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DGR GLOBAL LIMITED Interim / Quarterly Report 2018

Mar 13, 2018

64771_rns_2018-03-13_b56ed914-3b47-4508-a01d-8abcdd45a852.pdf

Interim / Quarterly Report

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DGR GLOBAL LIMITED AND CONTROLLED ENTITIES ACN 052 354 837

FINANCIAL REPORT

FOR THE HALF-YEAR ENDED 31 DECEMBER 2017

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Corporate Information

DIRECTORS

William Stubbs (Chairman) Nicholas Mather (Managing Director) Brian Moller Vincent Mascolo Ben Cleary

COMPANY SECRETARY

Karl Schlobohm

REGISTERED OFFICE AND PRINCIPAL BUSINESS OFFICE

DGR Global Limited Level 27 111 Eagle Street Brisbane QLD 4000 Phone: + 61 7 3303 0680 Fax: +61 7 3303 0681

SOLICITORS

Hopgood Ganim Level 8, Waterfront Place 1 Eagle Street Brisbane QLD 4000

SHARE REGISTER

Link Market Services Limited Level 21, 10 Eagle Street Brisbane QLD 4000 Telephone: +61 7 3320 2235 Facsimile: +61 7 3228 4999

AUDITORS

BDO Audit Pty Ltd Level 10, 12 Creek Street Brisbane QLD 4000

COUNTRY OF INCORPORATION Australia

STOCK EXCHANGE LISTING

Australian Securities Exchange ASX Code: DGR

INTERNET ADDRESS

www.dgrglobal.com

AUSTRALIAN BUSINESS NUMBER

ABN 67 052 354 837

DGR Global Limited annual report for the year ended 31 December 2017

2

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Directors' Report

Your Directors submit the financial report of the consolidated entity for the half-year ended 31 December 2017.

DIRECTORS

The names of persons who held office during or since the end of the half-year:

William Stubbs (Non-Executive Chairman) Nicholas Mather (Managing Director and Chief Executive Officer) Brian Moller (Non-Executive Director) Vincent Mascolo (Non-Executive Director) Ben Cleary (Non-Executive Director) – appointed 25 October 2017

REVIEW OF OPERATIONS

The profit after income tax for the half year ended 31 December 2017 was $575,301 (31 December 2016: profit of $4,874,777).

DGR Global’s business is resource-project generation and discovery across a range of commodities, including copper, gold, nickel, cobalt, lithium, tin, iron ore, titanium, bauxite, coal, oil and gas. The group focuses on delivering value through discovery of ore bodies by the application of innovative exploration techniques and reassessment strategies of existing pre-development projects and to new greenfields areas. DGR Global is generating and developing several independently funded and managed resource companies in order to progress each of these projects. The company also maintains its cornerstone investor position in subsidiaries that move to listing on a recognised stock exchange.

The DGR business model has been soundly endorsed by the best performing hedge fund in the world for 2016, with Tribeca Investment Partners providing up to $10 million in converting note funding to further develop the resources company creation business[1] .

Exploration and Development of Subsidiaries

During the half-year the group was strongly focused on advancing exploration projects within the parent and subsidiary companies. Field reconnaissance programs including mapping, soil, stream and rock sampling, and reverse circulation and diamond core drilling were undertaken.

Significant activities which occurred during the half-year included:

In association with Armour Energy Limited, DGR secures an 83.18% interest in a highly prospective oil project in the Kanywayaba Block, Uganda[2] .

Auburn Resources Limited (63%) – formerly Archer Resources

  • Rejuvenation as a zinc-copper-gold-nickel-cobalt company, with fundraising planned for advancement towards ultimate listing.

  • Potential for world class copper gold discoveries at Mt Abbot, Calgoa and Three Sisters Projects and large sulphide nickel cobalt copper discoveries near Hawkwood[3] .

  • Exploration target defined for the Ban Ban Zinc Project following 3D modelling and reinterpretation of historical drilling data along with a soil sampling program.

Pinnacle Gold Pty Ltd (94%)

  • Five (5) EPMs held over prospective gold targets situated between the former Black Jack and Mt Leyshon Mines near Charters Towers, Qld.

Coolgarra Minerals Pty Ltd (100%)

  • Four (4) granted EPMs and 1 EPM application for gold, nickel, cobalt and antimony in North Queensland.

Investments

Armour Energy Limited (22.57%) – ASX: AJQ

  • The LPG system of the Kincora Gas Plant has been successfully recommissioned and the whole plant is now fully operational. Gas from existing production wells is being processed and sold, and LPG and condensate production has commenced[4] .

  • Fully underwritten 1 for 6 rights issue @ 7.6 cents per share successfully completed[5] .

  • Awarded further Roma Shelf petroleum acreage near the Kincora plant[6] .

  • Government of Uganda issues Armour an Exploration Licence over the highly prospective Kanywataba Block in the Albertine Graben, Uganda. Less than 40% of the Albertine Graben has been subjected to exploration to date where 101 wells of approximately 115 wells drilled have encountered hydrocarbons[7] .

  • Holds highly prospective whole basin oil and gas positions in Northern Territory and North West Qld covering 139,000 km[2] , and a track record of exploration success.

  • Wholly owned subsidiary Ripple Resources Pty Ltd emerges as a highly prospective lead-zinc explorer with extensive tenure in Northern Australia.

DGR Global Limited annual report for the year ended 31 December 2017

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REVIEW OF OPERATIONS (CONTINUED)

SolGold plc (13.47%) – LSE: SOLG

  • Focus on high grade world class copper gold porphyry system at Cascabel in Ecuador. Cascabel is close to the capital and ports, is at low elevation, and has adequate water supplies and access to power.

  • JORC compliant Alpala Maiden Mineral Resource Estimate released at the end of the quarter – refer SolGold LSE and TSX announcement for details[8] .

  • Further significant long high grade drill intersections were announced to the market during the last quarter and can be viewed on the SolGold company website. Twelve ( 12 ) drilling rigs now operating at Cascabel[9] .

  • Substantial treasury built to accelerate drilling and exploration after capital raisings that brought significant new shareholders on to the register. Most recent private placement raised £45 million[10] .

  • SolGold granted 77 new Mineral Concessions in Ecuador (held in 4 wholly owned subsidiaries) to become the dominant explorer[11] .

  • Extensive high grade copper, gold and zinc mineralisation already discovered in outcrops on several concessions in Southern Ecuador, particularly at the La Hueca Project[12] .

IronRidge Resources Limited (24.4%) – LSE: IRR

  • Completed acquisition of 100% of Tekton Minerals Pte. Ltd which has exclusive rights to an extensive land package and associated major new gold discovery in Chad , Central Africa[32] .

  • Multiple gold intersections in trenching and gold in-soil anomalies defined at the Echbara prospect in Chad, only 25km from the Dorothe Project[14] .

  • The multiple high grade gold intersections returned from fresh rock trenches at the Dorothe project, Chad during the previous quarter being followed up with an extensive expanded and in-fill exploration program that commenced in late November[15] .

  • JV Agreement finalised with Gail Exploration in Cote d’Ivoire granting the company exclusive rights over a granted license covering 385 km[2] that is highly prospective for gold. The area is contiguous to 3 existing applications previously secured by the company and provides access to over 70 km strike of very prospective geology[16] .

