordance with the Corporations Act 2001 , including:

  • (a) giving a true and fair view of the Group's financial position as at 30 June 2023 and of its financial performance for the year then ended

  • (b) complying with Australian Accounting Standards and the Corporations Regulations 2001 .

What we have audited

The Group financial report comprises:

  • the consolidated statement of financial position as at 30 June 2023

  • the consolidated statement of comprehensive income for the year then ended

  • the consolidated statement of changes in equity for the year then ended

  • the consolidated statement of cash flows for the year then ended

  • the notes to the consolidated financial statements, which include significant accounting policies and other explanatory information

  • the directors’ declaration.

Basis for opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial report section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

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Our audit approach

An audit is designed to provide reasonable assurance about whether the financial report is free from material misstatement. Misstatements may arise due to fraud or error. They are considered material if individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial report.

We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial report as a whole, taking into account the geographic and management structure of the Group, its accounting processes and controls and the industry in which it operates.

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Materiality

  • For the purpose of our audit we used overall Group materiality of $6.3m, which represents approximately 5% of the Group’s loss before tax adjusted for impairment charge and transaction costs.

  • We applied this threshold, together with qualitative considerations, to determine the scope of our audit and the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements on the financial report as a whole.

  • We chose Group loss before tax because, in our view, it is the benchmark against which the performance of the Group is most commonly measured. We also adjusted for impairment charge and transaction costs as they are unusual or infrequently occurring items impacting profit and loss.

Audit scope

  • Our audit focused on where the Group made subjective judgements; for example, significant accounting estimates involving assumptions and inherently uncertain future events.

  • The Group has exploration and production assets at the Tritton mine in New South Wales, the Cracow and Mt Colin mines in Queensland and at the Jaguar Mine in Western Australia. The Group also has the Stockman exploration project in Victoria.

  • The accounting processes are structured around the head office finance function at the Group’s corporate office in Brisbane.

  • We utilised a 5% threshold based on our professional judgement, noting it is within the range of commonly acceptable thresholds.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report for the current period. The key audit matters were addressed in the

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context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Further, any commentary on the outcomes of a particular audit procedure is made in that context. We communicated the key audit matters to the Audit and Risk Committee.

Key audit matter How our audit addressed the key audit matter
Basis of preparation of Financial Report
(Refer to note 38 and 39)
In assessing the appropriateness of the Group’s going
concern basis of preparation for the financial report we

In assessing the appropriateness of the Group’s going concern basis of preparation for the financial report, we performed the following procedures, amongst others:

As described in Note 38 to the financial report, the financial statements have been prepared by the Group on a going concern basis, which contemplates that the Group will continue to meet its commitments, realise its assets and settle its liabilities in the normal course of business.

  • enquired of management and the board of directors as to their knowledge of events or conditions that may cast significant doubt on the Group's ability to continue as a going concern.

  • evaluated the appropriateness of the Group's assessment of their ability to continue as a going concern, including whether the level of analysis is appropriate given the nature of the Group. The period covered is at least 12 months from the date of our auditor’s report and relevant information of which we are aware as a result of the audit has been included.

At 30 June 2023, the Group had a net current liability position of $55.7 million, and for the year then ended a consolidated loss after tax of $139.8 million, and total net cash outflows of $118.3 million. During the fourth quarter of the year, the Group breached its Debt to EBITDA ratio covenant in relation to its lending facilities with ANZ, however this breach has been waived by ANZ subsequent to year end.

As described in note 39, Management used significant judgments and assumptions in developing the cash flow forecasts and debt covenant compliance calculations in considering its ability to continue as a going concern. These assumptions included expected revenue based on consensus AUD commodity prices, together with forecast operating and capital expenditures based on the Board approved budgets and supply chain creditors continuing to provide critical supplies on payment terms consistent with their current course of conduct.

  • compared key underlying data and assumptions used in the Group’s cash flow and debt covenant compliance forecasts to approved budgets, historical performance or market forecasts as relevant. This included but was not limited to forecasted AUD commodity prices, production and operating costs.

