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GLOBE METALS & MINING LIMITED — Annual Report 2022
Oct 27, 2022
64965_rns_2022-10-27_4c2ca00d-5911-4a91-a4ff-8d3be28f1281.pdf
Annual Report
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For the year ended 30 June 2022 ABN: 33 114 400 609
CORPORATE DIRECTORY
Directors
Ms Alice Wong, Non-Executive Chairperson Mr Ricky Lau, Non-Executive Director Mr Bo Tan, Non-Executive Director Mr Michael Barrett, Non-Executive Director Mr Michael Choi, Non-Executive Director
Company Secretary
Mr Michael Fry ( until 30 June 2022) Mr Paul Hardie ( from 1 July 2022 )
Senior Management
Mr Grant Hudson, Chief Executive Officer Mr Rex Zietsman, Chief Technical Officer Mr Michael Fry, Chief Financial Officer Mr Paul Hardie, General Counsel and Company Secretary
Principal & Registered Office
Unit 1, 26 Elliott Street Midvale WA 6056 Telephone: (08) 6118 7240 Facsimile: (08) 6323 0418 ABN: 33 114 400 609
Auditors
Australia: Ernst & Young 11 Mounts Bay Road Perth WA 6000
Malawi: Ernst & Young Apex House Kidney Crescent Blantyre Malawi
Share Registrar
Automic Group Level 2, 267 St Georges Terrace Perth WA 6000 Telephone: 1300 288 664
Securities Exchange Listing
Australian Securities Exchange (Home Exchange: Perth, Western Australia) Level 40, Central Park 152-158 St Georges Terrace Perth WA 6000 Code: GBE
Bankers
Westpac 109 St Georges Terrace Perth WA 6000
CHAIRPERSON’S ADDRESS FOR THE YEAR ENDED 30 JUNE 2022
Dear shareholders and interested persons,
On behalf of the Board of Globe Metals & Mining Limited (“Globe” or “the Group”), it is my pleasure to present to you the 2022 Annual Report.
In July 2022, Globe received formal communication from the Malawi Ministry of Mining advising us that the negotiations and attendant review of the draft Mine Development Agreement (”MDA”) of the Kanyika Niobium Project (“Project”) had been consummated, following a recommendation for approval by the Malawi Government’s MDA Steering Committee.
Two months later in September 2022, at the meeting between Globe, the Malawi Government (as represented by the Principal Secretary of the Ministry of Mining Dr Joseph Mkandawire) and those persons who will be relocated should the Project proceed (“Project Affected Persons"), Globe confirmed that the review of the MDA by the Ministry of Mining and the Ministry of Finance had been completed to their satisfaction and that the MDA is now with the Attorney General and Ministry of Justice for final vetting prior to signature.
Subsequently, the Group has taken all necessary steps and used its best efforts to solicit support from, amongst others, the Australian Government, to persuade the Malawi Government to quickly conclude this critical final step.
While we are waiting anxiously for the final approval from Malawi Government, exciting developments regarding the application of niobium continue to be published. These include the application of niobium in the next generation electric vehicle (EV) batteries that will offer faster charging, an extended range, higher safety and lower costs and will improve significantly on the short-comings of the EV batteries of today. Important players in this new application include Toshiba, Nyobolt, Battery Streak, Nano One and Echion who are all harnessing the unique characteristics of niobium. The beneficial characteristics of niobium-based batteries are not only limited to EV, but also provide promising power alternatives to power tools, drones, medical devices, electric scooters, warehouse robots, and energy storage.
The demand for niobium will logically be driven up by such new applications, and the consumption of niobium oxides for batteries is expected to rival that of ferro-niobium used in the High Strength Low Alloy Steels of today by the early 2030s.
The Kanyika Niobium Project, once the MDA is approved by the Malawi Government, will be the first niobium project to be on track for production in more than 50 years globally, and its impact on the niobium supply chain is of global significance.
As for the Kanyika community, the granting of the MDA and the subsequent development of the mine will mean a critical step in the right direction for the development of the Malawian economy and the many social programs we envisage together with the local residents. The timely approval of the MDA is as important for the Malawian people as it is for all of us at Globe.
In closing, I thank all shareholders, board of directors, and employees and other service providers for their support of the Group in the year past and I hope all our efforts will soon bear fruitful results for all concerned.
Sincerely,
Alice Wong
Chairperson
OPERATIONS REVIEW FOR THE YEAR ENDED 30 JUNE 2022
Niobium Overview
Niobium is transforming the next generation of energy storage solutions
Niobium is a metal. When pure, it is soft, ductile, and highly resistant to corrosion. Niobium (Nb), atomic number 41, belongs to the transition metals group and is the second element of the fifth column – Group 5. Niobium products are obtained from metallurgy processes and because Niobium enhances properties and functionality, it is used in a wide range of materials, such as alloy steel and oxides, and applications in sectors like mobility, energy and construction.
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Uses
Niobium’s stability, high resistance to corrosion and oxidation, high resistance to extreme heat and wear and superconductive properties makes it suitable for a wide range of battery applications, and it is increasingly being used in batteries for power tools, drones, medical devices, electric scooters, warehouse robots, and electric vehicles.
More and more companies involved in the EV industry are turning to the use of niobium, primarily in the anode of EV batteries, to resolve issues around fast-charging, range (distance), safety and cost with niobium-based batteries part of the wave of next generation batteries hitting the market.
In addition, approximately 90% of all niobium used is consumed as ferroniobium in the production of High Strength Low Alloy (HSLA) steels which contain on average about 0.03%Nb.
HSLA steels are used extensively in the construction and automotive industries, and also in the manufacture of highpressure gas and oil pipelines. The remaining 10% of niobium goes into a wide range of smaller-volume but higher-value applications, such as high-performance alloys (which include superalloys), carbides, superconductors, electronic components and functional ceramics, and into various new-age technologies.
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Niobium is a key component in new generation superalloys vital to aerospace, construction, transportation, oil & gas, wind turbine, military equipment industries
Although the unit consumption of niobium in steel is very small—fractions of a percent by weight of a tonne of finished steel—the benefits are large. Niobium additions in steel significantly increases strength, so less steel is required overall, which can reduce cost substantially.
This has been the basis for the development and growth in its use in steels over the last few decades and should remain the driver in the years to come. Niobium intensity of use is relatively low in several large, steel-producing nations, such as China, but also India and Southeast Asia.
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Supply
Almost all niobium is sourced from three mines, two in Brazil and one in Canada. By far the largest is CBMM, which operates a pyrochlore mine and processing plant near Araxá in east-central Minas Gerais state in Brazil. CBMM is estimated to account for approximately 85% of the world’s supply. While historically CBMM has operated comfortably below operational capacity, recent increases in demand translated into rising operating rates and prompted it to increase its niobium production capacity by 50%.
The other major producers are Niobec (part of Magris Performance Materials) in Canada and NioBras (part of the China Molybdenum Company) in Brazil.
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Niobium – a ‘Critical Mineral’
Owing to the perceived concentration risk in the niobium supply-chain, both the United States and the European Union have placed this mineral on their respective Critical Mineral lists.
The United States Geological Services (USGS) defines a Critical Mineral this way,
‘ Mineral commodities that have important uses and no viable substitutes, yet face potential disruption in supply, are defined as critical to the Nation’s economic and national security .’
and
‘ The commodities or commodity groups included are antimony, barite, beryllium, cobalt, fluorine, gallium, germanium, graphite, hafnium, indium, lithium, manganese, niobium , platinum-group elements, rare-earth elements, rhenium, selenium, tantalum, tellurium, tin, titanium, vanadium, and zirconium. All these commodities have been listed as critical and (or) strategic in one or more of the recent studies based on assessed likelihood of supply interruption and the possible cost of such a disruption to the assessor. For some of the minerals, current production is limited to only one or a few countries. For many, the United States currently has no mine production or any significant identified resources and is largely dependent on imports to meet its needs .’
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In its ‘Action Plan on Critical Raw Materials’ the European Commission states,
‘A reliable, secure, and sustainable access to raw materials is a precondition for Europe’s Green Deal and for industrial leadership of Europe in the technologies of the future.
The Action Plan on Critical Raw Materials outlines the challenges lying ahead and provides ten actions to foster transition towards a green and digital economy and, at the same time, bolster Europe’s resilience and open strategic autonomy’
and that
‘The green and digital transitions will lead to a drastic increase in European demand for certain critical raw materials by 2050’
Niobium is seen as a key mineral and the extreme concentration of supply is seen as a threat (see below). Globe, with its membership of the European Raw Materials Alliance (ERMA), looks forward to working with the other members to resolve these critical supply issues facing Europe as it works towards a greener environment.
‘Excessive dependence on single supplier countries makes Europe vulnerable’
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Kanyika
Project
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(Source: European Commission ‘Action Plan on Critical Raw Materials’ )
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(Source: European Commission ‘Action Plan on Critical Raw Materials’ )
Demand
Ferro-niobium
While ferro-niobium is not Globe’s initial focus, it does nonetheless represent an important long-term opportunity for the Company as approximately 90% of niobium production is currently consumed as ferro-niobium and used in the manufacture of High Strength Low Alloy Steels.
Demand for ferroniobium increased considerably in the period 2000 to 2019, tripling consumption from 40,000 metric tons to in excess of 120,000 metric tons. A tight vanadium market coupled with the introduction of new rebar standards in China caused ferrovanadium demand (and prices) to spike in 2018. This prompted unexpected levels of substitution. Chinese steel makers started to use ferroniobium in Grade 3 rebar which, coupled with strong demand for ferroniobium in line pipe and automotive applications, meant that imports into China (and exports out of Brazil) reached record highs.
The COVID-19 pandemic halted the rising demand for ferroniobium in the early part of 2020, but demand returned to more normal levels from mid-2020 with China largely having recovered from the effects of the pandemic.
And despite ongoing lingering effects of COVID-19 and rationalization of the steel making industry in China, the global consumption of ferro-niobium has continued to increase with modest gains in 2021.
These gains can be expected to continue with China reportedly transitioning to the production of higher grade, highervalued steels and overall steel production forecast to continue to grow.
In April 2022, the World Steel Association (Worldsteel) released an update of its Short-Range Outlook (SRO) for 2022 and 2023, forecasting that steel demand will grow by 0.4% in 2022 and reach 1,840.2 Mt after 2.7% growth in 2021. In 2023, steel demand will see a further increase of 2.2% to 1,881.4 Mt. Worldsteel’s forecast was made against the backdrop of war in Ukraine and is subject to high uncertainty.
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(Source: https://worldsteel.org/media-centre/press-releases/2022/worldsteel-short-range-outlook-april-2022/ )
Niobium oxides
Globe can produce high-grade (>98% pure) niobium and tantalum oxides from its Namibian refinery. In particular, the use of niobium alloys in the production of batteries has tremendous potential and it is Globe’s intention to be a supplier of high-grade oxides into this exciting and growing market (see below). In fact, Globe will be one of only two vertically integrated suppliers of niobium oxides in the world, after CBMM of Brazil.
As a strong and positive indication of the direction in which the market is moving, CBMM, the world’s largest supplier of niobium oxides, has announced plans to increase their niobium oxide capacity from 10 000tpa to 45 000tpa by 2030. This would, at today’s prices, value the market at US$1.8Bn per annum and be equal in value to the current size of the ferro-niobium market.
Scientists and manufacturers are only now beginning to imagine the range of technological applications for niobium
Spotlight: Niobium and the Automotive industry
Niobium has and continues to play a major role in the automotive industry. Weight reduction and greater energy efficiency have never been more important than in the motor vehicles of today.
Lightweight Vehicles
The emerging focus of governments across the world on minimizing carbon emissions and enhancing fuel economy (as per the Corporate Average Fuel Economy standards) has increased the importance of lightweight materials in the production of automobiles.
In recent years, the automotive industry has been consistently focusing on vehicle weight, as it has a direct impact on driving dynamics, fuel consumption, and agility. The usage of niobium as a micro-alloy enhances the toughness and strength of steel, while also ensuring that the automobile body structure is light. At the same time, it also makes vehicles safe in the event of a collision. For instance, usage of about 300 gram of niobium in steel for a mid-size passenger car reduces the weight of the vehicle by approximately 200 kg, in turn, improving the fuel economy of the vehicle (1 liter per 200 km) and reducing exhaust emissions.
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$9 of Niobium added to a mid-sized automobile reduces its weight by 100kg, increasing fuel efficiency by 5%
Electrical Vehicle Batteries
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A recent area of focus which is gaining significant momentum is the use of niobium in electric vehicle batteries for fastcharging, better driving range, and improved safety.
Toshiba and CBMM, the world’s largest supplier of niobium, have for some years been working together on niobium - titanium-oxide (NTO) anodes for electric vehicles. Toshiba was the first to market with its niobium-based battery.
Toshiba’s SCiBTM Battery with TNO Anode for electric vehicles, allowing higher performance, longer life, quicker charging, and improved safety, has been in manufacture since early 2019 and has since been chosen as the battery of choice for selected models by automotive manufacturers including Mazda, Mitsubishi, Nissan, and Hino. More recently, Toshiba’s niobium-based batteries have been selected for trucks and cranes showing their application is widespread.
(Source: https://www.global.toshiba/ww/products-solutions/battery/scib/next/nto.html )
Others are starting to follow.
Nyobolt is a UK-based company that is receiving considerable media and press following its claim that its electric battery can achieve full recharge in just 60 seconds using a niobiu m-tungsten alloy in its anode technology. It recently secured US$59 million to manufacture a facility in the UK to build batteries for power tools, energy storage and EVs.
(Source: https://www.reuters.com/technology/uk-fast-charging-battery-startup-nyobolt-raises-59-mln-2022-07-15/)
Echion Technologies, born out of the laboratories of the University of Cambridge Engineering Department, is another niobium-based battery start-up. Echion completed a £10M Series-A funding round in August 2021, is backed by CBMM and boasts that its Mixed Niobium Oxide (XNO) anodes enable cells to achieve a unique combination of fast-charge, safety, and high energy density:
-
ü 0 to 100% charge in 6 min or less, 5 times faster than standard Li-ion cells.
-
ü Twice the volumetric capacity of LTO anodes (x2)
-
ü Safe operating voltage
-
ü 1000’s of cycles demonstrated
-
ü Low cost
(Source: https://echiontech.com/products/ )
Nano One is another company that has entered into a co-development agreement with niobium producer CBMM, with the objective of optimising Nano-One’s patented One Pot process for nickel rich cathode materials using niobium as a coating.
According to a recent report, metals from Group 5 of the periodic table (vanadium, niobium and tantalum) are likely to find their way into more automotive batteries in an effort to boost performance.
The report highlights that:
-
§ With the goal of further reducing ─ or even eliminating ─ cobalt and moving beyond the energy limits of the present cathode generation, Group 5 metals could enable battery electrode designs with demonstrated capacities in excess of 250 mAh/g in the next ten years.
-
§ Group 5 metals excel at safety and power density beyond extending the lifespan of the electrochemical system.
-
§ Group 5 metals may advance nickel-rich cathodes for batteries and lead the way to charging EVs as fast as filling up conventional cars.
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(Source:https://medium.com/batterybits/how-strategic-metals-could-drive-next-gen-li-ion-batteries)
Further to the forecast increased use of niobium in electric batteries, a report from Reuters published on 9 February 2021 stated that Brazilian mining company CBMM, the world leader in niobium with an estimated 85% market share, is
OPERATIONS REVIEW FOR THE YEAR ENDED 30 JUNE 2022
expecting to sell 45,000 tons of niobium oxide by 2030, up from just 100 tons in 2021, with niobium oxide sales to rise to ~25% of the company’s revenue if forecasts are met. ( Source: Brazil miner CBMM seeks to sell 45,000 tons of niobium oxide by 2030 | Nasdaq ).
If CBMM are successful, by the early 2030s the global market for niobium oxides will rival that of ferroniobium in HSLA steels which is presently a US$1.4Bn global market.
CBMM appears to be off to a good start.
In October 2021, CBMM and VW Truck and Bus (Brazil) announced that they have teamed up to manufacture fast-charging batteries for VW’s electric vehicles. See Volkswagen Caminhões e Ônibus - Press Room (vwtbpress.com).