  • Multiple high-grade lithium pegmatite trenching and rock chip sampling results received for the Ewoyaa and Abonku prospects within the Mankessim licence area in Ghana , West Africa. A senior Ghanian geologist has been recruited to head up further exploration including a drilling programme[17] .

  • Retaining highly prospective hematite rich iron targets evident in Tchibanga and Belinga Sud licence areas in Gabon – total tenure 5,400 km[2] . Tchibanga is less than 70 km from the port of Mayumba.

  • Wholly owned subsidiary Eastern Exploration Pty Ltd discovers high grade Direct Shipping Ore (DSO) bauxite mineralisation at the Monogorilby project in Queensland, Australia and announces JORC compliant inferred maiden resource estimate[18] .

  • Further high grade bauxite discovered, and two new bauxite target areas defined at Koko , 25km north-west of Monogorilby[19] .

  • Initial drilling program at the May Queen gold prospect near Mongorilby confirms historical data and delivers multiple significant gold intersections[20] . Fresh field reconnaissance confirms historic gold extensions at May Queen[19] .

Dark Horse Resources Limited (19.44%) – ASX: DHR

  • Executed the acquisition and transfer agreements for the PROAR portfolio of gold prospective properties in Argentina. These are all located within the Deseado Massif which hosts numerous low sulphidation, epithermal deposits (including 6 operating mines), and includes a prospect adjacent the company’s Los Domos Gold project[21] .

  • Completed the first stage lithium exploration (mapping and sampling of surface and underground workings) of the Las Tapias mine, with assay results confirming the lithium richness of the Las Tapias pegmatite[21] .

  • Extensive pegmatite features discovered by remote sensing interpretation across a further 4 project areas in the company’s lithium tenement package[23] .

  • Following completion of the sale of subsidiary NavGas Pty Ltd (includes 6 PELAs in South Australia and ATP 1183 on the Roma Shelf in Qld.) to Lakes Oil NL (LKO), DHR now holds 9.2 billion shares in LKO as well as 40,000 Convertible Notes.

Aus Tin Mining Limited (21.57%) – ASX: ANW

  • Becomes the second listed tin producer listed on the ASX with resumption of tin production at the Granville Tin Project in Tasmania. First tin concentrate sales announced 6 October[24] .

  • Maiden JORC resource estimate confirms Taronga as a world class tin project. The details of the resource (79% indicated) can be viewed on the ASX or on the company website.

  • Metallurgical flow sheet completed for Taronga pre-feasibility study. Ore described as coarse grained, having simple metallurgy, and highly amenable to pre-concentration.

  • Advancement of the Taronga Project with commitment to Stage 1 Development comprising trial mining and pilot plant operations approved by the Glen Innes Severn Council on 21 December[25] .

  • New drilling program commenced early December to test extensions to cobalt mineralisation below the historic Smiths Mine at Mt Cobalt, west of Gympie. Initial test results are expected in the first quarter of 2018[26] .

DGR Global Limited annual report for the year ended 31 December 2017

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REVIEW OF OPERATIONS (CONTINUED)

Corporate

  • Supported associated companies with loans on commercial terms.

  • Advancement of new development projects in Australia, Africa and the Americas focussed on base metals, gold, cobalt, lithium, bauxite, oil and gas.

Footnotes:

1DGR ASX Releases 22/8 and 25/10/17 2AJQ ASX Release 14/9/17 3DGR ASX Releases 3/7 and 5/7/17 4AJQ ASX Releases 29/9/17 and 2/1/18 5AJQ ASX Releases 14/9 and 18/10/17 6AJQ ASX Release 30/10/17 7AJQ ASX Release 19/9/17 8SOLG LSE/TSX Release 3/1/18 9SOLG LSE/TSX Release 22/12/17 10SOLG LSE/TSX Releases 16/6 and 8/11/17 11SOLG LSE/TSX Releases 29/8 and 28/11/17 12SOLG LSE/TSX Releases 31/10, 28/11,20/12/17 13IRR LSE:AIM Release 5/9/17 14IRR LSE:AIM Release 2/11/17 15IRR LSE:AIM Releases 21/9 and 23/11/17 16IRR LSE:AIM Release 14/11/17 17IRR LSE:AIM Release 9/11/17 18IRR LSE:AIM Release 20/7/16 19IRR LSE:AIM Release 24/11/17 20IRR LSE:AIM Releases 20/9, 22/9, 4/11/16 21DHR ASX Release 6/10/17 22DHR ASX Releases 8/11 and 7/12/17 23DHR ASX Release 16/11/17 24ANW ASX Release 6/10/17 25ANW ASX Release 22/12/17 26ANW ASX Releases 12/12, 19/12, 21/12/17

The current aggregate market value of DGR’s listed assets may be represented as follows:

Investment Number of Shares Number of Options **Market Value# **
/ Warrants A$
(unlisted)
SolGoldplc 204,151,800 - 79,962,783
Dark Horse Resources Ltd 311,242,864 - 5,913,614
IronRidge Resources Ltd 68,522,667 - 29,212,693
Aus Tin MiningLtd 360,833,715 - 8,660,009
Lakes Oil Resources Ltd 408,065,120 - 816,130
Armour EnergyLtd 90,899,712 - 7,999,175
Total market value of DGR Global’s
listed assets 132,564,404
Total DGR Global shares on issue - 613,181,877
Value attributable to each DGR
share $0.216

Market value represents the market quoted price for listed investments at 2 March 2018. No value has been attributable to the options or prospects in development.

EVENTS SUBSEQUENT TO BALANCE SHEET DATE

On 12 February 2018, 3,000,000 unlisted $0.20 options expiring 12 February 2021 were issued under the employee share option scheme.

The Directors are not aware of any other events since 31 December 2017 that impact upon the financial report as at 31 December 2017.

DGR Global Limited annual report for the year ended 31 December 2017

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AUDITOR’S INDEPENDENCE DECLARATION

The auditor’s independence declaration, under section 307C of the Corporations Act 2001, is set out on page 7 for the half-year ended 31 December 2017.

This report is signed in accordance with a resolution of the Board of Directors.

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Nicholas Mather Managing Director

Brisbane Date: 14 March 2018

Competent Persons Statement

The information herein that relates to Exploration Results is based on information compiled by Nicholas Mather B.Sc. (Hons) Geol., who is a Member of The Australian Institute of Mining and Metallurgy. Mr Mather is employed by Samuel Capital Pty Ltd which provides certain consultancy services including the provision of Mr Mather as the Managing Director of DGR Global Limited (and a Director of DGR Global Limited’s subsidiaries).

Mr Mather has more than five years’ experience which is relevant to the style of mineralisation and type of deposit being reported and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Minerals Resources and Ore Reserves’ (the JORC Code). This public report is issued with the prior written consent of the Competent Person(s) as to the form and context in which it appears.