  • developed an understanding of expenditure in the cash flow forecast that is committed and what could be considered discretionary.

Assessing the appropriateness of the Group’s basis of preparation for the financial report was a key audit matter due to its importance to the financial report and the significant level of judgement involved in forecasting future cash flows and debt covenant compliance calculations for a period of 12 months from the audit report date.

  • read the terms associated with debt and facility agreements and:

  • agreed debt covenants to management’s calculations; and

  • o assessed the amount of the facility available for drawdown over the forecast period.

  • assessed debt waiver confirmation from ANZ.

  • evaluated whether, in view of the requirements of Australian Accounting Standards, the financial report provides adequate disclosures about these events or conditions.

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Key audit matter

Assessing the carrying value of Jaguar Cash Generating Unit (Refer to note 10 and 11)

As at 30 June 2023, the Group recognised Property, Plant and Equipment, Mine Properties and Exploration and Evaluation Assets related to the Jaguar Cash Generating Unit (CGU) on the consolidated statement of financial position.

During the year, the Group identified an indicator of impairment for the Jaguar Cash Generating Unit (CGU) and therefore undertook an impairment assessment of this CGU. The recoverable amount of the CGU was assessed using the fair value less cost of disposal methodology.

The Group has commissioned an independent valuation of the Jaguar CGU on a care and maintenance basis. The independent valuation has used a number of techniques including actual and comparable transaction analysis. The recoverable amount is in excess of the carrying amount and therefore no impairment has been recognised. In calculating the recoverable amount, consideration has been given to the cash flows required to place Jaguar into care and maintenance.

The impairment assessment required the Group to make significant judgements in relation to assumptions, including :

  • Fair value assigned to resources on a care and maintenance basis;

  • Comparable transactions;

  • Timing and length of the period of care and maintenance; and

  • Commodity prices, exchange rates, production activity and costs relating to cash flows required to put Jaguar on care and maintenance.

The assessment of impairment was a key audit matter due to the level of judgements and assumptions involved in determining the recoverable value of the Jaguar CGU Assets.

How our audit addressed the key audit matter

We performed the following procedures, amongst others:

  • assessed whether the Jaguar CGU appropriately included all directly attributable assets and liabilities.

  • together with our valuation experts, assessed whether the valuation methodology, utilising a combination of resource multiples and cash flows to estimate the recoverable amount of the Jaguar CGU, was consistent with the basis required by Australian Accounting Standards.

  • obtained Joint Ore Reserve Committee (JORC) report used by management's valuation expert and agreed the JORC statement to the input data used in the independent valuers expert report.

  • considered the competency, qualifications, experience and objectivity of the Group’s independent valuers who assisted them in the determination of the recoverable amount.

  • considered the competency, qualifications, experience and objectivity of the Group’s JORC competent person for Jaguar CGU.

  • assessed whether the forecast cash flows to put Jaguar CGU on care and maintenance where appropriate by comparing:

  • Zinc and copper pricing data and currency exchange rate assumptions to current independent industry forecasts.

  • The Group’s forecasts of production and costs to the most recent internal budgets.

  • evaluated the reasonableness of the disclosures made in note 11, in light of the requirements of Australian Accounting Standards.

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Key audit matter Business Combinations (Refer to note 30) The Group acquired 100% of the issued shares in Round Oak Minerals Pty Limited for total consideration of $149.1 million, as described in note 30 of the financial report.

The accounting for the acquisition was a key audit matter because it was a significant transaction for the year given the financial and operational impacts on the Group. In addition, the Group made complex judgements when accounting for the acquisition, including:

  • identifying all assets and liabilities of the newly acquired business and estimating the fair value of each asset and liability for initial recognition by the Group, particularly the mine properties and exploration and evaluation assets.

  • allocating the purchase price between the various Round Oak mining and exploration operations.