In March 2022, CBMM and Horwin (Brazil), a leader in the motorcycle and e-scooter market, announced that they have teamed up to manufacture fast-charging electric motorcycles. See Chinese E-Bikes Built in Brazil to Use Local Battery - Asia Financial News
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Horwin EK3 electric motorcycles. The new batteries will lower the charging time from three hours to about 10 minutes and have a longer life when compared to traditional batteries, according to Horwin. Photo: Horwin Global
Pricing
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Niobium is typically used in the structural steel industry, the chemical industry, or the super and master alloy industries. Currently, niobium prices range from US$45 per kilogram (US$45,000 per tonne) for standard ferroniobium metal and greater than US$40 per kilogram for niobium pentoxide (Nb2O5). Higher purity and more specialised products realise higher prices. The volatility of niobium prices is extremely low, one key factor in customer supplychain certainty.
The forecast increasing demand for steel and from a range of technological applications bodes well for the demand for niobium.
Tantalum
Tantalum is a by-product of the processing of pyrochlore at Kanyika.
Tantalum is typically sold as a tantalum pentoxide (Ta2O5), as a tantalum salt (K2TaF7) or tantalum metal. Most tantalum is used in the aerospace industry (including space flight), the electronics (technology) industry or in the health industry.
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Roskill are forecasting positive growth in tantalum demand of 4.6% per year to 2029; predicting rising supply from lithium miners to keep tantalum prices in check. However, demand for high-performance tantalum capacitors - for use in used in electrical circuits in personal computers, cell phones and audio amplifiers, among other devices – are presently booming with inventory levels were reported to be low, especially in the United States, causing the price of tantalum to spike in recent months.
Tantalum concentrate prices (for 30% Ta2O5 content) have decreased in prices significantly due to excess supply and have historically exhibited significant variability. Tantalum pentoxide prices, having much lower price volatility, currently range from US$250 to $310 per kilogram dependent on the quality.
Mineral Resources and Ore Reserves
On 11 July 2018, Globe published an updated Mineral Resource Estimate for the Kanyika Niobium Project (KNP) calculated in accordance with 2012 JORC guidelines.
The resource calculated was unchanged from the previous Mineral Resource Estimate published on 7 January 2011, calculated in accordance with the 2004 JORC guidelines, and is as follows:
Table 1: Mineral Resource Estimate for Kanyika using a 1,500 ppm Nb2O5 cut-off grade
| Category | Size (Mt) |
Nb2O5 Grade (ppm) |
Ta2O5 Grade (ppm) |
| Measured | 5.3 | 3,790 | 180 |
| Indicated | 47.0 | 2,860 | 135 |
| Inferred | 16.0 | 2,430 | 120 |
| 135 | |||
| Total | 68.3 | 2,830 |
Note: no additions or changes have been made to the Mineral Resource Estimate since it was last published.
The Company published its Ore Reserve following the grant of a Large-Scale Mining Licence for the Kanyika Project on 19 August 2021, as follows:
Table 2: Ore Reserve for Kanyika using a 1,500 ppm Nb2O5 cut-off grade
| Category | Size (Mt) |
Nb2O5 Grade (ppm) |
Contained Nb2O5 (t) |
Ta2O5 Grade (ppm) |
Contained Nb2O5 (t) |
| Proved | 5.3 | 3,680 | 19,504 | 171 | 906 |
| Probable | 28.5 | 2930 | 83,505 | 136 | 3,876 |
| 3,876 | |||||
| Total | 28.5 | 2930 | 83,505 | 136 |
Note: no additions or changes have been made to the Mineral Resource Estimate since it was last published.
The Ore Reserve is based on substantial studies including, environmental and environmental impact, social, legal environment, geological, mineralogical, geotechnical, hydrology, metallurgical, project location, mining, process flowsheets, transportation, project management, marketing, risk assessment, mine closure and rehabilitation, policy and operational management procedures, capital estimates and operating estimates.
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Mining Licence Granted
Globe’s wholly owned subsidiary, Globe Metals & Mining (Africa) Limited (GMMA) was granted Large Scale Mining Licence LM0216/21 on 13 August 2021.
LM0216/21 is valid for twenty-five (25) years and entitles GMMA the exclusive right to prospect for and mine minerals(s) in the licence area on the terms and conditions attaching to the licence. The most material of these terms and conditions are listed below.
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The terms and conditions attaching to the mining licence require that GMMA must, amongst other things:
o pay annual charges prescribed under the Mines and Minerals (Mineral Rights) Regulations 1981 and mineral royalties in accordance with the Mines and Minerals Act.
o have a right to mine and process pyrochlore o endeavour to give employment preferentially to citizens of Malawi
o endeavour to procure goods and services produced and manufactured in Malawi provided that they can be obtained at competitive terms and in comparable quality.
o submit reports to the Registrar of Mineral Tenements as required
o comply with all conditions imposed under Part VIII of the Mines and Minerals Act (No. 8 of 2019).
Pursuant to the Mines and Minerals Act, the Malawi Government is entitled to a 10% free equity interest, subject to formally notifying GMMA of its desire to take up its entitlement. As at the date of this report, Globe or GMMA are yet to receive any such notice.
2021 Feasibility Study
After being granted a mining licence for Kanyika, Globe publicly released the results of its feasibility study which was undertaken to establish the most appropriate configuration for the Kanyika Project and to determine its economic feasibility. The proposed throughput was set at 1 500 000 tonnes/year of ore.
The quality of the engineering studies for a large proportion of the plant design qualifies the project as a Class 3, FEL3 standard under AACE[1] practices with components at Class 4, FEL2.
1 “Association for the of Advancement of Cost Engineering” that is referencing practice for the AUSIMM Cost Estimation handbook Monograph 27.
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General Arrangement of the Kanyika Niobium Project
Processing and Concentration
At the processing plant, ore is crushed and then ground to less than 0.15mm for treatment to recover pyrochlore – a mineral containing niobium and tantalum. The operations process flowsheet was developed based on results from the extensive test work conducted on Kanyika mineralisation evaluating a range of beneficiation strategies.
The concentrator incorporates conventional integrated crushing and grinding circuit and magnetic separation before using flotation and gravity concentration techniques to produce a pyrochlore concentrate (approximately +20% Nb2O5 and 1.0% Ta2O5). The process technique gives excellent results with mass yields approximately 2% for over 75% recovery of niobium, tantalum, uranium and zirconium.
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Plant Layout
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2022 Phase One Study
In January 2022 Globe’s Senior Executive Team commenced investigations into a phased approach to its operations. The goal of this initiative is to identify a quicker pathway to production with reduced up-front capital costs. This would allow Globe to de-risk the operations and to build the market for its products in line with the anticipated upsurge in demand for niobium oxides.
Kanyika Mine Operations – Phase One
The Kanyika mine operations (both mining and concentration plant) remain largely unchanged in execution but will start at a considerably lower tonnage than that envisaged in the original Feasibility Study viz. 90 000 tpa rather than 1 500 000 tpa. The choice of this tonnage is largely driven by the local availability of medium voltage (33kV) power to run the milling process at the site. While the Government of Malawi has a project to bring high voltage (132kV) power to the site, this project is not yet underway.
Namibia Refinery – Phase One
A review of the conventional hydrofluoric acid digestion of tantalum and niobium ores indicated a very high cost of production, the significant single-use consumption of costly hydrofluoric acid and a high cost of radionuclide residue disposal. The Globe engineering team therefore embarked on the investigation of alternative refining routes that were lower cost and more environmentally friendly.
The Phase One Study highlighted gas-phase chlorination as the most suitable alternate approach to hydrofluoric acid refining. This route reacts chlorine gas with the Kanyika concentrate generating metal chlorides which are then separated by selective cooling and purified by distillation. The metal chlorides are subsequently oxidised which regenerates chlorine that is recycled to the front of the process. A small electrolyser uses sea salt to produce chlorine to make up for metal chloride sales – for example: iron chloride is sold as a water treatment chemical.
There are major benefits to using the chlorination route. Regeneration results in major reductions in reagent consumption; multiple products can be generated either for sale or for safe storage as an oxide; 99% of the uranium is recovered and sold into the uranium industry; residue quantities are an order of magnitude less than the hydrofluoric acid route; the heat generated by the exothermic chlorination reaction can be harvested to produce electricity and finally, this route can be economically scaled both down to the Phase One volumes and up as the market demands. All these benefits allow Globe to enter production earlier while achieving an overall improved economic and environmental outcome.
It should be noted that the chlorination process is the go-to process for the production of titanium oxides (for use in paint) and has been used for Rare Earths refining for over fifty years and for niobium and tantalum refining for over twenty years. As mentioned above, it has significant environmental and economic benefits over the use of hydrofluoric acid. A preliminary comparison with the hydrofluoric acid route predicts that, while the initial capital costs will be higher, the operating costs will be significantly lower. Furthermore, while the hydrofluoric acid route only produces niobium and tantalum oxide, the chlorination route additionally separates and purifies uranium, zirconium and iron into saleable products.
Phase One Refinery Location
In 2019, the Globe board commissioned a review of the advisability of locating the hydrofluoric acid refinery at the mine site as envisaged by the Feasibility Study. It became abundantly clear that the cost of transporting the raw materials required into the heart of southern Africa was high. Furthermore, Malawi does not have a chemical industry of any significance. Consequently, there is no national labour pool that can be hired for such a refinery. Besides labour, chemical industries also require a domestic engineering contractor pool to be able to assist in annual maintenance shutdowns. In the light of this, an international search was carried out that determined that the most appropriate location for a hydrofluoric acid refinery was the UAE. The main driving force for this site was the availability of hydrofluoric acid from a local producer. At the time, it was considered feasible to transport concentrate from the mine to the UAE by road, rail and ship.
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One of the major hurdles Globe faces with regard to the material from Kanyika is that the level of radioactive material (largely uranium and thorium) in the concentrate means that it is classified as a Class 7 radioactive material for the purposes of the transport industry. This means that the choice of shipping operators registered to handle this material is limited and more expensive. Globe has also, to date, not been able to successfully obtain a commitment by any shipping company to transport container quantities of Class 7 concentrate to the UAE. Road and rail transport is, however, far easier and mine operators in Africa have been using road transport for such material for decades. In fact, Kayelakera, the large uranium mine based in northern Malawi, exports their uranium by road from Malawi via Walvis Bay port in Namibia.
To try and alleviate this problem, in early 2022 Globe commissioned testwork in Australia to try and extract the uranium from the concentrate. This was successfully achieved with over 80% of the uranium being removed without a significant loss of either niobium or tantalum. Unfortunately, the residue sample tested by the Australian Nuclear Science and Technology Organisation (ANSTO) showed that the residual radionuclides continued to push the residue into the Class 7 transportation class. This meant that shipping of container quantities of concentrate would not be realistic.
Phase One: Low-cost start-up operations
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Kanyika mine site: Phase One Pilot
> > > > > >
Open pit mining: Crushing: Milling: Flotation: Drying: Concentrate: Sale and
Drill and blast Primary jaw and EDS mill Single stage: Locally produced Contains trucking:
Load and haul secondary cone Ball mill Rougher, scavenger biomass as fuel radioactive nuclides Bulk bags loaded
and cleaners onto flat bed trucks
Namibia refinery: Phase One Pilot
> + > > >
Salt (NaCl): Concentrate and Chlorination reactor: Distillation and High grade niobium (and
Electrolysis of salt to produce chlorine gas: Metals converted to gaseous purification: other) metal oxides and
chlorine Chlorine is recycled from chlorides at high Very high purity >99% powders:
oxidation and reduction temperature achievable in batch Regenerated chlorine
Selective cooling gives distillation is recycled back to the
primary separation of metal chlorinator
chlorides
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ASX: GBE 13
At the same time as the work into the leaching of uranium was taking place, Globe was also searching for a viable alternate refinery process, given the high cost and the environmental impact of the hydrofluoric acid process. This investigation resulted in the identification and selection of the gas-phase chlorination process. However, as with the hydrofluoric acid refinery, a more suitable refinery location had to be found preferably one where concentrate could be trucked the site.
After consultation with both our technical partners and Namibian consultants, Walvis Bay in Namibia was selected as the refinery location, and more specifically the Walvis Bay Heavy Industrial Zone. There are many reasons why this is an excellent choice for Globe. First of all, there are several world class uranium mines in Namibia - Langer Heinrich, Husab and Rossing. As such, both the Namibian government and the Namibian uranium industry are well-versed in the protocols of dealing with radioactive materials and the safe storage of residues. Namibia, and Walvis Bay in particular, also have an active engineering contractor community and labour force well versed in the construction of sophisticated plant and with working with processes similar to the proposed chlorination process. Furthermore, Walvis Bay produces and exports the electrolyser grade salt required for the chlorination process.
OPERATIONS REVIEW FOR THE YEAR ENDED 30 JUNE 2022
Phase One Timetable
In the short-term the Company will
-
engage with the technology suppliers and the engineering companies to produce the requisite engineering and metallurgical reports such that the Feasibility Study can be updated to reflect the new refining technology
-
finalise the Namibian site location and commence with the EIA
-
produce an Nb2O5 (niobium oxide) test sample for initial evaluation by potential customers
-
continue to engage with all Malawian stakeholders to ensure that the MDA is finalised and that the Project Affected Persons can be relocated
It is anticipated that these endeavours will take until Q3 2023, whereafter the Company will need to raise further funding for work to commence on both the mine and refinery sites, with a view to being in production by Q3 2024.
Near-term value drivers
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2022 2023
Complete Commence Complete Design review of Complete Complete Commence
Phase One mine-site sample advanced sample engineering Namibia EIA engineering and Phase One
concentratorand refinery preparationfor advanced test-work • Milling through programs • Flow sheets • Complete all other Namibian cost estimation programs project • Purchase
engineering •• Engineering contracts signedMDA engineeringtest-work •• Commence Phase One engineering programsComplete Namibia site selection and commence EIA • Produce concentrate ••• EDS millGravity volume reductionFlotationChlorinationOxide sample production •••• Hazop studiesLayoutsEquipment selectionComplete CDAs with ‘qualified communities’ •• regulatory requirementsComplete provision uranium offtake agreementProduce saleable Nbsample for customer 2O5 •• Commence capital raise for Phase One mine and refinery pilot plantsCommence relocation of Project Affected Persons ••• mining equipmentMine site development EPC contracts for concentrator and refineryExercise option on refinery site
• Update validation
engineering
design
parameters
November December May June August October December
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ASX: GBE 16
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Mine Development Agreement (MDA)
The conclusion of this agreement remains a top priority for the Company, and it is to be hoped that the Government of Malawi can wrap-up their internal processes as soon as possible. Indications from the Ministry of Mining are that they expect closure shortly.
Community
The Company has spent a great deal of time over the past year interacting with all stakeholders, and in particular the Kanyika community. A Kanyika Steering Committee was formed and regular meetings have been held both at the mine site and elsewhere. Globe has also engaged with the Traditional Authorities, NGOs and Government at both a Ministerial and District level to ensure that there is a common understanding of the project and its trajectory.
It is pleasing to note that even though there are unfortunate delays in the final execution of the MDA that all parties remain focussed on getting the Kanyika project over the finish line.
Relocation
One of the consequences of the delay in finalising the MDA has been the need to inform the Project Affected Persons that the relocation exercise will, in all likelihood, only take place after Q2 2023. The Company has in the meantime continued
OPERATIONS REVIEW FOR THE YEAR ENDED 30 JUNE 2022
to discuss the legal processes to be followed with the various relevant Ministries and authorities and is confident that the exercise will be undertaken with the best interests of the affected persons in mind.
Project Development and Financing
The Kanyika Project remains ready for development subject to execution of the MDA and initiatives with marketing and finance. The executive team are presently in dialogue with various parties regarding marketing and financing; with strong potential evident. Globe will provide market updates for material developments when and as they occur.
Sales Agreements
The Company has commenced discussions with a number of interested parties, both agents and final users. These parties represent markets across the Americas, Europe and Asia and interest is being shown in Kanyika concentrates, oxides and ferro-niobium. The strategic importance of Kanyika as an alternative, vertically integrated supplier is recognized and seen as a key driver for the project’s success.
Exploration Results, Mineral Resource and Ore Reserve Estimation Governance Statement
Globe ensures that exploration results and Mineral Resource estimates are subject to appropriate levels of governance, internal controls and external independent review. The exploration results and Mineral Resource estimation of the Company’s projects are subject to appropriate procedural controls and systematic internal and external technical review by competent and qualified professionals on an as needed basis. These reviews have not identified any material issues undertaken as part of a formal risk assessment. The Company periodically reviews the governance framework in line with the business expectations.