DGR Global Limited annual report for the year ended 31 December 2017

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Tel: +61 7 3237 5999 Fax: +61 7 3221 9227 www.bdo.com.au

Level 10, 12 Creek St Brisbane QLD 4000 GPO Box 457 Brisbane QLD 4001 Australia

DECLARATION OF INDEPENDENCE BY D P WRIGHT TO THE DIRECTORS OF DGR GLOBAL LIMITED

As lead auditor for the review of DGR Global Limited for the half-year ended 31 December 2017, I declare that, to the best of my knowledge and belief, there have been:

  1. No contraventions of the auditor independence requirements of the Corporations Act 2001 relation to the review; and

  2. No contraventions of any applicable code of professional conduct in relation to the review.

This declaration is in respect of DGR Global Limited and the entities it controlled during the period.

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D P Wright Director

BDO Audit Pty Ltd

Brisbane, 14 March 2018

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DGR Global Limited annual report for the year ended 31 December 2017 7
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BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.

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Consolidated Statement of Profit or Loss and Other Comprehensive Income for the half-year ended 31 December 2017

Consolidated
Note 6 Months to
31 December
2017
6 Months to
31 December
2016
$
$
Revenue and other income
Revenue
2
Other income
2
Total revenue and other income
Exploration costs written off
Finance costs
Employee benefits expenses
Depreciation expenses
Legal expenses
Administration and consulting expenses
Share of profits (losses) of associates
6
Share based payments employment expense
Movement in fair value of Convertible note liability
Profit/ (loss) before income tax
Income tax (expense)/benefit
3
Profit / (loss) for the period
Other comprehensive income
Items that will not be reclassified to profit or loss
Net fair value gains (losses) on financial assets at fair value through
other comprehensive income
Share of associates other comprehensive income
Tax effect of net fair value gains (losses) on financial assets at fair
value through other comprehensive income
3
Other comprehensive income for the period, net of tax
Total comprehensive income for the period
Profit / (loss) for the period attributable to:
Members of the parent company
Non-controlling interests
Total comprehensive income for the period attributable to:
Members of the parent company
Non-controlling interests
923,125
2,000,697
7,477,011
9,120,718
8,400,136
11,121,415
(118,561)
(144,616)
(303,179)
(252,097)
(1,095,246)
(1,007,900)
(15,102)
(19,288)
(17,061)
(32,967)
(967,148)
(647,083)
(3,212,416)
(1,818,044)
(844,806)
-
(122,764)
-
1,703,853
7,199,420
(1,128,552)
(2,324,643)
575,301
4,874,777
(30,057,776)
70,340,855
-
345,776
9,017,333
(21,102,231)
(21,040,443)
49,584,400
(20,465,142)
54,459,177
568,192
7,109
4,932,636
(57,859)
575,301
4,874,777
(20,472,251)
7,109
54,517,036
(57,859)
(20,465,142)
54,459,177
2017
Cents
2016
Cents
Earnings per share
Basic earnings per share
4
Diluted earnings per share
4
0.1
0.9
0.1
0.8

The consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the notes to the financial statements.

DGR Global Limited annual report for the year ended 31 December 2017

8

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Consolidated Statement of Financial Position as at 31 December 2017

Consolidated
31 December
30 June
2017
2017
Note $
$
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Other current assets
Total Current Assets
NON-CURRENT ASSETS
Other financial assets
5
Investments accounted for using the equity method
6
Property, plant and equipment
Exploration and evaluation assets
Loans with related parties
7
Total Non-Current Assets
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Income tax payable
Total Current Liabilities
NON-CURRENT LIABILITIES
Other financial liabilities
8
Deferred tax liabilities
3
Provisions
Total Non-Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
9
Reserves
Accumulated losses
Equity attributable to members of the parent entity
Non-controlling interests
TOTAL EQUITY
4,967,256
1,361,255
1,332,734
889,274
82,429
24,977
6,382,419
2,275,506
121,998,645
150,213,824
24,256,787
17,035,638
430,245
446,085
6,333,180
4,428,211
25,531
2,057,799
153,044,388
174,181,557
159,426,807
176,457,063
1,077,035
1,018,538
-
399,159
1,077,035
1,417,697
8,207,764
-
31,065,750
39,101,489
1,089,554
1,089,554
40,363,068
40,191,043
41,440,103
41,608,740
117,986,704
134,848,323
33,545,921
30,787,204
98,592,163
118,787,800
(14,658,515)
(15,226,707)
117,479,569
134,348,297
507,135
500,026
117,986,704
134,848,323

The consolidated statement of financial position should be read in conjunction with the notes to the financial statements.

DGR Global Limited annual report for the year ended 31 December 2017

9

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Consolidated Statement of Cash Flows for the half-year ended 31 December 2017

Consolidated
Note 6 months to 31
December
6 months to 31
December
2017
2016
$
$
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts in the course of operations
Payments to suppliers and employees
Interest received
Interest and other costs of finance paid
Realised foreign exchange gains
Income tax paid
Net cash outflow from operating activities
12
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for property, plant and equipment
Payments for investments in associates
Payments for investments in convertible notes
Payments for exploration and evaluation assets
Net loans to related parties
Net cash (outflow)/inflow from investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares
Share issue costs
Proceeds from borrowings
Costs of borrowings
Net cash (outflow)/inflow from financing activities
Net increase/(decrease) in cash held
Cash at 1 July
Cash at 31 December
417,819
330,073
(2,141,049)
(1,685,466)
35,140
186,959
(61,207)
(252,097)
13,232
-
(546,114)
-
(2,282,179)
(1,420,531)
-
(11,943)
(3,611,705)
-
-
(367,500)
(2,070,612)
(537,185)
966,780
(1,303,475)
(4,715,537)
(2,220,103)
2,773,550
830,000
(14,833)
(7,751)
8,085,000
2,999,766
(240,000)
-
10,603,717
3,822,015
3,606,001
181,381
1,361,255
531,101
4,967,256
712,482

The consolidated statement of cash flows should be read in conjunction with the notes to the financial statements.

DGR Global Limited annual report for the year ended 31 December 2017

10

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Consolidated Statement of Changes in Equity for the half-year ended 31 December 2017

Issued Capital
Accumulated
Losses
Share Based
Payment
Reserve
Financial
Assets
Reserve
Change in
Proportionate
Interest
Reserve
Profit
Reserve
Total
Non-
controlling
Interests
Total
Equity
$
$
$
43,520,712
582,979
44,103,691
4,932,636
(57,859)
4,874,777
49,584,400
-
49,584,400
54,517,036
(57,859)
54,459,177
830,000
-
830,000
(41,743)
-
(41,743)
98,826,005
525,120
99,351,125
(2,196,943)
(25,094)
(2,222,037)
36,689,112
-
36,689,112
34,492,169
(25,094)
34,467,075
1,015,200
-
1,015,200
14,923
-
14,923
-
-
-
134,348,297
500,026
134,848,323
568,192
7,109
575,301
(21,040,443)
-
(21,040,443)
(20,472,251)
7,109
(20,465,142)
2,773,550
-
2,773,550
(14,833)
-
(14,833)
844,806
-
844,806
117,479,569
507,135
117,986,704
$
$
$ $ $ $
At 1 July 2016
Net profit (loss) for the period
Other comprehensive income
Total comprehensive income for the period
Exercise of options
Share issue costs, net of tax
At 31 December 2016
Net profit (loss) for the period
Other comprehensive income
Total comprehensive income for the period
Exercise of options
Share issue costs, net of tax
Transfers to profit reserves
At 30 June 2017
Net profit (loss) for the period
Other comprehensive income
Total comprehensive income for the period
Exercise of options
Share issue costs, net of tax
Share based payments
At 31 December 2017
28,968,824
(14,515,534)
-
4,932,636
-
-
6,898,865
-
-
(1,166,243)
-
49,584,400
17,927,599
-
-
5,407,201
-
-
-
4,932,636
830,000
-
(41,743)
-
-
-
-
49,584,400
-
-
-
-
-
-
-
-
29,757,081
(9,582,898)
6,898,865 48,418,157 17,927,599 5,407,201
-
(2,196,943)
-
-
-
-
-
36,689,112
-
-
-
-
-
(2,196,943)
1,015,200
-
14,923
-
-
(3,446,866)
-
-
-
-
36,689,112
-
-
-
-
-
-
-
-
-
-
3,446,866
30,787,204
(15,226,707)
6,898,865 85,107,269 17,927,599 8,854,067
-
568,192
-
-
-
-
-
(21,040,443)
-
-
-
-
-
568,192
2,773,550
-
(14,833)
-
-
-
-
-
-
844,806
(21,040,443)
-
-
-
-
-
-
-
-
-
-
-
33,545,921
(14,658,515)
7,743,671 64,066,826 17,927,599 8,854,067