How our audit addressed the key audit matter Assisted by PwC valuation experts in aspects of our work, our procedures included the following, amongst others:

  • evaluating the Group’s accounting against the requirements of Australian Accounting Standards ; key transaction agreements; our understanding of the business acquired and its industry and selected minutes of board meetings.

  • assessed the fair values of the acquired assets and liabilities recognised, including:

  • the scope, competence and objectivity of the Group’s external experts involved in estimating the fair value of the acquired assets and liabilities.

  • reading the independent valuers reports and working with our valuation experts to assess the significant assumptions used in valuing the acquired assets and liabilities.

  • together with our valuation experts, evaluated the methodology used by the Group’s independent valuers in preparing the purchase price allocation against the requirements of the Australian Accounting Standards.

  • agreed the amount of the purchase consideration paid and the working capital adjustment received to the transaction agreement, bank statements and ASX securities lodgements.

  • considered the adequacy of the business combination disclosures in Note 30 in light of the requirements of Australian Accounting Standards

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Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report for the year ended 30 June 2023, but does not include the financial report and our auditor’s report thereon. Prior to the date of this auditor's report, the other information we obtained included the Corporate Directory and the Director’s report. We expect the remaining other information to be made available to us after the date of this auditor's report.

Our opinion on the financial report does not cover the other information and we do not and will not express an opinion or any form of assurance conclusion thereon through our opinion on the financial report. We have issued a separate opinion on the remuneration report.

In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

If, based on the work we have performed on the other information that we obtained prior to the date of this auditor’s report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

When we read the other information not yet received, if we conclude that there is a material misstatement therein, we are required to communicate the matter to the directors and use our professional judgement to determine the appropriate action to take.

Responsibilities of the directors for the financial report

The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial report

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial report.

A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at:

https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf. This description forms part of our auditor's report.

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Report on the remuneration report

Our opinion on the remuneration report

We have audited the remuneration report included in pages 15 84 to 27 of the directors’ report for the 96 year ended 30 June 2023.

In our opinion, the remuneration report of Aeris Resources Limited for the year ended 30 June 2023 complies with section 300A of the Corporations Act 2001.

Responsibilities

The directors of the Company are responsible for the preparation and presentation of the remuneration report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the remuneration report, based on our audit conducted in accordance with Australian Auditing Standards.

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PricewaterhouseCoopers

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Marcus Goddard Partner

Brisbane 30 August 2023

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Shareholder Information

HOLDINGS RANGE REPORT

HOLDING RANGES HOLDERS TOTAL UNITS % ISSUED SHARE CAPITAL
Above 0 up to and including 1,000 1,710 927,069 0.13%
Above 1,000 up to and including 5,000 3,909 10,327,409 1.49%
Above 5,000 up to and including 10,000 1,783 13,750,820 1.99%
Above 10,000 up to and including 100,000 3,503 110,450,138 15.99%
Above 100,000 470 555,490,159 80.40%
Totals 11,375 690,945,595 100.00%

Report generated on 13 September 2023

ISSUED CAPITAL

ISSUED CAPITAL
RANGE
Fully paid ordinary Shares 690,945,595

The information set out above was applicable as at 13 September 2023

SUBSTANTIAL HOLDERS

SUBSTANTIAL HOLDERS SUBSTANTIAL HOLDERS
SHAREHOLDER UNITS %
1 Washington H Soul Pattinson And Company Limited 209,523,810 30.32%
2 Tudor Court 68,322,301 9.89%

The information set out above was applicable as at 31 August 2023

TOP HOLDERS REPORT

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----- Start of picture text -----