Exploration results and Mineral Resource estimates referred to in this report were undertaken in accordance with the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC) 2012 Edition. Competent persons named by the Company are members of the Australian Institute of Mining and Metallurgy and are qualified as competent persons as defined in the JORC Code.
Qualifying Statements
Mineral Resource Estimates
The information in this report that relates to Mineral Resources is extracted from the report titled “Kanyika Niobium Project – Updated JORC Resource Estimate” released to the Australian Securities Exchange (ASX) on 11 July 2018 and available to view at www.globemm.com and for which Competent Persons’ consents were obtained. Each Competent Person’s consent remains in place for subsequent releases by the Company of the same information in the same form and context, until the consent is withdrawn or replaced by a subsequent report and accompanying consent.
The Company confirms that is not aware of any new information or data that materially affects the information included in the original ASX announcement released on 11 July 2018 and, in the case of estimates of Mineral Resources, that all material assumptions and technical parameters underpinning the estimates in the original ASX announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Persons’ findings are presented have not been materially modified from the original ASX announcement.
Full details are contained in the ASX announcement released on 11 July 2018 titled “Kanyika Niobium Project – Updated JORC Resource Estimate” available to view at www.globemm.com
The information in this report that relates to Ore Reserves is extracted from the report titled “Kanyika Niobium Project – Project Feasibility and Economics” released to ASX on 19 August 2021 and available to view at www.globemm.com and for which Competent Persons’ consents were obtained. Each Competent Person’s consent remains in place for subsequent releases by the Company of the same information in the same form and context, until the consent is withdrawn or replaced by a subsequent report and accompanying consent.
The Company confirms that is not aware of any new information or data that materially affects the information included in the original ASX announcement released on 19 August 2021 and, in the case of estimates of Ore Reserves, that all material assumptions and technical parameters underpinning the estimates in the original ASX announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Persons’ findings are presented have not been materially modified from the original ASX announcement.
Full details are contained in the ASX announcement released on 19 August 2021 titled “Kanyika Niobium Project – Project Feasibility and Economics” available to view at www.globemm.com
OPERATIONS REVIEW FOR THE YEAR ENDED 30 JUNE 2022
Forward Looking Statements
This report may include forward-looking statements. Forward-looking statements include, but are not limited to, statements concerning Globe Metals & Mining Limited’s business plans and other statements that are not historical facts. When used in this report, words such as could-plan-target-estimate-expect-intend-may-potential - should and similar expressions are forward-looking statements. Any forward-looking statements have been prepared on the basis of a number of assumptions which may prove incorrect and the current intentions, plans, expectations and beliefs about future events are subject to risks, uncertainties and other factors, many of which are outside Globe Metals & Mining Limited’s control. Important factors that could cause actual results to differ materially from the assumptions or expectations expressed or implied in this report include known and unknown risks. Because actual results could differ materially to the assumptions made and the Company’s current intentions, plans, expectations and beliefs about the future, you are urged to view all forward-looking statements with caution. This content should not be relied upon as a recommendation or forecast by Globe Metals & Mining Limited. Content within this report should not be construed as either an offer to sell or a solicitation of an offer to buy or sell shares in any jurisdiction.
ANNUAL FINANCIAL REPORT
For year ended 30 June 2022 Globe Metals & Mining Limited | ASX: GBE
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2022
The directors of Globe Metals & Mining Limited (‘Globe’ or ‘the Company’) hereby submit their report of the Company and its controlled entities (‘the Group’) for the financial year ended 30 June 2022.
DIRECTORS
The names and particulars of the Directors of the Company during or since the end of the financial year are:
| Alice Wong | Non-Executive Chairperson |
|---|---|
| Alistair Stephens | Deputy Chairperson, Managing Director & Chief Executive Officer (resigned on 9 January 2022) |
| Bo Tan | Non-Executive Director |
| Ricky Lau | Non-Executive Director |
| Michael Choi | Non-Executive Director (appointed on 17 December 2021) |
| Michael Barrett | Non-Executive Director (appointed on 17 December 2021) |
| William Hayden | Non-Executive Director (resigned on 31 December 2021) |
Directors have been in office since the start of the financial year to the date of this report unless otherwise stated.
COMPANY SECRETARY
Paul Hardie was appointed Company Secretary and General Counsel of Globe effective from 1 July 2022, replacing Michael Fry.
Mr Hardie is admitted as a practitioner of the Supreme Court of Western Australia and the High Court of Australia, holds a Bachelor of Laws from Murdoch University and a Bachelor of Economics from the University of Western Australia. In addition, Mr Hardie has significant experience as a corporate and commercial lawyer advising public companies in the SME and ASX microcap sector across various industries and in the management of listed public companies having acted as Chairman and as a non-executive director of a number of ASX listed companies, and is currently the Company Secretary of ASX listed company Matrix Composites & Engineering Limited.
Mr Fry was Globe’s Company Secretary from 1 February 2015 up to 30 June 2022, and holds a Bachelor of Commerce degree from the University of Western Australia and has worked in accounting and advisory roles for over 20 years.
PRINCIPAL ACTIVITIES
The principal activities of the Group during the financial year were to explore, develop and invest in the resource sector. The Group’s major project is the Kanyika Niobium Project in Malawi.
There were no significant changes in the nature of the Group’s principal activities during the current year.
RESULTS
The consolidated loss after providing for income tax of the Group for the year ended 30 June 2022 amounted to $2.307 million (2021: $1.378 million). The COVID-19 pandemic has had no direct material impact on the result.
MINERAL TENEMENTS
The Group’s interests in mineral tenements as at the date of this report are as follows:
| Project | Location | Status | Tenement | Globe’s interest |
|---|---|---|---|---|
| Kanyika Niobium (i) | Malawi | Granted | LML0216/21 | 100% |
(i) Large-Scale Mining Licence Number LML0216/21 has been issued to Globe Metals & Mining (Africa) Limited dated 13 August 2021. The licence is valid for twenty-five (25) years and is subject to various conditions.
REVIEW OF OPERATIONS
Globe Metals and Mining Limited (Globe) is an Australian registered public company and has been listed on the ASX since December 2005 (ASX: GBE).
The Company’s sole asset and focus is its Kanyika Niobium Project. The Company has an administration and operational centre in Lilongwe, Malawi in support of its on-the-ground activities at Kanyika. The Malawi operations are supported from Globe’s corporate head office in Midvale, Western Australia.
Consistent with the strategy outlined by the Chairperson in her Address in the 2021 Annual Report, the Group has focussed its efforts in the 2022 financial year on the grant of a mining licence for the Kanyika Niobium Project and on the execution of a mine development agreement with the Malawi government in order to progress its aim of being the first new niobium mine into production in over 50 years.
For a detailed review of operations refer Operations Review at the front of this annual report.
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2022
INFORMATION ON DIRECTORS
| Alice Wong | Non-Executive Chairperson |
|---|---|
| Special Responsibilities | Member of Nomination and Remuneration Committee |
| Qualifications | B. Bus in Accounting and Finance |
| Ms Alice Wong is an accountant by training and commenced her career with Price Waterhouse. | |
| After more than a decade of service in the investment banking industry in Asia working for | |
| large multinational companies Morgan Stanley, ABN AMRO Rothschild and BNP Paribas | |
| Peregrine, Ms Wong extended her entrepreneurial endeavour into luxurious products and | |
| health care companies. Ms Wong invested into Globe via Apollo Metals Investment Co. Ltd | |
| during 2014 and has since served as the Non-Executive Chairperson of its Board of Directors | |
| where she has played an integral role in advancement of the Kanyika Project including the | |
| granting of a mining licence. | |
| Ms Wong holds a Bachelor of Business Administration in Accounting and Finance from the | |
| University of Hong Kong and is a member of the American Institute of Certified Public | |
| Accountants (AICPA). | |
| Interest in Shares and Options | 245,983,611(1) |
| Directorships of other | Nil |
| ASX Listed Companies in the | |
| past 3 years |
(1) Ms Wong is the sole shareholder and Director of Apollo Metals Investment Co. Ltd which holds 245,983,611 shares in the Company.
| Alistair Stephens | Deputy Chairperson, Managing Director and Chief Executive Officer |
|---|---|
| Resigned on 9 January 2022 | |
| Qualifications | Masters of Business Administration |
| Bachelor of Science (Honours) | |
| Graduate of the Australian Institute of Company Directors (GAICD) | |
| Fellow of the Australasian Institute of Mining and Metallurgy | |
| Experience | Mr Stephens is a qualified geologist with more than 30 years’ experience in the resources |
| industry, in a broad range of technical and corporate management, including corporate | |
| governance, strategic development and delivery, technical program development, marketing, | |
| shareholder communications and capital funding. | |
| Mr Stephens held the position of Managing Director and Chief Executive Officer of Arafura | |
| Resources Limited (ASX: ARU) between 2004 and 2009. | |
| Mr. Stephens commenced his career in gold and copper exploration and development with | |
| Newmont but orientated most of his career in mining, planning and processing operations in | |
| gold with Normandy Poseidon and KCGM Pty Ltd and nickel with WMC Resources. He also has | |
| marketing and commercial experience with Orica Ltd in explosives. | |
| Interest in Shares and Options | N/a |
| Directorships of other | N/a |
| ASX Listed Companies in the | |
| past 3 years | |
| Ricky Lau | Non-Executive Director |
| Special Responsibilities | Chairperson of Nomination and Remuneration Committee – since 14 December 2020 |
| Qualifications | MBA Kellogg-HKUST, BCom UBC (Hons) |
| Experience | Mr Lau has over 20 years’ experience in private equity investment in Asia and is presently the |
| Managing Partner of private equity real estate firm Crane Capital Limited. | |
| Interest in Shares and Options | Nil |
| Directorships of other | Nil |
| ASX Listed Companies in the | |
| past 3 years |
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2022
| William Hayden | Non-Executive Director |
|---|---|
| Resigned on 31 December 2021 | |
| Special Responsibilities | Member of the Nomination and Remuneration Committee |
| Member of the Audit and Risk Committee | |
| Qualifications | B Sc (Hons) |
| Experience | Mr Hayden is a geologist with approximately 40 years’ experience in the mineral exploration |
| industry, much of which has been in Africa, South America and the Asia-Pacific region. Mr | |
| Hayden joined Globe as a director in 2009. He currently serves as a director of Ivanhoe Mines | |
| Ltd (TSX: IVN), Trilogy Metals Inc (TSX: TMQ), Palisades Goldcorp Ltd, and Asia Pacific Mining | |
| Limited. | |
| Interest in Shares and Options | N/a |
| Directorships of other | N/a |
| ASX Listed Companies | |
| In the past 3 years | |
| Bo Tan | Non-Executive Director |
| Special Responsibilities | Chairperson of Audit and Risk Committee |
| Qualification | BEcon - Renmin China, MBA - Thunderbird USA, M.A University of Connecticut |
| Experience | Mr Tan has over 15 years’ experience as a senior manager and director in financial planning, |
| reporting, investment, capital structure and industrial research; and has worked for | |
| companies such as Bohai Industrial Investment Fund, Lehman Brothers Asia and Macquarie | |
| Securities Asia, and across international markets in China, Hong Kong, Canada and USA. | |
| Interest in Shares and Options | Nil |
| Directorships of other | Nil |
| ASX Listed Companies in the | |
| past 3 years | |
| Michael Barrett | Non-Executive Director |
| Appointed on 17 December 2021 | |
| Special Responsibilities | Member of the Audit and Risk Committee |
| Member of the Environment, Society and Governance Committee | |
| Qualifications | B.SocSc (Joint Honours - Accounting and Economics), Member of The Institute of Chartered |
| Accountants in England and Wales, GAICD | |
| Experience | Mr Barrett has over 30 years’ international experience in strategy, capital markets, investor |
| relations, and risk management. Mr. Barrett has extensive experience working in the energy | |
| and resources industry having held senior mining sector roles in Western Australia, including | |
| with Rio Tinto Iron Ore and WMC Resources Ltd. Most recently, Mr Barrett was National Lead | |
| Partner for Deloitte’s Risk Advisory Energy and Resources practice, specialising in Board | |
| Advisory and Risk Management for many of the largest mining and energy and resources | |
| companies nationally, prior to establishing his own consulting business, helping develop | |
| smaller businesses across the energy and resources industry. | |
| Mr Barrett is a Graduate of the AICD and is the Lead Independent, non-executive director and | |
| Chair of the Audit Committee with Toronto Stock Exchange listed Novo Resources Corp; and | |
| a non-executive director of ASX-listed Pearl Global Ltd. | |
| Interest in Shares and Options | Nil |
| Directorships of other | Pearl Global Limited, non-executive director,appointed on 6 August 2018 |
| ASX Listed Companies in the | |
| past 3 years |
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2022
| Michael ChoiOAM | Non-Executive Director |
|---|---|
| Appointed on 17 December 2021 | |
| Special Responsibilities | Chairperson of Environment, Society and Governance Committee |
| Qualification | BEng (Civil) University of Queensland |
| Experience | Mr Choi is a professional chartered engineer specialising in property development, project |
| management and construction. Mr Choi also has extensive experience in trade development, | |
| community engagement, cross cultural communication, relationship management and | |
| negotiations with governmental agencies. | |
| Mr Choi is a former member of parliament of Queensland and held the position of | |
| Parliamentary Secretary (assisting on ministerial matters) with portfolios including natural | |
| resources, mines and energy, trade as well as multicultural affairs. He was the first Asian- | |
| Australian elected to Queensland parliament. With this background he is therefore | |
| experienced in mining includes policy setting, governance, regulations, negotiation with | |
| authorities, project assessment, feasibility, CAPEX, all acquired in his Assistant Minister role in | |
| the Queensland Government with mines and energy portfolios. | |
| In his career, Mr Choi was recognized with multiple awards, including the Medal of the Order | |
| of Australia (OAM), and Lord Mayor’s Business Award. | |
| Interest in Shares and Options | Nil |
| Directorships of other | N/a |
| ASX Listed Companies in the | |
| past 3 years |
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2022
REMUNERATION REPORT - AUDITED
This remuneration report for the year ended 30 June 2022 outlines the remuneration arrangements of the Group in accordance with the requirements of Corporations Act 2001 (the Act) and its regulations. This information has been audited as required by Section 308(3C) of the Act.
The remuneration report details the remuneration arrangements for Key Management Personnel (KMP) who are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Group, directly or indirectly, including any director (whether executive or otherwise) of the parent.
For the purposes of this report, the term “executive” includes the Managing Director (MD), executive directors (where applicable) and senior executives of the Group.
A. Remuneration Governance
The Board of Directors has established a Committee for the purpose of reviewing and making recommendations with respect to the remuneration practices of the Company.
The Committee comprises Mr Lau (Chairperson of the Nomination and Remuneration Committee since 14 December 2021), Ms Alice Wong and Mr Grant Hudson.
The Board of Directors has prepared and approved a charter as the basis on which the Committee will be constituted and operated. The role of the Committee is to provide a mechanism for the determination, implementation and assessment of the remuneration practices of the Company, including remuneration packages and incentive schemes for executive Directors and senior management, and fees payable to Non-Executive Directors.
The Committee is primarily responsible for making recommendations to the Board on:
-
Ø the overarching executive remuneration framework;
-
Ø the operation of incentive plans (if any) which apply to the executive team, including key performance indicators and performance hurdles;
-
Ø the remuneration levels of executive directors and other KMP; and
-
Ø the fees payable to non-executive directors.
The Committee’s objective is to ensure that remuneration policies and structures are fair and competitive, and aligned with the longterm interests of the Group.
The Corporate Governance Statement provides further information on the role of the Remuneration Committee.
B. Remuneration Policy
The remuneration policy of Globe Metals & Mining Limited and its Controlled Entities has been designed to align Director and executive objectives with shareholder and business objectives by providing a fixed remuneration component which is assessed on an annual basis in line with market rates and offering specific incentives, from time to time, that are based on share price and key performance areas affecting the Group’s financial results.
The Board of Directors of Globe believes the remuneration policy is appropriate and effective in its ability to attract, retain and motivate suitably qualified and experienced Directors and executives to run and manage the Group, as well as create goal congruence between the Directors, executives and the Company’s shareholders.