The consolidated statement of changes in equity should be read in conjunction with the notes to the financial statements.

DGR Global Limited annual report for the year ended 31 December 2017

11

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

1. Summary of Significant Accounting Policies

Corporate information

The financial report of DGR Global Limited and its controlled entities (the “Group”) for the half year ended 31 December 2017 was authorised for issue in accordance with a resolution of the Directors on 14 March 2018. DGR Global Limited is a public company limited by shares that is incorporated and domiciled in Australia.

Basis of preparation of half-year financial statements

This general purpose financial report for the half-year ended 31 December 2017 has been prepared in accordance with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Act 2001 .

The half-year financial report does not include all notes of the type normally included within the annual financial report and therefore cannot be expected to provide as full an understanding of the financial performance, financial position and financing and investing activities of the consolidated entity as the full financial report.

It is recommended that the half-year financial report be read in conjunction with the annual report for the year ended 30 June 2017 and considered together with any public announcement made by DGR Global Limited during the half-year ended 31 December 2017 in accordance with the continuous disclosure obligations of the ASX listing rules.

The accounting policies and methods of computation are the same as those adopted in the most recent annual financial report.

Going concern

The half-year report has been prepared on a going concern basis which contemplates the continuity of normal business activities and the realisation of assets and discharge of liabilities in the ordinary course of business.

For the period ended 31 December 2017 the group generated a consolidated profit of $575,301 and incurred operating cash outflows of $2,282,179. As at 31 December 2017 the group had cash and cash equivalents of $4,967,256, net current assets of $5,305,383 and net assets of $117,986,704.

Together with the convertible note funding, current related party loans and DGR’s ability to sell down investments in listed entities, the Directors consider it appropriate to prepare the financial statements on a going concern basis.

Comparatives

When required by Accounting Standards, comparatives have been adjusted to conform to changes in presentation for the current half-year.

DGR Global Limited annual report for the year ended 31 December 2017

12

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

2.
Profit / (Loss)
Profit (loss) before income tax has been determined after:
Revenue
Interest
Management fees
Total revenue
Other income
Foreign exchange gains
Reversal of impairment of investment in associates
Gain on sale of land
Fair value movement on convertible notes
Other income
Total other income
3.
Income Tax
(a) Components of tax expense/(benefit) in profit
or loss comprise:
Current tax
Deferred tax
Components of tax expense/(benefit) in other
comprehensive income comprise:
Deferred tax
(b) The prima facie tax on profit / (loss) before
income tax is reconciled to the income tax
expense/(benefit) as follows:
Prima facie tax on profit / (loss) before income tax
at 30% (2016: 30%)
Add tax effect of:
Permanent differences
Other
Derecognise tax losses
Income tax expense/(benefit)
Amounts recognised directly in equity:
Net deferred tax – debited (credited) directly to
equity
6 Months to 31
December
2017
6 Months to 31
December
2016
$
$
125,125
1,202,697
798,000
798,000
923,125
2,000,697
13,232
-
5,617,282
9,106,644
-
10,000
1,842,597
3,900
4,074
7,477,011
9,120,718
6 Months to 31
December 2017
6 Months to 31
December 2016
$
$
146,957
-
981,595
2,324,643
1,128,552
2,324,643
(9,017,333)
21,102,231
(9,017,333)
21,102,231
511,156
2,159,826
635,888
(71)
(18,492)
47,122
-
117,766
1,128,552
2,324,643
-
33,992
-
33,992

DGR Global Limited annual report for the year ended 31 December 2017

13

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

3. Income Tax (continued)

(c) Recognised deferred tax assets and liabilities

31 December 2017 Opening balance
$
Net charged to
income
$
Net charged to
other
comprehensive
income
$
Net charged to
other equity
$
Closing balance
$
Deferred tax asset
Carried forward tax losses
Accruals/provisions
Capital raising costs expensed
Borrowing costs
Investment in associates
AFS revaluation
Deferred tax liability
Financial assets at fair value through other
comprehensive income
Financial assets through profit and loss
Related party loans
Investment in associates
Exploration and evaluation assets
Property Plant and Equipment
Net deferred tax recognised
Deferred tax assets not recognised
Unused tax losses
Unused capital losses
Temporary differences
Tax benefit at 30%
1,716,256
358,035
-
-
2,074,291
164,945
53,935
-
-
218,880
83,964
(19,312)
-
-
64,652
-
54,000
-
-
54,000
372,124
(372,124)
-
-
-
405,059
-
(282,640)
-
122,420
2,742,348
74,534
(282,640)
-
2,534,243
(36,024,310)
-
9,299,973
-
(26,724,337)
-
(332,757)
-
-
(332,757)
(110,011)
110,011
-
-
-
(4,313,454)
(730,233)
-
-
(5,043,687)
(1,328,463)
(103,150)
-
-
(1,431,613)
(67,599)
-
-
-
(67,599)
(41,843,837)
(1,056,129)
9,299,973
-
(33,599,993)
(39,101,489)
(981,595)
9,017,333
-
(31,065,750)
1,762,042
(16,984)
-
-
1,745,059
67,848
-
-
-
67,848
-
-
-
-
-
548,967
(5,095)
-
-
543,872

DGR Global Limited annual report for the year ended 31 December 2017

14

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

3. Income Tax (continued)

(c) Recognised deferred tax assets and liabilities (continued)