POSITION HOLDER NAME HOLDING % IC
1 Washington H Soul Pattinson and Company Limited 209,523,810 30.32%
2 HSBC Custody Nominees (Australia) Limited 118,302,350 17.12%
3 Citicorp Nominees Pty Limited 39,120,437 5.66%
4 J P Morgan Nominees Australia Pty Limited 24,429,415 3.54%
5 HSBC Custody Nominees (Australia) Limited 8,113,393 1.17%
6 Tom Hadley Enterprises Pty Ltd 7,000,000 1.01%
7 National Nominees Limited 5,998,272 0.87%
8 Mr Willie Labuschagne 5,357,749 0.78%
9 BNP Paribas Noms Pty Ltd 3,140,111 0.45%
10 BNP Paribas Nominees Pty Ltd 2,976,113 0.43%
11 Certane Ct Pty Ltd 2,505,454 0.36%
12 Mr Kenneth Joseph Hall 2,466,490 0.36%
13 Certane Ct Pty Ltd 2,215,352 0.32%
14 Mr Robert Allan Brainsbury 1,949,316 0.28%
15 Glencore Finance (Bermuda) Ltd 1,878,759 0.27%
16 Palm Beach Nominees Pty Limited 1,830,910 0.26%
17 Greenhill Road Investments Pty Ltd 1,800,000 0.26%
18 Mr Esmaeil Ramadan Abdelsamia Khallaf 1,585,405 0.23%
19 Mr Ian Kingsley Sheppard 1,501,162 0.22%
20 Wyong Rugby League Club Ltd 1,500,000 0.22%
21 Mr Brian Maxwell Durham & Mrs Ann Marie Durham 1,500,000 0.22%

Totals 444,694,498 64.36%
Total Issued Capital 690,945,595 100.00%
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Report generated on 13 September 2023

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Glossary

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Glossary

$ or A$ Australian dollar
Aeris Aeris Resources Limited
Ag Silver
AISC All-in sustaining cost
ASX Australian Securities Exchange
Au Gold
Board Board of Directors of Aeris Resources Limited
Company or company Aeris Resources Limited
Cu Copper
CuEQ Copper Equivalent
DMT Dry metric tonnes
EM Electromagnetic
FY Financial year
g Gram
Group Aeris and its subsidiaries
Injury Statistics Lost Time Injury (LTI) - An injury (including a fatality or permanent disability) that
results in a minimum of one full shift absence from work.
Restricted Work Injury (RWI) - An injury resulting in a person not returning to their
complete range of normal duties.
Medical Treatment Injury (MTI) - An injury requiring external/professional medical
treatment (not frst aid treatment only).
Total Recordable Injury (TRI) = LTI + RWI + MTI.
Frequency Rate (for LTIFR and TRIFR) - The number of occupational injuries
expressed as a rate per million man hours worked. Usually calculated as a rolling
12-month average. Calculated as:
Number of injuries (LTI or TRI) x 1,000,000/number of hours worked
kt Thousands of metric tonnes
M Million
oz Ounces
tpa Tonnes per annum
t Metric tonne
US$ United States dollar
Zn Zinc

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Corporate Directory

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Directors

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ANDRÉ LABUSCHAGNE Executive Chairman

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COLIN MOORHEAD Non Executive Director

Joint Company Secretary

Robert Brainsbury

Dané van Heerden

REGISTERED AND HEAD OFFICE

Level 6, 120 Edward Street, Brisbane Queensland 4000 Australia Tel: +61 7 3034 6200 Email: [email protected]

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ROBERT MILLNER Non Executive Director

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SYLVIA WIGGINS

Non Executive Director

Key Management Personnel

Robert Brainsbury Chief Financial Officer

Ian Sheppard Chief Operating Officer

Kim Franks Chief People Officer

SHARE REGISTRY

Automic, Level 5, 126 Phillip Street, Sydney, New South Wales 2000 Australia Tel: 1300 288 664 (within Australia) Fax: +61 2 9698 5414 (outside Australia) Website: www.investor.automic.com.au Email: [email protected]

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MICHELE MUSCILLO Non Executive Director

WEBSITE

www.aerisresources.com.au

STOCK EXCHANGE LISTING

Australian Securities Exchange (ASX: AIS)

AUDITORS

Pricewaterhouse Coopers

LAWYERS

Hopgood Ganim Lawyers

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