C. Remuneration Arrangements
All executives receive a base salary (which is based on factors such as length of service and experience) and superannuation (in accordance with relevant legislation). Executive remuneration may also incorporate a component of performance-based remuneration.
The Board reviews executive packages annually by reference to the Group’s performance, executive performance and comparable information from industry sectors and other listed companies in similar industries.
Non-executive directors are remunerated at market rates for comparable companies for time, commitment and responsibilities. The Board determines payments to non-executive directors and reviews their remuneration annually, based on market practice, duties and accountability. Independent external advice is sought when required. The maximum aggregate amount of fees that can be paid to non-executive directors is subject to approval by shareholders at the Annual General Meeting (currently $600,000).
The Board of Directors may exercise discretion in relation to approving incentives, bonuses and options.
All remuneration paid to Directors and executives is valued at the cost to the Company and expensed. Options are valued using the Black-Scholes option pricing model. Shares are valued at market value.
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2022
D. Performance Based Remuneration
From time to time, the Board of Directors may establish performance targets and a bonus system for the purposes of providing directors and executives with short-term and long-term performance incentives. Such incentives are offered to increase goal congruence between shareholders and directors and executives.
There are currently no performance targets or bonus system in place for financial years ended 30 June 2022 and beyond.
Subsequent to year end, the Board resolved to issue to Directors Lau, Tan, Barrett and Choi, subject to shareholder approval, 1.250,000 Options each, the terms and conditions of which are set out in the Notice of Meeting dated 12 August 2022. At the Company’s general meeting held on 14 September 2022 shareholders approved the issue of the Options to each of the Directors, and on 27 September 2022 the issue was effected.
E. Performance Summary
The tables below set out summary information about Globe’s earnings and movements in shareholder wealth for the five years to 30 June 2022:
| 30 June 2022 | 30 June 2021 | 30 June 2020 | 30 June 2019 | 30 June 2018 | |
|---|---|---|---|---|---|
| $’000 | $’000 | $’000 | $’000 | $’000 | |
| Interest income | 2 | 23 | 104 | 206 | 239 |
| Comprehensive loss after tax | (2,752) | (1,378) | (1,449) | (1,441) | (1,354) |
| 30 June 2022 | 30 June 2021 | 30 June 2020 | 30 June 2019 | 30 June 2018 | |
| Share price at start of year | $0.016 | $0.010 | $0.015 | $0.014 | $0.016 |
| Share price at end of year | $0.007 | $0.016 | $0.010 | $0.015 | $0.014 |
| Dividend | - | - | - | - | - |
| Basic loss per share | ($0.0060) | ($0.003) | ($0.003) | ($0.003) | ($0.003) |
| Diluted loss per share | ($0.0060) | ($0.003) | ($0.003) | ($0.003) | ($0.003) |
F. No Hedging Contracts
The Company does not permit executives to enter into contracts to hedge their exposure to options or performance rights to shares granted as part of their remuneration package.
G. Securities Trading Policy
The Board has in place a Securities Trading Policy to ensure that:
-
Ø any dealings in securities by the Directors, employees and contractors comply with legal and regulatory obligations (including the prohibition against insider trading); and
-
Ø the Company maintains market confidence in the integrity of dealings in its securities.
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2022
H. Details of Remuneration
Compensation of key management personnel for the year ended 30 June 2022
| 2022 | SHORT-TERM | SHORT-TERM | SHORT-TERM | POST | LONG- | TERMINATI | TERMINATI | TOTAL | SHARE- | |
|---|---|---|---|---|---|---|---|---|---|---|
| BENEFITS | EMPLOY- | TERM | ON/RESIGN | BASED | ||||||
| MENT | BENEFITS | ATION | PAYMENT | |||||||
| Salary & | Annual | Super- | Employee | PAYMENTS | as a % | |||||
| Fees | Leave | Annuation | Entitlements | of TOTAL | ||||||
| $ | $ | $ | $ | $ | $ | |||||
| Directors | ||||||||||
| Alice Wong –Chairperson | 80,000 | - | - | - | - | 80,000 | 0% |
|||
| Alistair Stephens –Deputy Chairperson, | ||||||||||
| Managing Director & CEO(2) | 192,500 | 14,808 | 12,524 | 6,943 |
98,494 |
325,269 | 0% |
|||
| Michael Choi –Non-Executive Director(3) | 30,645 | - | - | - | - | 30,645 | 0% |
|||
| Ricky Lau– Non-Executive Director |
61,000 | - | - | - | - | 61,000 | 0% |
|||
| Bo Tan -Non-Executive Director | 58,000 | - | - | - | - | 58,000 | 0% |
|||
| Michael Barrett– Non-Executive Director(4) | 31,417 | - | - | - | - | 31,417 | 0% |
|||
| William Hayden– Non-Executive Director(5) | 26,484 | - | 2,648 | - | - | 29,132 | 0% |
|||
| Total remuneration directors 2022 | 480,046 | 14,808 | 15,172 | 6,943 |
98,494 | 615,463 | 0% |
|||
| Specified Executives | ||||||||||
| Grant Hudson –CEO(1) | 165,803 | - | - | - | - | 165,803 | 0% |
|||
| Rex Zietsman –Chief Technical Officer(6) | 163,286 | - | - | - | - | 163,286 | 0% |
|||
| Michael Fry –CFO | 265,200 | - | - |
- | - |
- | - |
- | 265,200 | 0% |
| Total remuneration specified executives 2022 | 594,289 | - | - | - | - | 594,289 | 0% |
|||
| Total key managementpersonnel 2022 | 1,074,335 | 14,808 | 15,172 | 6,943 |
98,494 |
1,209,752 | - |
(1) promoted from position of General Manager to CEO effective from 10 January 2022
(2) resigned on 9 January 2022
(3) appointed on 17 December 2021
(4) appointed on 17 December 2021
(5) resigned on 31 December 2021
(6) promoted to Chief Technical Officer on 1 January 2022
Compensation of key management personnel for the year ended 30 June 2021
| 2021 | SHORT-TERM | SHORT-TERM | POST | LONG-TERM | SHARE- | TOTAL | SHARE- |
|---|---|---|---|---|---|---|---|
| BENEFITS | EMPLOY- | BENEFITS | BASED | BASED | |||
| MENT | PAYMENT | PAYMENT | |||||
| Salary & | Annual | Super- | Employee | Options | as a % | ||
| Fees | Leave | Annuation | Entitlements | of TOTAL | |||
| $ | $ | $ | $ | $ | $ | ||
| Directors | |||||||
| Alice Wong –Chairperson | 80,000 | - | - | - |
- |
80,000 | 0% |
| Alistair Stephens –Managing Director & CEO | 385,000 | 20,731 | 21,694 | 48,564 |
- |
475,989 | 0% |
| William Hayden -Non-Executive Director | 52,968 | - | 5,032 | - |
- |
58,000 | 0% |
| Ricky Lau– Non-Executive Director | 30,921 | - | - | - |
- |
30,921 | 0% |
| Bo Tan -Non-Executive Director | 58,000 | - | - | - |
- |
58,000 | 0% |
| Alex Ko– Non-Executive Director(7) | 28,500 | - | - | - | - |
28,500 | 0% |
| Total remuneration directors 2021 | 635,389 | 20,731 | 26,726 | 48,564 | - | 731,410 | 0% |
| Specified Executives | |||||||
| Michael Fry –CFO | 264,000 | - | - | - |
- |
264,000 | 0% |
| Total remuneration specified executives 2021 | 264,000 | - | - | - |
- |
264,000 | 0% |
| Total key managementpersonnel 2021 | 899,389 | 20,731 | 26,726 | 48,564 |
- |
995,410 | - |
(7) resigned on 14 December 2020.
No remuneration consultants have been engaged during the year ended 30 June 2022.
Compensation options granted to key management personnel during the year ended 30 June 2022 There were no options granted to key management personnel during the year ended 30 June 2022.
Compensation options granted to key management personnel during the year ended 30 June 2021 There were no options granted to key management personnel during the year ended 30 June 2021.
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2022
Related party transactions with key management personnel
$1,000,000 Loan Facility Received from Director Bo Tan
In March 2022, Director Bo Tan provided a short-term loan facility in the amount of A$1,000,000 to assist the Company with its shortterm working capital requirements ( March 2022 Facility ).
The key terms of the March 2022 Facility were as follows:
Loan Amount: A$1,000,000 Interest Rate: 8% per annum Default Interest Rate: 20% per annum Term: 6 months Repayment: Repayable in cash or by the issue of fully paid ordinary shares at a price of 6.35 cents per share, subject to shareholder approval. At any time on or before the Maturity Date, the Group may, by notice (Conversion Notice) to the Lender, elect to convert some or all of the Money Owing (Conversion Amount) into Shares in the Borrower by way of the Borrower issuing Shares to the Lender, provided that the Borrower shall have prior to issuing the Conversion Notice obtained all shareholder, regulatory and other approvals necessary to enable the conversion of the Money Owing into Shares as contemplated under such Conversion Notice.
Additional $500,000 Loan Facility received from Director Bo Tan
In August 2022, Director Bo Tan provided a further short term loan facility in the amount of A$500,000 to assist the Company with its short-term working capital requirements ( August 2022 Facility ).
The key terms of the loan facility were the same as for the March 2022 facility. Specifically,
Loan Amount: A$500,000 Interest Rate: 8% per annum Default Interest Rate: 20% per annum Term: 6 months Repayment: Repayable in cash or by the issue of fully paid ordinary shares at a price of 6.35 cents per share, subject to shareholder approval. At any time on or before the Maturity Date, the Group may, by notice (Conversion Notice) to the Lender, elect to convert some or all of the Money Owing (Conversion Amount) into Shares in the Borrower by way of the Borrower issuing Shares to the Lender, provided that the Borrower shall have prior to issuing the Conversion Notice obtained all shareholder, regulatory and other approvals necessary to enable the conversion of the Money Owing into Shares as contemplated under such Conversion Notice.
Further Additional $500,000 Loan Facility received from Director Bo Tan
In September 2022, Director Bo Tan provided a further short term loan facility, which will only be drawn if required, in the amount of A$500,000 to assist the Company with its short-term working capital requirements ( September 2022 Facility ).
The key terms of the loan facility were the same as for the March 2022 facility. Specifically,
Loan Amount: A$500,000 Drawdown: In lots of A$100,000 Interest Rate: 8% per annum Default Interest Rate: 20% per annum Term: 6 months Repayment: Repayable in cash or by the issue of fully paid ordinary shares at a price of 6.35 cents per share, subject to shareholder approval. At any time on or before the Maturity Date, the Group may, by notice (Conversion Notice) to the Lender, elect to convert some or all of the Money Owing (Conversion Amount) into Shares in the Borrower by way of the Borrower issuing Shares to the Lender, provided that the Borrower shall have prior to issuing the Conversion Notice obtained all shareholder, regulatory and other approvals necessary to enable the conversion of the Money Owing into Shares as contemplated under such Conversion Notice.
Option Holdings of Directors and Key Management Personnel
There are no options over ordinary shares in the Company granted during the financial year ended 30 June 2022 (2021: Nil) to a Director or a KMP of the Group, including their personally related parties.
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2022
Shareholdings of Director and Key Management Personnel in Listed Fully Paid Ordinary Shares
The number of shares in the Company that were held during the financial year by each Director and the key management personnel of the Group, including their personally related parties, are set out below. There were no shares granted during the reporting year as compensation.
| 2022 | Balance at | Granted as | On Exercise of | Bought & (Sold) | Balance at | |
|---|---|---|---|---|---|---|
| beginning | Remuneration | Options | 30 June 2022 | |||
| Alice Wong | 245,983,611 | - | - | - | 245,983,611 | |
| Alistair Stephens(2) | 1,325,000 | - | - | (1,325,000) | - | |
| William Hayden(4) | 1,276,923 | - | - | (1,276,923) | - | |
| Bo Tan | - | - | - | - | - | |
| Ricky Lau | - | - | - | - | - | |
| Michael Barrett(3) | - | - | - | - | - | |
| Michael Choi(3) | ||||||
| Grant Hudson(1) | - | - | - | - | - | |
| Rex Zietsman(5) | - | - | - | - | - | |
| Michael Fry | - | - | - | - | - | |
| 248,585,534 | - | - | (2,601,923) | 245,983,611 | ||
| (1) promoted from position of General Manager to | CEO effective from 10 | January 2022 |
(2) resigned on 9 January 2022
(3) appointed on 17 December 2021
(4) resigned on 31 December 2021
(5) promoted to position of Chief Technical Officer on 1 January 2022
| 2021 | Balance at | Granted as | On Exercise of | Bought & (Sold) | Balance at | ||
|---|---|---|---|---|---|---|---|
| beginning | Remuneration | Options | 30 June 2021 | ||||
| Alice Wong | 245,983,611 | - | - | - | 245,983,611 | ||
| Alistair Stephens | - | - | - | 1,325,000 | 1,325,000 | ||
| William Hayden | 1,276,923 | - | - | - | 1,276,923 | ||
| Bo Tan | - | - | - | - | - | ||
| Ricky Lau | - | - | - | - | - | ||
| Alex Ko | - | - | - | - | - | ||
| Michael Fry | - | - | - | - | - | ||
| 247,260,534 | - | - | 1,325,000 | 248,585,534 |
I. Voting and comments made at the Company’s 2021 Annual General Meeting (AGM)
At the Company’s 2021 AGM, a resolution to adopt the prior year remuneration report was put to a shareholder vote pursuant to the requirements of Section 250R92) of the Corporations Act 2001. Key Management Personnel, and their Closely Related Party(s), were excluded from voting on the resolution. 97.79% of votes were cast in favour of adoption of the remuneration report, indicating strong support of the Company’s remuneration arrangements for its Key Management Personnel.
J. Contractual Arrangements
Non-Executive Directors
Non-executive directors’ fees during the current financial year are as follows:
| Alice Wong | Chairperson of the Board $80,000 per annum |
|---|---|
| William Hayden | Resigned on 31 December 2021 |
| Non-Executive Director $50,000 per annum | |
| Member of the Nomination and Remuneration Committee $4,000 per annum | |
| Member of the Audit and Risk Committee $4,000 per annum | |
| Bo Tan | Non-Executive Director $50,000 per annum |
| Chairperson of the Audit and Risk Committee $8,000 per annum | |
| Ricky Lau | Non-Executive Director $50,000 per annum |
| Chairperson of the Nomination and Remuneration Committee: $7,000 per annum | |
| Member of the Audit and Risk Committee $4,000 per annum | |
| Michael Barrett | Appointed on 17 December 2021 |
| Non-Executive Director $50,000 per annum | |
| Member of the Audit and Risk Committee: $4,000 per annum | |
| Member of the Environment, Society and Governance Committee: $4,000 per annum | |
| Michael Choi | Appointed on 17 December 2021 |
| Non-Executive Director $50,000 per annum | |
| Chairperson of the Environment, Society and Governance Committee: $7,000 per annum |
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2022
Executive Management
Key terms for remuneration and other terms of engagement of executive management during the course of the financial year ended 30 June 2022 are set out below:
| Name | Alistair Stephens |
|---|---|
| Title | DeputyChairperson,ManagingDirector and CEO |
| Start date | 1 May2013 |
| Current Agreement Commenced | 1 August 2013 |
| Term of Agreement | Agreement continues until terminated in accordance with employment contract |
| Details: | Base salary of $385,000 p.a. exclusive of superannuation Termination requires 5 weeks’ notice or the payment of 5 weeks ’salary in lieu of such notice. Eligible toparticipate inperformance-based remuneration. |
| Name | Grant Hudson |
| Title | CEO |
| Current Agreement Commenced | 10 January2022 |
| Term of Agreement | Agreement continues until terminated in accordance with contract |
| Details: | Base salary of $385,000 p.a. exclusive of superannuation Termination requires 5 weeks’ notice or the payment of 5 weeks ’salary in lieu of such notice. Eligible toparticipate inperformance-based remuneration. |
| Name | Rex Zietsman |
| Title | Chief Technical Officer |
| Current Agreement Commenced | 1 January2022 |
| Term of Agreement | Agreement continues until terminated in accordance with contract |
| Details: | Fees of $320,000 p.a. Termination requires three months’ notice Eligible toparticipate inperformance-based remuneration. |
| Name | Michael Fry |
| Title | CFO |
| Start date | 2 February2015 |
| Current Agreement Commenced | 1 November 2016 |
| Term of Agreement | Agreement continues until terminated in accordance with contract |
| Details: | Fees of $264,000 p.a. Termination requires three months’ notice From 1 July 2022, an updated contractual arrangement was in place with an updated retainer of $5,000p.m.plus additional charges for extra hours with termination of 60 days’ notice. |
This is the end of the audited remuneration report.