30 June 2017 Opening balance
$
Net charged to
income
$
Net charged to
other
comprehensive
income
$
Net charged to
other equity
$
Closing balance
$
Deferred tax asset
Carried forward tax losses
Accruals/provisions
Capital raising costs expensed
Investment in associates
AFS revaluation
Deferred tax liability
Financial assets at fair value through other
comprehensive income
Related party loans
Investment in associates
Exploration and evaluation assets
Property Plant and Equipment
Net deferred tax recognised
Deferred tax assets not recognised
Unused tax losses
Unused capital losses
Temporary differences
Tax benefit at 30%
1,688,228
28,028
-
-
1,716,256
66,006
98,939
-
-
164,945
139,454
(55,490)
-
-
83,964
287,567
84,557
-
-
372,124
789,759
(546,483)
161,783
-
405,059
2,971,014
(390,451)
161,783
-
2,742,348
(1,050)
1,113,374
(37,136,634)
-
(36,024,310)
(214,473)
104,462
-
-
(110,011)
(2,394,836)
(1,918,619)
-
-
(4,313,454)
(1,546,658)
218,195
-
-
(1,328,463)
(67,599)
-
-
-
(67,599)
(4,224,616)
(482,588)
(37,136,634)
-
(41,843,837)
(1,253,602)
(873,039)
(36,974,849)
-
(39,101,489)
1,447,350
314,693
-
-
1,762,042
67,848
-
-
-
67,848
-
-
-
-
-
454,559
94,408
-
-
548,967

DGR Global Limited annual report for the year ended 31 December 2017

15

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

3. Income Tax (continued)

In order to recoup carried forward losses in future periods, either the Continuity of Ownership Test (COT) or Same Business Test must be passed. The majority of losses are carried forward at 31 December 2017 under COT.

Deferred tax assets which have not been recognised as an asset, will only be obtained if:

  • (i) the Company derives future assessable income of a nature and of an amount sufficient to enable the losses to be realised;

  • (ii) the Company continues to comply with the conditions for deductibility imposed by the law; and

  • (iii) no changes in tax legislation adversely affect the Company in realising the losses.

4. Earnings Per Share

Calculation of basic and diluted earnings per share is in accordance with AASB 133 Earnings per Share.

6 Months to 6 Months to
31 December 31 December
2017 2016
$ $
Earnings in cents per ordinary share:
Basic earnings (loss) per share – cents 0.1 0.9
Diluted earnings (loss) per share – cents 0.1 0.8
Net profit (loss) used in calculating basic and diluted earnings per share 568,192 4,932,636
Number Number
Weighted average number of ordinary shares used in the calculation of
Basic earnings per share 585,431,331 553,074,500
Diluted earnings per share 585,431,331 598,624,500

The 36,875,000 options and 40,000,000 convertible notes on issue at 31 December 2017 are out of the money are considered nondilutive. These out of the money options and convertible notes may become dilutive in the future.

DGR Global Limited annual report for the year ended 31 December 2017

16

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

5. Other Financial Assets

Financial assets at fair value through other comprehensive income
Cash on deposit held as security
Security bonds
Convertible notes
31 December 2017
$
30 June 2017
$
108,465,167
138,522,943
314,000
314,000
1,203,765
1,203,765
12,015,713
10,173,116
121,998,645
150,213,824
138,522,943
10,789,985
-
726,130
-
6,150,834
-
(2,392,367)
(30,057,776)
123,248,361
Financial assets at fair value through other comprehensive income
Balance at beginning of reporting period
Additions - cash
Additions – loan/debtor conversions
Disposal of financial assets at fair value through other comprehensive
income
Fair Value adjustment through other comprehensive income
Balance at end of reporting period 108,465,167
138,522,943

Financial assets at fair value through other comprehensive income comprise an investment in the ordinary issued capital of SolGold plc, listed on the London Stock Exchange and the Toronto Stock Exchange (“TSX”), an investment in the ordinary issued capital of Lions Gate Metals Inc, listed on the Toronto Stock Exchange (“TSX”), an investment in the ordinary issued capital of Aus Tin Mining Ltd a company listed on the Australian Securities Exchange and an investment in the ordinary issued capital of Lakes Oil NL a company listed on the Australian Securities Exchange.

Classification of assets at fair value through other comprehensive income

For equity securities that are not held for trading, the Company has made an irrevocable election at initial recognition to recognise changes in fair value through other comprehensive income rather than profit or loss. These securities are presented separately in the statement of financial position.

Cash on deposit held as security

Cash on deposit held as security is held in a term deposit account restricted under a bond with the Department of Natural Resources and Mining as security for rehabilitation works required.

Security bonds

Security bonds are held with the Department of Natural Resources and Mining as security for rehabilitation works required.

Convertible notes

Opening balance at beginning of reporting period
Additions – Armour Energy Convertible notes
Additions – Lakes Oil NL Convertible notes
Additions – Conversion of Armour Energy Convertible note interest
Fair Value movement
Closing balance at end of reporting period
31 December 2017
$
30 June 2017
$
-
10,173,116
9,400,000
-
367,500
733,407
405,616
1,109,190
-
12,015,713
10,173,116

DGR Global Limited annual report for the year ended 30 June 2017

17

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

5. Other Financial Assets (continued)

Convertible notes (continued)

On 16 December 2016, DGR Global subscribed for $9.4 million worth of Convertible Notes in Armour Energy, in part repayment of the Bridging Finance Facility, the key terms of the notes are as follows:

  • Issue Price: Face value of $0.11 per Convertible Note

  • Interest Rate: 15% per annum

  • Interest Payments: Interest paid half yearly in arrears and the interest may be paid in certain circumstances at Armour’s election by the issue of further Convertible Notes

  • Maturity Date: 30 September 2019

  • Conversion Terms: Convertible at any time at the Convertible Note holder’s election into one ordinary share in Armour subject to usual adjustment mechanisms in certain circumstances.

On 5 April 2017 interest accrued on the Armour Energy convertible notes to 31 March 2017 of $405,616 was paid via the issue of additional convertible notes at Armour Energy’s election. On 5 October 2017, interest accrued on the Armour Energy convertible notes to 30 September 2017 of $733,407 was paid via the issue of additional convertible notes at Armour Energy’s election.

Additionally, during the financial year ended 30 June 2017 DGR subscribed for $367,500 worth of Convertible Notes in Lakes Oil. The key terms of the notes are as follows:

  • Issue Price: Face value of $10 per Convertible Note

  • Interest Rate: 10%

  • Interest Payments: Interest is payable half yearly at the rate of 50 cents per Note

  • Maturity Date: 31 May 2018

  • Conversion Terms: Each holder of Notes can elect to convert the Notes early by notice to Lakes Oil with effect from 30 November 2016, 31 May 2017 or 30 November 2017 (Early Conversion Dates).

6. Investments Accounted for Using the Equity Method

Name
Country of
incorporation
and principle
place of
business
Principle
Activity
Shares
Ownership Interest
Carrying Amount
31 December
2017
%
30 June
2017
%
31 December
2017
$
30 June 2017
$
Armour Energy Ltd
Australia
Oil & Gas
Exploration
ORD
23%
22%
Dark Horse Resources
Ltd
Australia
Mineral
Exploration
ORD
19%
24%
IronRidge Resources
Ltd
Australia
Mineral
Exploration
ORD
24%
26%
8,635,473
5,253,500
3,073,270
1,867,429
12,548,044
9,914,709
24,256,787
17,035,638

DGR Global Limited annual report for the year ended 30 June 2017

18

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

6. Investments Accounted for Using the Equity Method (continued)

(A) Movements during the period in equity accounted investments 31 December 2017
$
30 June 2017
$
Balance at beginning of reporting period 17,035,638 9,340,496
Additional investment - shares 4,816,283 1,581,601
Share of associates profits (losses) after income tax (3,212,416) (2,912,545)
Share of associates other comprehensive income - -
Net reversal of impairment 5,617,282 9,026,086
Balance at end of reporting period 24,256,787 17,035,638

Net reversal of impairment relates to the investments in Dark Horse Resources Ltd, Armour Energy Ltd and IronRidge Resources Ltd. At 30 June 2017 the share price of Dark Horse Resources Ltd, Armour Energy Ltd and IronRidge Resources Ltd was $0.006, $0.07 and £0.3525, respectively. At 31 December 2017 the share price of Dark Horse Resources Ltd and Armour Energy Ltd had risen to $0.017, $0.095 respectively whereas the share price of IronRidge Resources Ltd has fallen to £0.2725. The investments in Dark Horse Resources Ltd and Armour Energy Ltd have been written up to the lower of fair value, less costs to sell or the equity accounted value, while the investment in IronRidge Ltd has been impaired following the recognition of the Groups share of losses.

(B) Fair value of investments in associates with published price
quotations
31 December 2017
$
30 June 2017
$
Fair value of investment in Armour Energy Ltd 8,635,473 5,253,500
Fair value of investment in Dark Horse Resources Ltd 5,291,129 1,867,457
Fair value of investment in IronRidge Resources Ltd 32,268,437 37,140,658
46,195,039 44,261,615

DGR Global Limited annual report for the year ended 30 June 2017

19

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

6. Investments Accounted for Using the Equity Method (continued)

(C) Summarised financial information of associates

The results of the Group’s associates and its aggregated assets (including goodwill) and liabilities are as follows:

Ownership
interest
%
Current assets
$
Non-current
assets
$
Current
liabilities
$
Non-current
liabilities
$
Revenues
$
Profit/loss
$
Other
comprehensive
income
31 December 2017
Armour Energy Ltd
23%
Dark Horse Resources
Ltd
19%
IronRidge Resources
Ltd
24%
30 June 2017
Armour Energy Ltd
22%
Dark Horse Resources
Ltd
24%
IronRidge Resources
Ltd
26%
6,744,901
88,068,126
8,897,676
39,591,116
3,112,680
(8,352,878)
-
1,795,300
11,034,420
1,855,987
1,931
21,086
(1,793,328)
-
13,986,068
16,636,563
593,959
-
3,623
(4,009,507)
-
22,526,269
115,739,109
11,347,622
39,593,047
3,137,389
(14,155,713)
-
9,474,792
82,260,100
6,872,650
35,811,227
618,276
(11,474,692)
-
307,749
10,248,410
1,467,151
1,931
9,369,133
4,086,495
-
2,511,290
9,786,242
868,144
-
4,228
(5,227,753)
-
12,293,831
102,294,752
9,207,945
35,813,158
9,991,637
(12,615,950)
-

DGR Global Limited annual report for the year ended 31 December 2017

20

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

6. Investments Accounted for Using the Equity Method (continued)

(D) Reconciliation of the carrying amount of the Group’s investment in associates

Opening carrying amount
Share of profits (loss) after tax
Share of other comprehensive
income
Additional investment
(Impairment)/reversal
Closing carrying amount
Armour Energy Ltd
Dark Horse Resources Ltd
IronRidge Resources Ltd
31 December
2017
$
30 June
2017
$
31 December
2017
$
30 June
2017
$
31 December
2017
$
30 June
2017
$
5,253,500
4,127,750
1,867,429
567,684
9,914,709
4,645,062
(1,885,505)
(2,562,901)
(348,541)
993,835
(978,370)
(1,343,479)
-
-
-
-
-
-
1,204,578
-
-
1,581,601
3,611,705
-
4,062,900
3,688,651
1,554,382
(1,275,691)
-
6,613,126
8,635,473
5,253,500
3,073,270
1,867,429
12,548,044
9,914,709

(E) Reconciliation of the share of net assets to the carrying amount of the Group’s investment in associates

Share of net assets
Goodwill
Net impairment
Closing carrying amount
Armour Energy Ltd
Dark Horse Resources Ltd
IronRidge Resources Ltd
31 December
2017
$
30 June
2017
$
31 December
2017
$
30 June
2017
$
31 December
2017
$
30 June
2017
$
10,456,825
10,957,997
2,132,418
2,491,564
7,327,373
3,009,358
16,338,068
16,517,823
940,852
930,247
5,220,671
6,905,351
(18,159,420)
(22,222,320)
-
(1,554,382)
-
-
8,635,473
5,253,500
3,073,270
1,867,429
12,548,044
9,914,709

DGR Global Limited annual report for the year ended 31 December 2017

21

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

7. Loans with related parties

Armour Energy Ltd1
Others
Opening
balance at
30 June
2017
$
Advances –
cash and
capitalised
interest
$
Repayments –
cash
$
Equity
conversions
$
Convertible
note
conversions
$
Closing
balance at
31 December
2017
$
2,057,799
58,228
(1,000,000)
(1,116,027)
-
-
-
25,531
-
-
-
25,531
2,057,799
83,759
(1,000,000)
(1,116,027)
-
25,531

Loan with Armour Energy Ltd

On 30 September 2015, DGR Global Ltd executed an unsecured loan agreement with Armour Energy Ltd for the provision of $15 million. The original term of the facility was through to 31 March 2016. Provision was made in the agreement for Armour to seek, up to a, 12 month extension only on the basis it is able to provide the following:

  • a first ranking security and mortgage over unsecured Surat Basin Assets and a fixed and floating charge over the assets of Armour and subsidiaries and the assets of those subsidiaries;

  • the grant of a 0.5 per cent gross sales royalty over production from the Surat Basin Assets;

  • the grant of 50,000,000 options; and

  • a right to convert no more than 50% of any part of the drawn part of the facility to share equity in Armour at any time, at 90% of the preceding 10 day volume weighted average in accordance with the provisions of the Corporations Act and ASX Listing Rules but subject to Armour having a right if conversion is requested to repay the funding early.

On 28 October 2015, the amount of the facility was increased from $15 million to $19 million and all other material terms remained the same.

The interest rate on the facility is 22 per cent per annum on an unsecured basis, but in the event the funding becomes secured the rate reduces to 15 per cent per annum. On 18 January 2016, the bridging loan facility offered by DGR Global to Armour Energy was secured under documents executed between the parties. Accordingly, the interest rate was reduced from 22% to 15% per annum.

8. Other financial liabilities

Convertible notes
Related party loans
Movements in carrying value
Opening balance
Face value of convertible notes issued
Movement in fair value
Closing balance
31 December
2017
$
30 June
2017
$
8,122,764
-
85,000
-
8,207,764
-
31 December
2017
$
30 June
2017
$
-
-
8,000,000
-
122,764
-
8,122,764
-

DGR Global Limited annual report for the year ended 30 June 2017

22

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

8. Other financial liabilities (continued)

The principal terms of the convertible notes are as follows:

Number of notes issued: 40,000,000

Issue price: Face value of $0.20 per convertible note Interest rate: 12% per annum Interest payments: Interest paid quarterly in arrears. Interest is payable as cash in the first year, and at DGR’s election in the second year, either as cash or by way of an issue of securities. If interest in the second year is met via the issue of securities, this can either be notes of the same series, or (at Tribeca’s election) DGR shares priced at the higher of 80% of VWAP, 20 cents, or 70% of NTA based on a marked to market assessment of the value of DGR’s assets from time to time.