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2022
MEETINGS OF DIRECTORS
| Directors | Meetings | Audit and Risk | Audit and Risk | Nomination and | Nomination and | ESG | ||
|---|---|---|---|---|---|---|---|---|
| Committee | Remuneration | Committee Meetings | ||||||
| Meetings | Committee Meetings | |||||||
| Directors | Number | Number | Number | Number | Number | Number | Number | Number |
| Eligible to | Attended | Eligible to | Attended | Eligible to | Attended | Eligible to | Attended | |
| Attend | Attend | Attend | Attend | |||||
| Alice Wong | 7 | 7 | - | - | 1 | 1 | - | - |
| Alistair Stephens | 3 | 3 | - | - | - | - | - | - |
| William Hayden | 3 | 3 | 1 | 1 | - | - | - | - |
| Bo Tan | 7 | 6 | 1 | 1 | - | - | - | - |
| Ricky Lau | 7 | 7 | 1 | 1 | 1 | 1 | - | - |
| Michael Barrett | 4 | 4 | - | - | - | - | 2 | 2 |
| Michael Choi | 4 | 4 | - | - | - | - | 2 | 2 |
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
No significant changes in the state of affairs of the Group have occurred since the start of the financial year to the date of this report, other than the following:
Grant of Large Scale Mining Licence LM0216/21
Globe’s wholly owned subsidiary, Globe Metals & Mining (Africa) Limited ( GMMA ) was granted Large Scale Mining Licence LM0216/21 on 13 August 2021. LM0216/21 is valid for twenty-five (25) years and entitles GMMA the exclusive right to prospect for and mine minerals(s) in the licence area on the terms and conditions attaching to the licence.
Short Term Loan Facilities Provided by Director Bo Tan
Director Bo Tan has provided a total of $2 million in short-term loan facilities to the Company to assist the Company with its shortterm working capital requirements comprising $1,000,000 in March 2022, $500,000 in August 2022, and a further $500,000 in September 2022. The key terms and conditions of the loans are described on page 12 under the heading “Related party transactions ” with key management personnel .
Issue of 16,397,666 Shares following Shareholder Approval of Conversion of March 2022 Facility
On 14 September 2022, the Company held a general meeting of shareholders at which meeting shareholders approved the conversion of the March 2022 Facility provided by Director Bo Tan of $1,000,000, plus interest accrued, into fully paid ordinary shares in the Company; resulting in the issue to Director Bo Tan of 16,397,666 Shares. The Shares were issued on 16 September 2022.
DIVIDENDS
No amounts have been paid or declared by way of dividend during or since the end of the financial year.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS
The Group proposes to continue with the advancement of its Kanyika Project.
AFTER BALANCE DATE EVENTS
No matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial years, except for the following:
Additional $500,000 Loan Facility received from Director Bo Tan
On 5 August 2022, the Company executed a loan agreement with Director Bo Tan under which Mr Tan has agreed to provide a further loan facility in the amount of A$500,000 to assist the Company with its short-term working capital requirements. The loan is unsecured and is repayable in cash or by the issue of fully paid ordinary shares in the Company at a price of 6.35 cents per share, subject to shareholder approval.
Issue of 16,397,666 Shares following Shareholder Approval of Conversion of March 2022 Facility
On 14 September 2022, the Company held a general meeting of shareholders at which meeting shareholders approved the conversion of the March 2022 Facility provided by Director Bo Tan of $1,000,000, plus interest accrued, into fully paid ordinary shares in the Company; resulting in the issue to Director Bo Tan of 16,397,666 Shares. The Shares were issued on 16 September 2022.
Further Additional $500,000 Loan Facility received from Director Bo Tan
On 27 September 2022, the Company executed a loan agreement with Director Bo Tan under which Mr Tan has agreed to provide a further loan facility, which will be drawn down if required, in the amount of A$500,000 to assist the Company with its short-term working capital requirements. The loan is unsecured and is repayable in cash or by the issue of fully paid ordinary shares in the Company at a price of 6.35 cents per share, subject to shareholder approval.
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2022
Issue of 1,250,000 Options to each of Directors Lau, Tan. Barrett and Choi following Shareholder Approval
On 14 September 2022, the Company held a general meeting of shareholders at which meeting shareholders approved the issue of 1,250,000 Options to four of the Company’s non-executive directors, being Mr Ricky Lau, Mr Bo Tan, Mr Michael Barrett and Mr Michael Choi. The Options are exercisable at A$0.13 and expire on 30 June 2026. For the full terms and conditions attaching to the Options refer the Notice of General Meeting dated 12 August 2022. The Options were issued on 27 September 2022.
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party, for the purposes of taking responsibility on behalf of the Company for all or part of those proceedings.
No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under section 237 of the Corporations Act 2001 .
AUDITOR
Non-Audit Services
No non-audit services were provided by Ernst & Young during the year or the prior year.
Details of the amounts paid or payable to the Ernst & Young for the provision of audit services are set out in note 21 to the financial Statements.
INDEMNIFYING OFFICERS OR AUDITOR
The Group has agreed to indemnify all the directors and executive officers for any costs or expenses that may be incurred in defending civil and criminal proceedings that may be brought against them in their capacity as directors and officers for which they may be held personally liable.
The Group agreed to pay the annual insurance premium in respect of directors’ and officers’ liability and legal expenses, for directors, officers and employees of the Company. However, in accordance with normal commercial practice, the disclosure of the total amount of premiums and the nature of the liabilities covered by the insurance contract is prohibited by a confidentiality clause in the contract.
To the extent permitted by law, the Group has agreed to indemnify its auditors, Ernst & Young as part of the terms of its engagement letter against any claims by third parties arising from the audit (for an unspecified amount). No payments were made during the year ended 30 June 2022 or subsequently.
ROUNDING OF AMOUNTS
The Company is of a kind referred to in ASIC Corporations (Rounding in financial/Directors’ report) Instrument 2016/191. Therefore, amounts in the directors’ report have been rounded off to the nearest thousand dollars, or in certain cases, to the nearest dollar.
AUDITORS INDEPENDENCE DECLARATION
The auditor’s independence declaration is included on page 17.
Signed in accordance with a resolution of the Board of Directors.
ALICE WONG CHAIRPERSON
Dated this 30th day of September 2022
Ernst & Young 11 Mounts Bay Road Perth WA 6000 Australia GPO Box M939 Perth WA 6843
==> picture [85 x 101] intentionally omitted <==
Tel: +61 8 9429 2222 Fax: +61 8 9429 2436 ey.com/au
Auditor’s independence declaration to the directors of Globe Metals & Mining Limited
As lead auditor for the audit of the financial report of Globe Metals & Mining Limited for the financial year ended 30 June 2022, I declare to the best of my knowledge and belief, there have been:
-
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 relation to the audit ;
-
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
-
c. No non-audit services provided that contravene any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Globe Metals & Mining Limited and the entities it controlled during the financial year.
Ernst & Young
Gavin Buckingham Partner
30 September 2022
A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2022
| Notes Interest income 5 Research & development rebate Foreign exchange loss Employee benefits expenses Compliance and regulatory expenses Occupancy expenses Directors fees Depreciation expense 6 Business Development Travel expenses Administrative expenses 6a Exploration expenditure written off Other expenses Loss before income tax Income tax expense 7 Loss for the year Other comprehensive loss after tax Items that will not be reclassified to profit or loss Changes in the fair value of investments at fair value through other comprehensive income Other comprehensive (loss)/income for the year, net of tax Total comprehensive loss for the year Loss per share attributable to ordinary equity holders of the company Basic and diluted loss per share 27 |
30 June 2022 $’000 30 June 2021 $’000 |
|---|---|
| 2 23 - 199 (60) (30) (537) (642) (166) (160) (50) (35) (336) (236) (60) (17) - (1) (82) (55) (928) (302) (416) - (119) (122) |
|
| (2,752) (1,378) - - |
|
| (2,752) (1,378) |
|
| (28) (16) |
|
| (28) (16) |
|
| (2,780) (1,394) |
|
| Cents Cents (0.60) (0.30) |
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with accompanying notes.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2022
| Note CURRENT ASSETS Cash and cash equivalents 8 Other receivables 9 Other assets 10 TOTAL CURRENT ASSETS NON-CURRENT ASSETS Exploration and evaluation expenditure 12 Investments at fair value through other comprehensive income Plant and equipment 11 Right of use asset TOTAL NON-CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Trade and other payables 13 Provisions 14 Lease liability Loan 15 TOTAL CURRENT LIABILITIES NON-CURRENT LIABILITIES Lease liability TOTAL NON-CURRENT LIABLITIES TOTAL LIABILITIES NET ASSETS EQUITY Contributed equity Financial assets reserve 16 Accumulated losses 17 TOTAL EQUITY |
30 June 2022 $’000 30 June 2021 $’000 431 2,816 50 57 114 104 |
|---|---|
| 595 2,977 |
|
| 29,950 29,357 24 52 274 248 12 46 |
|
| 30,260 29,703 |
|
| 30,855 32,680 |
|
| 266 231 46 127 24 24 1,023 - |
|
| 1,359 382 |
|
| - 22 |
|
| - 22 |
|
| 1,359 404 |
|
| 29,496 32,276 |
|
| 80,753 (10) 80,753 18 (51,247) (48,495) |
|
| 29,496 32,276 |
The above consolidated statement of financial position should be read in conjunction with accompanying notes.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2022
| Consolidated Balance at 30 June 2020 Loss for year Other comprehensive income for the year Total comprehensive loss for the year Balance at 30 June 2021 Balance at 30 June 2021 Loss for year Other comprehensive loss for the year Total comprehensive loss for the year Balance at 30 June 2022 |
Contributed equity Accumulated losses Financial Assets Reserve Total $’000 $’000 $’000 $’000 |
|---|---|
| 80,753 (47,117) 34 33,670 - (1,378) - (1,378) - - (16) (16) |
|
| - (1,378) (16) (1,394) |
|
| 80,753 (48,495) 18 32,276 |
|
| 80,753 (48,495) 18 32,276 - (2,752) - (2,752) - - (28) (28) |
|
| - (2,752) (28) (2,780) |
|
| 80,753 (51,247) (10) 29,496 |
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2022
| Note Cash Flows from Operating Activities Payments to suppliers and employees (inclusive of value added taxes) Payments for business development activities Interest received Proceeds from other income Net cash used in operating activities 26(a) Cash Flows from Investing Activities Purchase of plant & equipment Research and development rebate Payments for exploration and evaluation Net cash used in investing activities Cash Flows from Financing Activities Proceeds from Borrowing Net cash used in financing activities Net decrease in cash held Cash and cash equivalents at beginning of financial year Effects of exchange rate changes on cash Cash and cash equivalents at end of financial year 8 |
30 June 2022 $’000 30 June 2021 $’000 (2,325) (1,452) - (1) 2 23 - 199 |
|---|---|
| (2,323) (1,231) |
|
| (51) 445 (82) - (1,419) (976) |
|
| (1,025) (1,058) |
|
| 1,023 - |
|
| 1,023 - |
|
| (2,325) (2,289) 2,816 5,182 (60) (77) |
|
| 431 2,816 |
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
The financial report of Globe Metals & Mining Limited for the year ended 30 June 2022 was authorised for issue in accordance with a resolution of directors on 29 September 2022.
The following is a summary of the material accounting policies adopted by the Group in the preparation of the financial report. The accounting policies have been consistently applied, unless otherwise stated. This financial report includes the consolidated financial statements and notes of Globe Metals & Mining Limited (‘Globe’ or ‘the Company’) and its controlled entities (‘Consolidated Entity’ or ‘Group’). Globe is a for-profit entity.
a. Basis of Preparation
The financial report is a general purpose financial report that has been prepared in accordance with Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board (AASB) and the Corporations Act 2001 , as appropriate for profit-oriented entities.
(i) Going Concern
The financial report has been prepared on the going concern basis, which contemplates the continuity of normal business activity and the realisation of assets and settlement of liabilities in the normal course of business.
As at 30 June 2022, the Group had cash and cash equivalents of $0.431 million and had a net working capital deficiency of $0.764 million due to a short term loan of $1.023 million at 30 June 2022 which was converted to equity subsequent to year end. The Group incurred a loss for the year ended 30 June 2022 of $2.752 million (30 June 2021: $1.378 million loss) and had net cash outflows from operating and investing activities of $3.348 million (30 June 2021: $2.289 million). The Group’s cashflow forecasts reflect that the Group will be required to raise additional working capital within the next 12 month period to enable it to meet its corporate requirements and continue to progress the financing and development of the Kanyika Project.
In addition, as a condition of the Group’s mining license the Group is required to commence substantial on-site development within 18 months from when the mining license was registered, which is currently by 13 February 2023.
At the date of this report, the directors are satisfied there are reasonable grounds to believe that the Group will be able to continue its planned operations, meet its obligations as and when they fall due and thus continue as a going concern, for the following reasons:
-
the Company has been issued with a Large -Scale Mining Licence for the Kanyika Project which provides it with tenure of twenty-five (25) years from grant date subject to ongoing compliance with the licence terms and conditions. This underscores the project’s value;
-
the Company has demonstrated in the past its capability to raise equity and or debt funding as and when required;
-
in August 2022, subsequent to year end, the Company secured a short term loan facility of $500,000 from Director Tan;
-
in September 2022, subsequent to year end, the Company secured a further short term loan facility of $500,000 from Director Tan;
-
in September 2022 the short term loan facility (current liability) outstanding at 30 June 2022 of $1.023 million was converted into equity and thus is no longer required to be repaid; and
-
the Group has commenced discussions with the Malawi Government to extend the date for the commencement of substantial on site development due to delays in executing a Mine Development Agreement.
The ability of the Group to continue as a going concern is dependent on the Group continuing to secure additional debt and/or equity funding to meet its working capital requirements in the next 12 months and achieving the other matters set out above. These conditions indicate the existence of a material uncertainty that may cast a significant doubt about the Group’s ability to continue as a going concern.
Should the Group not be able to continue as a going concern, it may be required to realise its assets and discharge its liabilities other than in the ordinary course of business, and at amounts that differ from those stated in the financial statements. The financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts or liabilities that might be necessary should the Group not continue as a going concern and meet its debts as and when they become due and payable.
-
(ii) Compliance with IFRS
-
The financial report of Globe Metals & Mining Limited and controlled entities also complies with International Financial Reporting Standards (IFRS) as issued by International Accounting Standards Board (IASB).
(iii) New and amended standards adopted by the group
None of the new standards and amendments to standards that are mandatory for the first time for the financial year beginning 1 July 2021 have significant impact on the amounts recognised in the current year or any prior year. See Note 1(w).
- (iv) Historical Cost Convention
The financial report has been prepared under the historical cost convention, with the exception of investments at fair value through other comprehensive income which are measured at fair value.
(v) Critical accounting estimates
The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the group’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 3.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
b. Principles of Consolidation
The consolidated financial statements comprise the financial statements of the Group and its subsidiaries as at 30 June 2022. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.
Specifically, the Group controls an investee if, and only if, the Group has:
Ø Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee)
Ø Exposure, or rights, to variable returns from its involvement with the investee
Ø The ability to use its power over the investee to affect its returns
Generally, there is a presumption that a majority of voting rights results in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:
Ø The contractual arrangement(s) with the other vote holders of the investee
Ø Rights arising from other contractual arrangements
Ø The Group’s voting rights and potential voting rights
The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial statements from the date the Group gains control until the date the Group ceases to control the subsidiary.
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction.
If the Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities, non-controlling interest and other components of equity, while any resultant gain or loss is recognised in profit or loss. Any investment retained is recognised at fair value.
c. Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the board of directors.
d. Foreign Currency Translation
Functional and presentation currency
The functional currency of each of the Group’s entities is measured using the currency of the primary economic environment in which that entity operates, currently being the Australian Dollar for each of the entities. The consolidated financial statements are presented in Australian dollars which is the Company’s functional and presentation currency.