Maturity date: 24 October 2019 Conversion terms: Convertible at any time at the Convertible Note holder’s election into one ordinary share in DGR subject to usual adjustment mechanisms in certain circumstances

Security: Unsecured

9. Issued Capital

.
Issued Capital
613,181,877 (30 June 2017: 570,511,877) fully paid
ordinary shares
Share issue costs
31 December
2017
$
30 June
2017
$
35,004,941
32,231,391
(1,459,020)
(1,444,187)
33,545,921
30,787,204

Ordinary shares participate in dividends and the proceeds on winding up the Company. At shareholder meetings each ordinary share is entitled to one vote when a poll is called, otherwise each shareholder has one vote on show of hands.

There is no par value or authorised capital.

(a) Ordinary Shares
Opening balance
24 October 20161
2 November 20162
30 November 20163
16 January 20174
17 January 20175
22 March 20176
29 March 20177
6 April 20178
18 April 20179
28 April 201710
4 May 201711
17 May 201712
22 May 201713
29 May 201714
2 August 2017
29 September 2017
27 November 2017
Closing balance
31 December
2017
Number
30 June
2017
Number
31 December
2017
$
30 June
2017
$
570,511,877
550,881,877
32,231,391
30,386,191
-
2,000,000
130,000
-
2,000,000
130,000
-
4,750,000
570,000
-
2,000,000
130,000
-
400,000
26,000
-
215,000
13,975
-
665,000
43,225
-
2,000,000
130,000
-
500,000
60,000
-
500,000
60,000
-
500,000
60,000
-
500,000
60,000
-
666,667
80,000
-
2,933,333
352,000
2,000,000
-
130,000
-
17,720,000
-
1,151,800
-
22,950,000
-
1,491,750
-
613,181,877
570,511,877
35,004,941
32,231,391

DGR Global Limited annual report for the year ended 30 June 2017

23

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

9. Issued Capital (continued

(a) Ordinary Shares (continued)

1 On 24 October 2016, 2,000,000 ordinary $0.065 shares were issued pursuant to the exercise of ESOP options.

2 On 2 November 2016, 2,000,000 ordinary $0.065 shares were issued pursuant to the exercise of underwriter options.

3 On 30 November 2016, 4,750,000 ordinary $0.12 shares were issued pursuant to the exercise of director options.

4 On 16 January 2017, 2,000,000 $0.065 ordinary shares were issued upon the exercise of options.

5 On 17 January 2017, 400,000 $0.065 ordinary shares were issued upon the exercise of options.

6 On 22 March 2017, 215,000 $0.065 ordinary shares were issued upon the exercise of options.

7 On 29 March 2017, 665,000 $0.065 ordinary shares were issued upon the exercise of options.

8 On 6 April 2017, 2,000,000 $0.065 ordinary shares were issued upon the exercise of options.

9 On 18 April 2017, 500,000 $0.12 ordinary shares were issued upon the exercise of options.

10 On 28 April 2017, 500,000 $0.12 ordinary shares were issued upon the exercise of options.

11 On 4 May 2017, 500,000 $0.12 ordinary shares were issued upon the exercise of options.

12 On 17 May 2017, 500,000 $0.12 ordinary shares were issued upon the exercise of options.

13 On 22 May 2017, 666,667 $0.12 ordinary shares were issued upon the exercise of options.

14 On 29 May 2017, 2,933,333 $0.12 ordinary shares were issued upon the exercise of options.

15 On 2 August 2017, 2,000,000 $0.065 ordinary shares were issued upon the exercise of options.

16 On 29 September 2017, 17,720,000 $0.065 ordinary shares were issued upon the exercise of options. 17 On 27 November 2017, 22,950,000 $0.065 ordinary shares were issued upon the exercise of options.

(b) Options

As at 31 December 2017, there were 36,875,000 unissued ordinary shares of DGR Global Ltd under option, held as follows:

Options on Issue in DGR Global Ltd Number Exercise Expiry
Price
Unlisted employee options 19,375,000 $0.20 8/11/20
Unlisted Director options 17,500,000 $0.20 28/11/20

During the half year 19,270,000 unlisted $0.065 employee options and 22,950,000 unlisted $0.065 Director options were exercised.

10. Contingent Liabilities and Contingent Assets

There are no contingent liabilities or contingent assets at 31 December 2017.

DGR Global Limited annual report for the year ended 30 June 2017

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

11. Segment Reporting

The group reports information to the board of Directors along company lines. That is, the financial position of DGR Global Limited and each of its subsidiary companies is reported discreetly, together with an aggregated group total. Accordingly, each company within the group that meets or exceeds the relevant threshold tests is separately disclosed below. The financial information of the subsidiaries that do not exceed the thresholds and are therefore not reported separately, are aggregated as Others.

31 December 2017 DGR Global Archer
Resources
Others Total
$ $ $ $
(i) Segment performance
Revenue
External revenue 923,125 - - 923,125
Inter-segment revenue - - - -
Total segment revenue 923,125 - - 923,125
Reconciliation of segment revenue to group revenue
Other income 7,477,011 - - 7,477,011
Total group revenue 8,400,136
Segment net profit (loss) before tax (570,177) 19,675 (150,511) (701,013)
Reconciliation of segment result to group net profit / loss before tax
Share of losses of associates (3,212,416)
Reversal of impairment of investment in associate 5,617,282
Net profit before tax 1,703,853

DGR Global Limited annual report for the year ended 31 December 2017

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

11. Segment Reporting (continued)

31 December 2016 DGR Global Archer
Resources
Others Total
$ $ $ $
(i) Segment performance
Revenue
External revenue 2,000,697 - - 2,000,697
Inter-segment revenue - - - -
Total segment revenue 2,000,697 - - 2,000,697
Reconciliation of segment revenue to group revenue
Other income 14,074
Reversal of impairment of investment in associates 9,106,644
Total group revenue 11,121,415
Segment net profit (loss) before tax 67,925 (156,706) (399) (89,180)
Reconciliation of segment result to group net profit / loss before tax
Share of losses of associates (1,818,044)
Reversal of impairment of investment in associate 9,106,644
Net profit before tax 7,199,420

DGR Global Limited annual report for the year ended 31 December 2017

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

11. Segment Reporting (continued)

(ii) Segment assets
31 December 2017 DGR Global Archer
Resources
Others Total
$ $ $ $
Segment assets 162,575,302 1,988,273 361,270 164,924,845
Reconciliation of segment assets to group assets
Inter-segment receivables and investments eliminations (5,498,038)
Total group assets 159,426,807
30 June 2017 DGR Global Archer
Resources
Others Total
$ $ $ $
Segment assets 179,605,592 1,793,261 443,066 181,841,919
Reconciliation of segment assets to group assets
Inter-segment receivables and investments eliminations (5,384,856)
Total group assets 176,457,063

All segment asset additions occur in Australia.

DGR Global Limited annual report for the year ended 31 December 2017

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

12. Cash flow information

2.
Cash flow information
Profit/(loss) after tax
Depreciation
Exploration and evaluation assets written off
Share based payments expense
Share of associates losses
Reversal of impairment of investment in associate
Movement in fair value of convertible note liability
Movement in fair value of convertible note receivable
Changes in operating assets and liabilities, net of the effects of purchase and
disposal of subsidiaries:
-(Increase)/decrease in trade and other receivables
-(Increase)/decrease in other assets
-Increase/(decrease) in tax payable
-Increase/(decrease) in deferred tax liabilities
-Increase/(decrease) in trade and other payables
Non-cash investing and financing activities
Conversion of loans with related parties for convertible notes
Conversion of interest with related parties for convertible notes
Conversion of loans with related parties for shares
Conversion of debtors for shares
31 December
2017
$
31 December
2016
$
575,301
4,874,777
15,102
19,288
118,561
144,616
844,806
-
3,212,416
1,818,044
(5,617,282)
(9,106,644)
122,764
-
(1,109,190)
-
(441,143)
(1,053,499)
(53,911)
9,544
(399,159)
-
981,597
2,358,635
(532,041)
(485,292)
(2,282,179)
(1,420,531)
-
(9,400,000)
733,407
-
-
(5,700,000)
-
(360,834)

13. Fair Value

Fair value hierarchy

The following table details 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.

  • (a) The following table presents the Group’s assets and liabilities measured and recognised at fair value at 31 December 2017 and 30 June 2017:
Level 1 Level 2 Level 3 Total
$ $ $ $
31 December 2017
Financial assets at fair value through OCI 108,465,167 - - 108,465,167
Convertible note receivable 367,500 - 11,648,213 12,015,713
Convertible note payable - - 8,122,764 8,122,764
30 June 2017
Financial assets at fair value through OCI 138,522,943 - - 138,522,943
Convertible note receivable 367,500 - 9,805,616 10,173,116

The financial assets at fair value through other comprehensive income and certain convertible note receivables are measured based on the quoted market prices at 31 December 2017 and 30 June 2017. The fair value of the remaining financial instruments is determined using discounted cash flow analysis.

DGR Global Limited annual report for the year ended 31 December 2017

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

13. Fair Value (continued)

  • (b) The following table summarises the quantitative information about the significant unobservable inputs used in level 3 fair value measurements:
Description Fair value at Unobservable Range of Relationship of unobservable
reporting date Inputs* inputs inputs to fair value
$
31 December 2017
Convertible note receivable 11,648,213 Share price 50% Lower volatility (-10 bps)
volatility would increase FV by
$471,352; higher volatility
(+10 bps) would decrease FV
by $460,873.
Risk- 7% Lower discount rate (-100
adjusted bps) would increase FV by
discount rate $59,838; higher discount rate
(+100 bps) would decrease FV
by $60,439.
Convertible note payable 8,122,764 Share price 60% Higher volatility (+10 bps)
volatility would increase FV by
$116,321; lower volatility
(+10 bps) would decrease FV
by $104,333.
Risk-free 1.96% Lower discount rate (-25 bps)
interest rate would increase FV by $26,225;
higher discount rate (+25 bps)
would decrease FV by
$130,696.
30 June 2017
Convertible note receivable 9,805,616 Share price 50% Lower volatility (-10 bps)
volatility would increase FV by
$427,273; higher volatility
(+10 bps) would decrease FV
by $341,818.
Risk- 7% Lower discount rate (-100
adjusted bps) would increase FV by
discount rate $149,264; higher discount
rate (+100 bps) would
decrease FV by$145,795.
  • There were no significant inter-relationships between unobservable inputs that materially affect fair values.

  • (c) The following table presents the Group’s assets and liabilities which are not carried at fair value at 31 December 2017 and 30 June 2017 wherein their carrying values do not approximate their fair value at 31 December 2017 and 30 June 2017:

Level 1 Level 2 Level 3 Carrying
value
$ $ $ $
31 December 2017
Investments accounted for using the equity method 46,195,038 - - 24,256,787
30 June 2017
Investments accounted for usingthe equitymethod 44,261,615 - - 17,035,638

The investments accounted for using the equity method displayed above are measured based on the quoted market prices at 31 December 2017 and 30 June 2017.

DGR Global Limited annual report for the year ended 31 December 2017

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Notes to the Consolidated Financial Statements for the half-year ended 31 December 2017

14. Share based payments

The fair values of options granted in the period ending 31 December 2017 were calculated by using a Black-Scholes options pricing model applying the following inputs:

DGR Global Ltd
DGR Global Ltd
ESOP
Underwriter Options
Exercise price
Life of the option
Underlying share price
Expected share price volatility
Risk free interest rate
Number of options issued
Fair value (black-scholes) per option
Total value of options issued
$0.20
$0.20
3 years
3 years
$0.10
$0.10
61.364%
61.364%
1.94%
1.89%
19,375,000
17,500,000
$0.023
$0.023
$444,407
$400,399

Expected share price volatility was estimated based on historical share price volatility.

15. Events After Balance Sheet Date

On 12 February 2018, 3,000,000 unlisted $0.20 options expiring 12 February 2021 were issued under the employee share option scheme.

The Directors are not aware of any other events since 31 December 2017 that impact upon the financial report as at 31 December 2017.

DGR Global Limited annual report for the year ended 31 December 2017

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Directors' Declaration

In accordance with a resolution of the Directors of DGR Global Limited, I state that:

In the opinion of the Directors:

  1. The attached financial report and notes of the consolidated entity are in accordance with the Corporations Act 2001 , including:

  2. (a) Giving a true and fair view of the financial position as at 31 December 2017 and the performance for the half-year ended on that date of the consolidated entity; and

  3. (b) Complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .

  4. There are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.

On behalf of the board

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Nicholas Mather Managing Director

Brisbane Date: 14 March 2018

DGR Global Limited annual report for the year ended 31 December 2017

31

Tel: +61 7 3237 5999 Level 10, 12 Creek St Fax: +61 7 3221 9227 Brisbane QLD 4000 www.bdo.com.au GPO Box 457 Brisbane QLD 4001 Australia

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INDEPENDENT AUDITOR’S REVIEW REPORT

To the members of DGR Global Limited

Report on the Half-Year Financial Report

Conclusion

We have reviewed the half-year financial report of DGR Global Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 31 December 2017, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the halfyear then ended, and notes comprising a statement of accounting policies and other explanatory information, and the directors’ declaration.

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of the Group is not in accordance with the Corporations Act 2001 including:

  • (i) Giving a true and fair view of the Group’s financial position as at 31 December 2017 and of its financial performance for the half-year ended on that date; and

  • (ii) Complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001.

Directors’ responsibility for the Half-Year Financial Report

The directors of the company are responsible for the preparation of the half-year 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 half-year financial report that is free from material misstatement, whether due to fraud or error.

Auditor’s responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including giving a true and fair view of the Group’s financial position as at 31 December 2017 and its financial performance for the half-year ended on that date and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 . As the auditor of the Group, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

32

DGR Global Limited annual report for the year ended 31 December 2017

BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.

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A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Independence

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 . We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Group, would be in the same terms if given to the directors as at the time of this auditor’s review report.

BDO Audit Pty Ltd

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D P Wright Director

Brisbane, 14 March 2018

DGR Global Limited annual report for the year ended 31 December 2017

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BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.