Transactions and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the year-end exchange rate. Non-monetary items measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date when the fair values were determined. Exchange differences arising on the translation of monetary items are recognised in profit and loss for the year, except where deferred in equity as a qualifying cash flow or net investment hedge.
e. Reserves
The reserve represents the gains and losses of investments at fair value through other comprehensive income.
f. Cash and Cash Equivalents
Cash and short-term deposits in the statement of financial position comprise cash at bank and in hand and short-term deposits with an original maturity of three months or less.
For the purposes of the Statement Cash Flows, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
g. Exploration and Evaluation Assets
Exploration and evaluation costs, including the costs of acquiring licences, are capitalised as exploration and evaluation assets on an area of interest basis. Exploration and evaluation assets are only recognised if the rights of interest are current and either:
-
the expenditures are expected to be recouped through successful development and exploitation of the area of interest; or
-
activities in the area of interest have not, at the reporting date, reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves and active and significant operations in, or in relation to, the area of interest are continuing.
Costs incurred before the Group has obtained the legal rights to explore an area are recognised in the statement of profit or loss and other comprehensive income. A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.
Once the technical feasibility and commercial viability of the extraction of mineral resources in an area of interest are demonstrable, exploration and evaluation assets attributable to that area of interest are first tested for impairment and then reclassified from exploration and evaluation expenditure to mining property and development assets within property, plant and equipment and depreciated over the life of the mine.
Impairment
Exploration and evaluation assets are tested for impairment when any of the following facts and circumstances exists:
-
the term of the exploration licence in the specific area of interest has expired during the reporting year or will expire in the near future, and is not expected to be renewed;
-
substantive expenditure on further exploration for and evaluation of mineral resources in the specific area are not budgeted nor planned;
-
exploration for and evaluation of mineral resources in the specific area of interest have not led to the discovery of commercially viable quantities of mineral resources and the decision was made to discontinue such activities in the specific area of interest; or
-
- sufficient data exists to indicate that, although a development in the specific area of interest is likely to proceed, the carrying amount of the exploration and evaluation assets is unlikely to be recovered in full from successful development or by sale.
Where a potential impairment is indicated, an assessment is performed for each cash generating unit (“CGU”) which is no larger than the area of interest. An impairment loss is recognised if the carrying amount of the CGU exceeds its estimated recoverable amount.
h. Financial instruments – initial recognition and subsequent measurement
Financial Assets
Initial recognition and measurement
Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value through other comprehensive income (OCI), and fair value through profit or loss. The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the Group’s business model for managing them. With the exception of trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient, the Group initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs. In order for a financial asset to be classified and measured as amortised cost, it needs to give rise to cash flows that are ‘solely payments of principal and interest (SPPI)’ on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. Trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient are measured at the transaction price determined under AASB 15.
The Group’s business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or both.
Subsequent measurement
For purposes of subsequent measurement, financial assets are classified in four categories:
-
Financial assets at amortised cost (debt instruments)
-
Financial assets at fair value through OCI with recycling of cumulative gains and losses (debt instruments)
-
Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition (equity instruments)
-
Financial assets at fair value through profit or loss
Financial assets at amortised cost (debt instruments)
This is the category of financial asset that is applicable to the Group. The Group measures financial assets at amortised cost if both of the following conditions are met:
-
the financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows; and
-
the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Financial assets at amortised cost are subsequently measured using the effective interest (EIR) method and are subject to impairment.
Gains and losses are recognised in profit or loss when the asset is derecognised, modified or impaired.
The Group’s financial assets at amortised cost includes cash and short-term deposits.
Financial assets designed at fair value through OCI (equity instruments).
This is the category of financial asset that is applicable to the Group. Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity instruments designated at fair value through OCI when they meet the definition of equity under AASB 132 Financial Instruments: Presentation and are not held for trading. The classification is determined on an instrument-by-instrument basis.
Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognised as other income in the statement of profit or loss when the right of payment has been established, except when the Group benefits from such proceeds as a recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at fair value through OCI are not subject to impairment assessment. The Group’s financial assets designed at fair value through OCI includes its equity investments under this category.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily derecognised
-
(i.e., removed from the Group’s consolidated statement of financial position) when:
-
the rights to receive cash flows from the asset have expired; or
-
the Group has transferred has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if, and to what extent, it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Group continues to recognise the transferred asset to the extent of its continuing involvement. In that case, the Group also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Group could be required to repay.
Impairment of financial assets
The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).
For trade receivables and contract assets, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.
Financial Liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, payables as appropriate. All financial liabilities are recognised initially at fair value and, in the case of payables, net of directly attributable transaction costs. The Group’s financial liabilities only include trade and other payables.
Subsequent measurement
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit or loss. This category applies to trade and other payables.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
i. Plant and Equipment
Plant and equipment is stated at cost less accumulated depreciation and accumulated impairment losses.
The depreciable amount of all Motor vehicle and Leasehold assets are depreciated on a straight-line basis over their useful lives. Plant and equipment, Furniture and fittings and Software assets are depreciated using the diminishing value method. The depreciation rates used for each class of depreciable assets vary from 3% to 40% with the average rate being 30%.
Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in the statement of profit or loss and other comprehensive income.
The carrying amounts of plant and equipment are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs of disposal.
j. Leases
(i) Right-of-use assets
The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Unless the Group is reasonably certain to obtain ownership of the leased asset at the end of the lease term, the recognised right-of-use assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term (where the entity does not have a purchase option at the end of the lease term). Right-of-use assets are subject to impairment.
(ii) Lease Liabilities
At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for terminating a lease, if the lease term reflects the Group exercising the option to terminate. The variable lease payments that do not depend on an index or a rate are recognised as expense in the year on which the event or condition that triggers the payment occurs.
In calculating the present value of lease payments, the Group uses the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable.
After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the in-substance fixed lease payments or a change in the assessment to purchase the underlying asset.
(iii) Short-term leases and Low Value Assets
The Group applies the short-term lease recognition exemption to its short-term leases of their Office Spaces (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption (i.e. below $5,000). Lease payments on short-term leases and leases of low-value assets are expensed on a straight-line basis over the lease term.
k. Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) where, as a result of a past event, it is probable that an outlay of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
Where the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the statement of comprehensive income net of any reimbursement.
If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pretax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability.
Where discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
l. Employee Benefits
Short-term obligations
Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave expected to be settled within 12 months after the end of the year in which the employees render the related service are recognised in respect of employees’ services up to the end of the reporting year and are measured at the amounts expected to be paid when the liabilities are settled.
The liability for annual leave is recognised in the provision for employee benefits. All other short-term employee benefit obligations are presented as payables.
Other long-term employee benefit obligations
The liability for long service leave and annual leave which is not expected to be settled within 12 months after the end of the year in which the employees render the related service is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting year using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures and years of service. Expected future payments are discounted using market yields at the end of the reporting year on high quality corporate bonds with terms and currencies that match, as closely as possible, the estimated future cash outflows. The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to defer settlement for at least twelve months after the reporting date, regardless of when the actual settlement is expected to occur.
m. Contributed Equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.
Where any group company purchases the company’s equity instruments, for example as the result of a share buy-back or a sharebased payment plan, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from equity attributable to the owners as treasury shares until the shares are cancelled or reissued.
Where such ordinary shares are subsequently reissued, any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the owners.
n. Earnings Per Share
Basic earnings per share
Basic earnings per share is calculated by dividing:
-
the profit attributable to owners of the company, 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 year and excluding treasury shares
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account:
-
after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares, and
-
weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares.
o. Revenue recognition
The Group recognises revenue when it transfers control over a product or service to a customer.
Other types of income are recognised as follows.
Interest income
Interest income is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised cost of a financial asset 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 instrument to the net carrying amount of the financial asset.
Government grants
Refer note p. below.
Other income
Other income is generally recognised as received, or when the right to receive the payment has been established.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
p. Government grants – research and development rebate
Government grants are recognised where there is reasonable assurance that the grant will be received and all attached conditions will be complied with. When the grant relates to an expense item, it is recognised as income on a systematic basis over the periods that the related costs, for which it is intended to compensate, are expensed.
Research and development tax incentive
The Group has adopted the income approach to accounting for research and development tax incentive pursuant to AASB120 ‘Accounting for Government Grant and Disclosure of Government Assistance’ whereby the incentive is recognised in profit or loss on a systematic basis over the periods in which the Group recognises the eligible expenses. Where the research and development costs are capitalised as an intangible or as exploration costs capitalised, the research and development tax incentive has been offset against the capitalised expenditure.
q. Income Tax
Current Tax
Current tax is calculated by reference to the amount of income taxes payable or recoverable in respect of the taxable profit or tax loss for the year. It is calculated using tax rates and tax laws that have been enacted or substantively enacted by reporting date. Current tax for current and prior years is recognised as a liability (or asset) to the extent that it is unpaid (or refundable).
Deferred Tax
Deferred tax is accounted for using the liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax base of those items.
In principle, deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised to the extent that it is probable that sufficient taxable amounts will be available against which deductible temporary differences or unused tax losses and tax offsets can be utilised. However, deferred tax assets and liabilities are not recognised if the temporary differences giving rise to them arise from the initial recognition of assets and liabilities (other than as a result of a business combination) which affects neither taxable income nor accounting profit. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year(s) when the asset and liability giving rise to them are realised or settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by reporting date. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.
Current and Deferred Taxation
Current and deferred tax is recognised as an expense or income in the Statement of profit or loss and other comprehensive income, except when it relates to items credited or debited directly to equity, in which case the deferred tax is also recognised directly in equity, or where it arises from the initial accounting for a business combination, in which case it is taken into account in the determination of goodwill or excess. The amount of benefits brought to account or which may be realised in the future is based on the assumption that no adverse change will occur in income taxation legislation and the anticipation that the Company will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law.
r. Goods and Services Tax and other Value Added Taxes
Revenues, expenses and assets are recognised net of the amount of Goods and Services Tax (GST) and other Value Added Taxes (VAT), except where the amount of GST or VAT incurred is not recoverable from the applicable taxation authority. In these circumstances, the GST and VAT are recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of financial position are shown inclusive of GST and VAT.
The net amount of GST or VAT recoverable from, or payable to, the taxation authority is included as a current asset or liability in the statement of financial position.
Cash flows are included in the Statement of Cash Flow on a gross basis. The GST and VAT components of cash flows arising from investing and financing activities which are recoverable from, or payable to, the taxation authorities are classified as operating cash flows.
s. Rounding of amounts
The Company is of a kind referred to in ASIC Corporations (Rounding in financial/Directors’ report) Instrument 2016/191. Therefore, amounts in the directors’ report have been rounded off to the nearest thousand dollars, or in certain cases, to the nearest dollar.
t. Parent entity financial information
The financial information for the parent entity, Globe Metals and Mining Limited, disclosed in note 28 has been prepared on the same basis as the consolidated financial statements, except as set out below.
Investments in subsidiaries, associates and joint venture entities
Investments in subsidiaries, associates and joint venture entities are accounted for at cost in the financial statements of Globe Metals and Mining Limited.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
u. Changes in accounting policies and disclosure
New and amended standards and interpretations
Amendments and interpretations apply for the first time as of 1 July 2021 do not have significant impact on the consolidated financial statements of the Group. The Group has not early adopted any standards, interpretations or amendments that have been issued but are not yet effective.
The accounting policies adopted are consistent with those applied by the Group in the preparation of the annual consolidated financial statements for the year ended 30 June 2021.
Standards issued but not yet effective
Amendments to AASB101: Classification of Liabilities as Current or Non-current
A consequence of the first amendment is that a liability would be classified as current if its repayment conditions failed their test at reporting date, despite those conditions only becoming effective in the 12 months after the end of the reporting period. In response to this possible outcome, the AASB has proposed further amendments:
-
specifying that conditions with which an entity must comply after the reporting period do not affect the classification at the reporting date
-
adding presentation and disclosure requirements for non-current liabilities subject to conditions in the next 12 months
-
clarifying specific situations in which an entity does not have a right to defer settlement for at least 12 months after the reporting date; and
-
deferring the effective date of the original amendments to no earlier than 1 January 2024
The amendments are effective for annual reporting periods beginning on or after 1 January 2024 and must be applied retrospectively. The Group is currently assessing the impact the amendments will have on current practice.
Reference to the Conceptual Framework – Amendment to AASB 3 Business Combination
In March 2020, the AASB issued Amendments to AASB 3 Business Combinations - Reference to the Conceptual Framework. The amendments are intended to replace a reference to the Framework for the Preparation and Presentation of Financial Statements, issued in 1989, with a reference to the Conceptual Framework for Financial Reporting issued in March 2018 without significantly changing its requirements.
The Board also added an exception to the recognition principle of AASB 3 to avoid the issue of potential ‘day 2’ gains or losses arising for liabilities and contingent liabilities that would be within the scope of AASB 137 or AASB Interpretation 21 Levies, if incurred separately. At the same time, the Board decided to clarify existing guidance in AASB 3 for contingent assets that would not be affected by replacing the reference to the Framework for the Preparation and Presentation of Financial Statements.
The amendments are effective for annual reporting periods beginning on or after 1 January 2022 and apply prospectively.
Property, Plant and Equipment: Proceeds before Intended Use – Amendments to AASB 116
In June 2020, the AASB issued amendments to AASB 116 Property, Plant and Equipment — Proceeds before Intended Use, which prohibits entities deducting from the cost of an item of property, plant and equipment, any proceeds from selling items produced while bringing that asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Instead, an entity recognises the proceeds from selling such items, and the costs of producing those items, in profit or loss.
The amendment is effective for annual reporting periods beginning on or after 1 January 2022 and must be applied retrospectively to items of property, plant and equipment made available for use on or after the beginning of the earliest period presented when the entity first applies the amendment.
The amendments are not expected to have a material impact on the Group.
Onerous Contracts – Costs of Fulfilling a Contract – Amendments to AASB 137
In June 2020, the AASB issued amendments to AASB 137 to specify which costs an entity needs to include when assessing whether a contract is onerous or loss-making.
The amendments apply a “directly related cost approach”. The costs that relate directly to a contract to provide goods or services include both incremental costs and an allocation of costs directly related to contract activities. General and administrative costs do not relate directly to a contract and are excluded unless they are explicitly chargeable to the counterparty under the contract.
The amendments are effective for annual reporting periods beginning on or after 1 January 2022. The Group will apply these amendments to contracts for which it has not yet fulfilled all its obligations at the beginning of the annual reporting period in which it first applies the amendments.
The Group’s principal financial instruments comprise of cash. The Group also has other financial instruments such as other receivables and creditors, which arise directly from its operations, and investments at fair value through other comprehensive income.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
2. FINANCIAL RISK MANAGEMENT
Capital Risk Management
The Group’s objectives when managing capital are 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.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends, return capital to shareholders, issue/buy-back shares or sell assets to reduce debt.
The main risks arising from the Group’s financial instruments and the Group’s policies for managing these risks are summarised below:
Interest Rate Risk
The Group does not have long-term cash deposits and the debt is able to be converted into shares at the Company’s option, (subject to shareholder approval), with a fixed interest rate therefore the risk exposure is minimal. An analysis by maturities is provided in (i) below.
Credit Risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group entity has adopted the policy of only dealing with credit worthy counterparties and obtaining sufficient collateral or other security where appropriate, as a means of mitigating the risk of financial loss from defaults.
The credit risk on financial assets of the Group is reflected in those assets' carrying amount net of any provisions for impairment.
The Group currently holds majority of its cash and cash equivalents with National Australia Bank with a credit rating of Aa3. The Group believes the credit risk exposure is negligible given the strong credit rating of the counterparty.
Foreign currency risk
The Group is exposed to fluctuations in foreign currencies arising from the sale and purchase of goods and services in currencies other than the Group’s functional currency. The majority of expenses incurred are in AUD and therefore risk is not significant. Monetary assets and liabilities of the Group denominated in foreign currencies are not material to the Group.
Concentration risk
The parent entity is exposed to concentration risk due to 87% of its cash and cash equivalents being held within the one financial institution – National Australia Bank. The Group manages this risk through monitoring of the credit rating of the institution.
Liquidity risk
The Group manages liquidity risk by monitoring forecast cash flows and ensuring that adequate short-term cash facilities are maintained. At the end of the year the group held deposits at call of $0.431 million (2021: $2,816 million) which are expected to readily generate cash inflows for managing liquidity risk.
(i) Interest rate and liquidity risk exposures
The Group’s exposure to interest rate risk and the effective weighted average interest rate for each class of assets and liabilities is set out in the following table:
| is set out in the following table: | |
|---|---|
| 2022 Financial Assets Cash at bank Trade & other receivables Investments at fair value through other comprehensive income Other assets Weighted Average Interest Rate Trade & other creditors Lease liability Loan Net financial assets |
Fixed interest maturing in Floating interest rate 0 to 30 days 30 to 60 days 60 to 180 days 180 days to 1 year Total $’000 $’000 $’000 $’000 $’000 $’000 431 - - - - 431 - - - - 50 50 - - - - 24 24 - - - - 50 50 |
| 431 - - - 124 555 |
|
| 0.01% - - - - (266) - (24) (266) (24) - - - (1,023) - (1,023) |
|
| - - (266) (1,023) (24) (1,313) |
|
| 431 - (266) (1,023) 100 (758) |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
2. FINANCIAL RISK MANAGEMENT (Cont’d)
| 2. FINANCIAL RISK MANAGEMENT( | Cont’d) |
|---|---|
| 2021 Financial Assets Cash at bank Trade & other receivables investments at fair value through other comprehensive income Other assets Weighted Average Interest Rate Trade & other creditors Lease liability Net financial assets |
Fixed interest maturing in Floating interest rate 0 to 30 days 30 to 60 days 60 days to 1 year More than 1 Year Total $’000 $’000 $’000 $’000 $’000 $’000 816 2,000 - - - 2,816 - - - - 57 57 - - - - 52 52 - - - - 43 43 |
| 816 2,000 - - 152 2,968 |
|
| 0.01% 0.27% - - - - (231) - (24) (22) (231) (46) |
|
| - - (231) (24) (22) (277) |
|
| - - (231) (24) (22) (277) |
|
| 816 2,000 (231) (24) (130) 2,691 |
Sensitivity analysis
The Group has performed a sensitivity analysis in relation to interest income and movements in interest rates on financial assets and liabilities. The analysis highlights the effect on the current year’s pre-tax loss which would have resulted from movement in interest rates with all other variables remaining constant.
| Consolidated | ||
|---|---|---|
| 2022 | 2021 | |
| $’000 | $’000 | |
| Change in loss | ||
| - increase in interest rate by 1.5% (FY21: 0.5%) | 11 | (15) |
| - decrease in interest rate by 1.5% (FY21: 0.5%) | (11) | 15 |
- (ii) Interest rate and liquidity risk exposures
Fair value hierarchy
All financial instruments for which fair value is recognised or disclosed are categorised within the fair value hierarchy, based on the lowest level input that is significant to the fair value measurement as a whole, as follows:
-
Ø Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities
-
Ø Level 2 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable
-
Ø Level 3 – Valuation techniques for which the lowest level input that is significant to the fair value measurements is unobservable
For all asset and liabilities that are recognised at fair value on recurring basis, the group determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting year.
The valuation of investments at fair value through other comprehensive income are based on the equity share price in the listed stock exchange (Level one fair value hierarchy).
The valuation of loans at fair value are based on the net present value of principal and interest when expected to be settled (Level two fair value hierarchy).
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
3. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
The preparation of financial statements requires management to make judgements and estimates relating to the carrying amounts of certain assets and liabilities. Actual results may differ from the estimates made. Estimates and assumptions are reviewed on an ongoing basis.
The key estimates and assumptions as have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next accounting year are:
(i) Exploration and evaluation expenditure The Group’s accounting policy for exploration and evaluation expenditure results in expenditure being capitalised for an area of interest where it is considered likely to be recoverable by future exploitation or sale or where the activities have not reached a stage which permits a reasonable assessment of the existence of reserves. This policy requires management to make certain assumptions as to future events and circumstances, in particular whether an economically viable extraction operation can be established. Any such estimates and assumptions may change as new information becomes available. If, after having capitalised the expenditure under the policy, a judgement is made that recovery of the expenditure is unlikely, the relevant capitalised amount will be written off to profit and loss. Refer to note 12 for details of the judgement applied in the current year in relation to exploration and evaluation expenditure.
4. SEGMENT INFORMATION
The Group has identified its operating segments based on the internal reports that are reviewed and used by the Board of Directors to make decisions about resources to be allocated to the segments and assess their performance.
The Group has two reportable segments which are based on the stage of development of its projects, which are broadly in either of two groups: those in the exploration phase or those in the evaluation stage. Unallocated results, assets and liabilities represent corporate amounts that are not core to the reportable segments.
Activity by segment
- Africa Kanyika
The Africa-Kanyika segment includes the Kanyika Niobium Project in Malawi which comprises AML0026 and which is host to a 2012 JORC compliant Mineral Resource Estimate of 68.3Mt @ 2,830ppm Nb2O5 (niobium pentoxide) and 135ppm Ta5O5 (tantalum pentoxide) at a 1,500 ppm Nb2O5 cut-off.
The Kanyika Niobium Project is currently at the evaluation stage.
- Africa Exploration
The Africa-Exploration segment included the exploration prospecting licence EPL0421/15 which lies adjacent to AML0026. Limited early-stage exploration activity has been conducted on EPL0421/15 with no mineral resources having been defined; as such it is at the exploration stage:
| 2022 (i) Segment performance year ended 30 June 2022 Revenue Segment revenue Segment loss Reconciliation of segment result to group net loss before tax Other income Other corporate expenses Net loss before tax from continuing operations (ii) Segment assets as at 30 June 2022 Exploration expenditure Plant and equipment Other assets Total Segment Assets Reconciliation of segment assets to group assets Other corporate assets Total group assets |
Africa-Kanyika Africa- Exploration $’000 $’000 - - |
Total $’000 - |
|---|---|---|
| - - |
- | |
| (233) (462) |
(695) | |
| 29,950 - 38 134 80 70 |
2 (2,059) |
|
| (2,752) | ||
| 29,950 172 150 |
||
| 30,068 204 |
30,272 | |
| 583 | ||
| 30,855 |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
4. SEGMENT INFORMATION (CONTINUED)
| 2022 (iii) Segment liabilities as at 30 June 2022 Trade Creditors and Accruals Total Segment liabilities Reconciliation of segment liabilities to group liabilities Trade Creditors and Accruals Loan Lease liability Provisions Total group liabilities 2021 (i) Segment performance year ended 30 June 2021 Revenue Segment revenue Segment loss Reconciliation of segment result to group net loss before tax Other income Other corporate expenses Net loss before tax from continuing operations (ii) Segment assets as at 30 June 2021 Exploration expenditure Plant and equipment Other assets Total Segment Assets Reconciliation of segment assets to group assets Other corporate assets Total group assets (iii) Segment liabilities as at 30 June 2021 Trade Creditors and Accruals Total Segment liabilities Reconciliation of segment liabilities to group liabilities Trade Creditors and Accruals Lease liability Provisions Total group liabilities Geographical Information Total non-current assets of: Australia Africa Total |
Africa-Kanyika Africa- Exploration $’000 $’000 100 44 |
Africa-Kanyika Africa- Exploration $’000 $’000 100 44 |
Africa-Kanyika Africa- Exploration $’000 $’000 100 44 |
|
|---|---|---|---|---|
| 100 44 |
||||
| - | ||||
| - | ||||
| - | - | |||
| (197) (54) |
||||
| 29,357 - 23 135 59 76 |
||||
| 29,439 211 |
||||
| 45 54 |
||||
| 45 54 |
||||
| 30,693 29,703 |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
| Consolidated 2022 $’000 2021 $’000 5. INCOME Interest income - Interest received and receivable 2 23 2 23 Consolidated 2022 $’000 2021 $’000 6. EXPENSES Loss from operations before income tax has been determined after the following items: Lease expenses (a) 54 30 Superannuation expenses 49 48 Business development - 1 Depreciation 60 17 Foreign exchange loss 60 30 Finance Costs - Bank Charges 6 5 229 131 (a) The expense is relating to short-term leases with a lease term of less than 12 months. Consolidated 2022 $’000 2021 $’000 6.a. ADMINISTRATIVE EXPENSE Consultant Fee 730 264 Advertising 43 3 Legal Fee 133 12 Others 22 23 928 302 |
Consolidated 2022 $’000 2021 $’000 5. INCOME Interest income - Interest received and receivable 2 23 2 23 Consolidated 2022 $’000 2021 $’000 6. EXPENSES Loss from operations before income tax has been determined after the following items: Lease expenses (a) 54 30 Superannuation expenses 49 48 Business development - 1 Depreciation 60 17 Foreign exchange loss 60 30 Finance Costs - Bank Charges 6 5 229 131 (a) The expense is relating to short-term leases with a lease term of less than 12 months. Consolidated 2022 $’000 2021 $’000 6.a. ADMINISTRATIVE EXPENSE Consultant Fee 730 264 Advertising 43 3 Legal Fee 133 12 Others 22 23 928 302 |
Consolidated 2022 $’000 2021 $’000 2 23 |
Consolidated 2022 $’000 2021 $’000 2 23 |
|---|---|---|---|
| 2 23 |
|||
| Consolidated 2022 $’000 2021 $’000 54 30 49 48 - 1 60 17 60 30 6 5 |
|||
| 229 131 |
|||
| 928 302 |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
Consolidated
| 2022 | 2021 | ||
|---|---|---|---|
| $’000 | $’000 | ||
| 7. | INCOME TAX EXPENSE | ||
| a. | The components of tax expense comprise: |
||
| Current tax | - | - | |
| Deferred tax | - | - | |
| - | - | ||
| b. | Deferred income tax/(revenue) |
||
| Deferred income tax/(revenue) included in tax expense comprises: | |||
| Increase in deferred tax assets | - | - | |
| Increase in deferred tax liabilities | - | - | |
| - | - | ||
| c. | The prima facie tax benefit on loss from ordinary activities before income tax |
||
| is reconciled to the income tax as follows: | |||
| Loss before income tax | 2,752 | 1,378 | |
| Prima facie tax benefit on loss from | |||
| ordinary activities before income tax at 30% | |||
| (2021: 30%) | 826 | 413 | |
| - Deferred tax assets not recognised | (826) | (413) | |
| - | - | ||
| The tax benefits of the deferred tax assets will only be obtained if: | |||
| (a) the Group derives future assessable income of a nature and of an amount sufficient to enable the benefits to be utilised; |
|||
| (b) the Group continues to comply with the conditions for deductibility imposed by law; and |
|||
| (c) no changes in income tax legislation adversely affect the Group in utilising the benefits. |
|||
| d. | Deferred tax assets /(liabilities) comprise: |
||
| Trade & other payables | 55 | 39 | |
| Provision | 14 | 38 | |
| Tax losses available for offset against future taxable income | 10,767 | 9,970 | |
| Net deferred tax assets | 10,836 | 10,047 | |
| Deferred tax assets not recognised | (10,836) | (10,047) | |
| - | - |
The Group has tax losses carried forward of $25.284 million (2021: $22.752 million) of which $5.187 million (2021: $4,516 million) relate to the Group’s Malawi subsidiaries. Under Malawi taxation legislation, tax losses of mining companies are able to be carried forward indefinitely and offset against assessable income from mining operations. Individual subsidiary company losses may not be used to offset taxable income elsewhere in the Group. The tax losses of the parent and individual subsidiary companies will only be realised if the individual entities derive future assessable income of a nature and of an amount sufficient to enable the benefits to be utilised . On this basis, the Group has determined that it cannot recognise deferred tax assets on the tax losses carried forward.
| 8. CASH AND CASH EQUIVALENTS AND TERM DEPOSITS Cash at bank |
Consolidated 2022 $’000 2021 $’000 431 2,816 |
|---|---|
| 431 2,816 |
The Group’s exposure to interest rate risk and credit risk is discussed in note 2. The maximum exposure to credit risk at the end of the reporting year is the carrying amount of each class of cash and cash equivalents mentioned above.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
| Consolidated | |||
|---|---|---|---|
| 2022 | 2021 | ||
| $’000 | $’000 | ||
| 9. OTHER RECEIVABLES | |||
| Current | |||
| GST Receivable | 23 | 29 | |
| VAT Receivable | 14 | 11 | |
| Other Tax Receivable | 13 | 17 | |
| 50 | 57 |
Due to the short-term nature of the current receivables, their carrying amount is assumed to approximate their fair value.
| Consolidated | |||
|---|---|---|---|
| 2022 | 2021 | ||
| $’000 | $’000 | ||
| 10. OTHER ASSETS | |||
| Current | |||
| Prepayments | 66 | 61 | |
| Accrued Interest | - | - | |
| Security Deposits | 41 | 34 | |
| Other | 7 | 9 | |
| 114 | 104 |
| Consolidated | |
|---|---|
| Plant & Equipment Other Total |
|
| $’000 $’000 $’000 |
|
| 11. PLANT AND EQUIPMENT | |
| Year ended 30 June 2022 | |
| Opening net book amount | 188 60 248 |
| Additions | 41 10 51 |
| Depreciation charge | (21) (4) (25) |
| Closingnet book amount | 208 66 274 |
| At 30 June 2022 | |
| Cost | 782 162 944 |
| Accumulated depreciation | (574) (96) (670) |
| Net book value | 208 66 274 |
| Year ended 30 June 2021 | |
| Opening net book amount | 124 59 183 |
| Additions | 79 3 82 |
| Depreciation charge | (15) (2) (17) |
| Closingnet book amount | 188 60 248 |
| At 30 June 2021 | |
| Cost | 741 152 893 |
| Accumulated depreciation | (553) (92) (645) |
| Net book value | 188 60 248 |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
| 12. EXPLORATION AND EVALUATION EXPENDITURE Non-Current Costs carried forward in respect of areas of interest in: Exploration and evaluation phases – at cost Exploration and evaluation expenditure total comprising: Kanyika Niobium Project Total exploration and evaluation phases – at cost Opening balance Exploration expenditure capitalised during the year Research and development rebate Exploration expenditure written off At reporting date |
Consolidated 2022 $’000 2021 $’000 29,950 29,357 |
|---|---|
| 29,950 29,357 |
|
| 29,950 29,357 |
|
| 29,950 29,357 |
|
| 29,357 28,349 1,454 1,008 (445) - (416) - |
|
| 29,950 29,357 |
Kanyika Niobium Project
The Directors have considered the requirements of AASB 6: Exploration for and Evaluation of Mineral Resources, and have reviewed the carrying value of exploration and evaluation expenditures that relate to the Kanyika Niobium Project. Based on the review, the directors consider the carrying value of the Kanyika Niobium Project is supported by the anticipated future value. Furthermore, there are no indications that the carrying value of the Kanyika Niobium Project was impaired at 30 June 2022.
The amount written off relates to the cost capitalised on the license EPL0421/15R2 which expired during the year.
It is noted that on 13 August 2021 Globe’s wholly owned subsidiary, Globe Metals & Mining (Africa) Limited ( GMMA ) was granted Large Scale Mining Licence LM0216/21. LM0216/21 is valid for twenty-five (25) years and entitles GMMA the exclusive right to prospect for and mine minerals(s) in the licence area on the terms and conditions attaching to the licence. The most material of these terms and conditions are listed below.
The licencee shall:
-
Pay annual charges prescribed under the Mines and Minerals (Mineral Rights) Regulations 1981 and mineral royalties in accordance with the Mines and Minerals Act.
-
Have a right to mine and process pyrochlore
-
Endeavour to give employment preferentially to citizens of Malawi
-
Endeavour to procure goods and services produced and manufactured in Malawi provided that they can be obtained at competitive terms and in comparable quality.
-
Submit reports to the Registrar of Mineral Tenements as required
-
Comply with all conditions imposed under Part VIII of the Mines and Minerals Act (No. 8 of 2019); including the requirements of s174(1)(a) and (b), as follows:
-
“174(1) Subject to subsections (4) and (6), a holder of a large-scale mining licence shall:
-
(a) commence substantial on-site mine development within eighteen (18) months measured from the date that the mining licence is registered;
-
(b) commence substantial mineral production no later than sixty (60) months from the date that the mining licence is registered development with eighteen (18 months measured from the date that the mining licence is registered.”
As at the date of this report, the Company is in in compliance with the licence conditions. Insofar as the requirement to commence substantial on-site mine development within eighteen (18) months measured from the date that the mining licence is registered is concerned, the Company has advised the Malawi Government that the failure to execute the Mine Development Agreement has delayed on-site development. If required, the Company will formally seek an extension.
Pursuant to the Mines and Minerals Act, the Malawi Government is entitled to a 10% free equity interest, subject to formally notifying GMMA of its desire to take up its entitlement. As at the date of this report, Globe or GMMA are yet to receive any such notice. The Mine Development Agreement when executed acknowledges the Malawi Government’s 10% equity interest.
Other
The value of the Group’s interest in exploration expenditure is dependent upon:
-
the continuance of the consolidated entity’s rights to tenure of the areas of interest;
-
the results of future exploration; and
-
the recoupment of costs through successful development and exploitation of the areas of interest, or alternatively, by their sale.
-
no significant changes in laws and regulations that greatly impact the company’s ability to maintain tenure.
The Group’s exploration properties may be subjected to claim(s) under native title, or contain sacred sites, or sites of significance to indigenous people. As a result, exploration properties or areas within the tenements may be subject to exploration restrictions, mining restrictions and/or claims for compensation. At this time, there has not been any material claims made to the Group.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
| 13. TRADE AND OTHER PAYABLES Current Trade creditors Other creditors and accruals |
Consolidated 2022 $’000 2021 $’000 10 21 256 210 |
|---|---|
| 266 231 |
Non-interest bearing liabilities are predominantly settled within 30 days.
Due to the fact that trade and other payables are current, their carrying amount approximates fair value.
| Consolidated | ||
|---|---|---|
| 2022 | 2021 |
|
| $’000 | $’000 |
|
| 14. PROVISIONS | ||
| Current | ||
| Employee benefit provisions | 46 |
127 |
| 46 | 127 |
|
| Consolidated | ||
| 2022 | 2021 |
|
| $’000 | $’000 |
|
| 15. LOAN | ||
| Current | ||
| Loan including interest | 1,023 | - |
| 1,023 | - |
|
| The key terms of the March 2022 Facility Loan are as follows: | ||
| Loan Amount: | A$1,000,000 | |
| Interest Rate: | 8% per annum | |
| Default Interest Rate: | 20% per annum | |
| Term: | 6 months | |
| Repayment: | Repayable in cash or by the issue of fully paid ordinary shares at a price of 6.35 cents per share, | |
| subject to shareholder approval. At any time on or before the Maturity Date, | the Group may, by | |
| notice (Conversion Notice) to the Lender, elect to convert some or all of | the Money Owing | |
| (Conversion Amount) into Shares in the Borrower by way of the Borrower issuing Shares to the | ||
| Lender, provided that the Borrower shall have prior to issuing the Conversion | Notice obtained all | |
| shareholder, regulatory and other approvals necessary to enable the conversion of the Money | ||
| Owing into Shares as contemplated under such Conversion Notice. |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
| Consolidated | ||||
|---|---|---|---|---|
| 2022 | 2021 | |||
| $’000 | Number | $’000 | Number | |
| 16. CONTRIBUTED EQUITY | ||||
| Fully paid ordinary shares | 80,753 | 465,922,373 | 80,753 | 465,922,373 |
| 80,753 | 465,922,373 | 80,753 | 465,922,373 | |
| Movements in fully paid ordinary shares on issue are as follows: | ||||
| Consolidated | ||||
| 2022 | 2021 | |||
| $’000 | Number | $’000 | Number | |
| Fully paid ordinary shares at beginning of | ||||
| reporting year | 80,753 | 465,922,373 | 80,753 | 465,922,373 |
| Balance at the end of reporting year | 80,753 | 465,922,373 | 80,753 | 465,922,373 |
Movements in fully paid ordinary shares on issue are as follows:
(a) Management of Share Capital
The Directors primary objectivity is to maintain a capital structure that ensures the lowest cost of capital available to the Group.
The Group is not subject to any externally imposed capital requirements.
Capital Risk Management
The consolidated entity’s objectives when managing capital are 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.
In order to maintain or adjust the capital structure, the consolidated entity may adjust the amount of dividends, return capital to shareholders, issue/buy-back shares or sell assets to reduce debt.
The capital risk management policy remains unchanged from the 30 June 2021 annual report.
(b) Terms of Ordinary Shares
Ordinary shares participate in dividends and the proceeds on winding up of the Company in proportion to the number of shares held and in proportion to the amount paid up on the shares held. The fully paid ordinary shares have no par value.
At shareholders meetings each ordinary share is entitled to one vote in proportion to the paid up amount of the share when a poll is called, otherwise each shareholder has one vote on a show of hands.
At the end of reporting year, there are 465,922,373 shares on issue.
(c) Terms of Options
At the end of reporting year, there were no options over unissued shares.
| 17. ACCUMULATED LOSSES (a) Accumulated losses Accumulated losses at the beginning of the financial year Net loss attributable to shareholders Accumulated losses at the end of the financial year |
Consolidated 2022 $’000 2021 $’000 (48,495) (47,117) (2,752) (1,378) |
|---|---|
| (51,247) (48,495) |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
18. INTERESTS IN CONTROLLED ENTITIES
Controlled entities consolidated
The consolidated financial statements incorporate the assets, liabilities and the results of the following subsidiaries in accordance with the accounting policy described in note 1(a):
| Name | Country of | Principal Activities | Class of | Equity | **Holding *** |
|---|---|---|---|---|---|
| Incorporation | Shares | ||||
| 2022 | 2021 | ||||
| Globe Metals & Mining UK Corporation | UK | Dormant | Ordinary | 100% | 100% |
| Globe Uranium (Argentina) S.A. | Argentina | Dormant | Ordinary | 100% | 100% |
| Globe Metals & Mining (Africa) Limited | Malawi | Holds Kanyika Project | Ordinary | 100% | 100% |
| Globe Metals & Mining Mozambique Limitada | Mozambique | Dormant | Ordinary | 100% | 100% |
| Globe Metals & Mining (Exploration) Limited | Malawi | Holder of exploration tenements Ordinary | 100% | 100% | |
| Globe Metals & Mining Investment | Hong Kong | Dormant | Ordinary | 100% | 100% |
| Appium Limited | Hong Kong | Holder of IP patents | Ordinary | 100% | 100% |
- Percentage of voting power is in proportion to ownership.
19. DIVIDENDS PAID OR PROVIDED FOR ON ORDINARY SHARES
No dividends were paid during the year. No recommendation for payment of dividends has been made.
20. KEY MANAGEMENT PERSONNEL DISCLOSURES
(a) Details of key management personnel
The following persons were key management personnel of Globe Metals & Mining Limited during the financial year 2022 and 2021 :
| Alice Wong | Non-Executive Chairperson |
| Grant Hudson | Chief Executive Officer (Appointed on 10 January 2022) |
| Alistair Stephens | Managing Director and CEO (Resigned on 09 January 2022) |
| William Hayden | Non-Executive Director (Resigned on 31 December 2021) |
| Bo Tan | Non-Executive Director |
| Ricky Lau | Non-Executive Director |
| Michael Barrett | Non-Executive Director (Appointed on 17 December 2021) |
| Michael Choi | Non-Executive Director (Appointed on 17 December 2021) |
| Rex Zietsman | Chief Technical Officer (Appointed on 11 January 2022) |
| Michael Fry | Chief Financial Officer and Company Secretary |
(b) Remuneration of key management personnel
| (b) Remuneration of key management personnel | |
|---|---|
| Short term employee benefits Post-employment Long term employee benefits Termination/Resignation payments |
Consolidated 2022 $ 2021 $ 1,089,143 899,389 15,172 6,943 47,457 48,564 98,494 - |
| 1,209,752 995,410 |
Detailed remuneration disclosures are provided in the remuneration report on pages 9 to 14.
(c) Loans to and from key management personnel
There were no outstanding unsecured loans to Key management personnel at 30 June 2022 (2021: Nil). As at 30 June 2022, there was $1.023 million payable to Director Bo Tan in relation to unsecured loans outstanding from key management personnel (2021: Nil). Refer to Note 15 for further details.
(d) Other transactions with key management personnel
There were no other transactions with Key Management Personnel during the year ended 30 June 2022 or in existence at 30 June 2022 (2021: Nil), other than a loan of $1.0 million provided by Director Bo Tan. Refer to Note 15 for further details.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
Consolidated
| 2022 | 2021 | |
|---|---|---|
| $ | $ | |
| 21. AUDITORS’ REMUNERATION | ||
| Fees to Ernst & Young (Australia) | ||
| - Fees for auditing the statutory financial report of the parent covering the group and | ||
| auditing the statutory financial reports of any controlled entities | 65,663 | 63,075 |
| Total fees to Ernst & Young (Australia) (A) | 65,663 | 63,075 |
| Fees to other overseas member firms of Ernst & Young (Australia) | ||
| - Fees for auditing the financial report of any controlled entities | 25,824 | 30,533 |
| Total fees to overseas member firms of Ernst & Young (Australia) (B) | ||
| Total auditor’s remuneration (A) + (B) | 91,487 | 93,608 |
22. CONTINGENT LIABILITIES
In the opinion of the directors there were no contingent liabilities at 30 June 2022 (30 June 2021: nil), and the interval between 30 June 2022 and the date of this report.
23. COMMITMENTS
(a) Exploration commitments
In order to maintain current rights of tenure to mining tenements, the Group has the following exploration expenditure requirements up until expiry of tenements. These obligations, which are subject to renegotiation upon expiry of the tenements, are not provided for in the financial statements and are payable:
| Not longer than one year Longer than one year, but not longer than five years |
Consolidated 2022 $’000 2021 $’000 161 - - |
|---|---|
| 161 |
If the Group decides to relinquish certain leases and/or does not meet these obligations, assets recognised in the statement of financial position may require review to determine the appropriateness of carrying values. The sale, transfer or farm-out of exploration rights to third parties will reduce or extinguish these obligations.
b) Lease expenditure commitments
| Not longer than one year Longer than one year, but not longer than five years Longer than five years |
Consolidated 2022 $’000 2021 $’000 71 43 - - - - |
|---|---|
| 71 43 |
Lease expenses relate to the leases for office and staff accommodation in Malawi.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
24. RELATED PARTY DISCLOSURES
- (a) Parent entity
The ultimate parent entity of the Group is Globe Metals & Mining Limited.
-
(b) Key management personnel Disclosures relating to key management personnel are set out in note 20.
-
(c) Other related party transactions: Nil.
25. EVENTS SUBSEQUENT TO REPORTING DATE
No other matters or circumstances have arisen since the end of the financial year which have significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial years, except for the following:
Additional $500,000 Loan Facility received from Director Bo Tan
On 5 August 2022, the Company executed a loan agreement with Director Bo Tan under which Mr Tan has agreed to provide a further loan facility in the amount of A$500,000 to assist the Company with its short-term working capital requirements. The loan is unsecured and is repayable in cash or by the issue of fully paid ordinary shares in the Company at a price of 6.35 cents per share, subject to shareholder approval.
Issue of 16,397,666 Shares following Shareholder Approval of Conversion of March 2022 Facility
On 14 September 2022, the Company held a general meeting of shareholders at which meeting shareholders approved the conversion of the March 2022 Facility provided by Director Bo Tan of $1,000,000, plus interest accrued, into fully paid ordinary shares in the Company; resulting in the issue to Director Bo Tan of 16,397,666 Shares. The Shares were issued on 16 September 2022.
Issue of 1,250,000 Options to each of Directors Lau, Tan. Barrett and Choi following Shareholder Approval
On 14 September 2022, the Company held a general meeting of shareholders at which meeting shareholders approved the issue of 1,250,000 Options to four of the Company’s non-executive directors, being Mr Ricky Lau, Mr Bo Tan, Mr Michael Barrett and Mr Michael Choi. The Options are exercisable at A$0.13 and expire on 30 June 2026. For the full terms and conditions attaching to the Options refer the Notice of General Meeting dated 12 August 2022. The Options were issued on 27 September 2022.
Further Additional $500,000 Loan Facility received from Director Bo Tan
On 27 September 2022, the Company executed a loan agreement with Director Bo Tan under which Mr Tan has agreed to provide a further loan facility, which will be drawn down if required, in the amount of A$500,000, to assist the Company with its short-term working capital requirements. The loan is unsecured and is repayable in cash or by the issue of fully paid ordinary shares in the Company at a price of 6.35 cents per share, subject to shareholder approval.
| 26. RECONCILIATION OF LOSS AFTER INCOME TAX TO NET CASH OUTFLOW FROM OPERATING ACTIVITIES (a) Reconciliation of cash flow used in operations with loss after tax - Loss after income tax Non-cash flows in loss from operations - Exploration expenditure written off - Depreciation Changes in assets and liabilities - Increase / (Decrease) in receivables and other current assets - Increase / (Decrease) in trade and other payables and provisions Net cash outflows from operating activities |
Consolidated 2022 $’000 2021 $’000 (2,752) (1,378) 416 60 17 (12) 30 (35) 100 (2,323) (1,231) |
|---|---|
(b) Non-cash investing and financing activities
There were no non-cash investing and financing activities during the year and 2021.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022
Consolidated
| 27. LOSS PER SHARE (a) Loss used in the calculation of basic and diluted loss per share (b) Weighted average number of ordinary shares outstanding during the year used in the calculation of basic and diluted loss per share: |
2022 $’000 2021 $’000 (2,752) (1,378) |
|---|---|
| Number of Shares Number of Shares 465,922,373 465,922,373 |
Options on issue have not been included in the Earning per Share calculation as they are anti-dilutive.
Note the total number of options as at 30 June 2022 is nil (2021: nil).
| 28. PARENT ENTITY INFORMATION Statement of comprehensive income Profit after income tax Other comprehensive income Total comprehensive income Statement of financial position Total current assets Total assets Total current liabilities Total liabilities Net assets Equity Contributed equity Financial assets reserve Accumulated losses Total equity |
Parent 2022 2021 $'000 $'000 156 1,099 |
|---|---|
| 28 16 |
|
| 184 1,115 |
|
| 316 2,715 |
|
| 13,734 12,636 |
|
| 140 249 |
|
| 1,185 271 |
|
| 12,549 12,365 |
|
| 80,753 80,753 (10) (18) (68,194) (68,370) |
|
| 12,549 12,365 |
Guarantees entered into by the parent entity
The parent entity had no guarantees as of 30 June 2022 or 30 June 2021.
Contingent liabilities
The parent entity had no contingent liabilities as at 30 June 2022 or 30 June 2021.
Capital commitments - Property, plant and equipment
The parent entity had no capital commitments for property, plant and equipment as at 30 June 2022 or 30 June 2021.
Significant accounting policies
The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed in note 1, except for the following:
- Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity.
DIRECTORS’ DECLARATION
In the directors’ opinion:
-
a) the financial statements and notes set out on pages 18 to 43 are in accordance with the Corporations Act 2001 , including:
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(i) complying with Accounting Standards and the Corporations Regulations 2001 , and
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(ii) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2022 and of its performance for the financial year ended on that date, and
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b) subject to the matters set out in Note 1(a)(i) to the financial report, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
Note 1(a) confirms that the financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board.
The directors have been given the declarations by the chief executive officer and chief financial officer required by section 295A of the Corporations Act 2001 .
This declaration is made in accordance with a resolution of the directors.
ALICE WONG CHAIRPERSON
Dated 30[th] day of September 2022
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Ernst & Young 11 Mounts Bay Road Perth WA 6000 Australia GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222 Fax: +61 8 9429 2436 ey.com/au
Independent auditor’s report to the members of Globe Metals & Mining Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of Globe Metals & Mining Limited (the Company) and its subsidiaries (collectively the Group), which comprises the consolidated statement of financial position as at 30 June 2022, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, notes to the financial statements, including a summary of significant accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001 , including:
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a. Giving a true and fair view of the consolidated financial position of the Group as at 30 June 2022 and of its consolidated financial performance for the year ended on that date; and
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b. Complying with Australian Accounting Standards and the Corporations Regulations 2001 .
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (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.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Material uncertainty related to going concern
We draw attention to Note 1a(i) in the financial report, which describes the principal conditions that raise doubt about the Group’s ability to continue as a going concern. These events or conditions indicate that a material uncertainty exists that may cast significant doubt on the Group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial report of the current year. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. In addition to the matter described in the Material uncertainty related to going concern section, we have determined the matter described below to be the key audit matter to be communicated in our report. For the matter below, our description of how our audit addressed the matter is provided in that context.
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We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial report section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial report. The results of our audit procedures, including the procedures performed to address the matter below, provide the basis for our audit opinion on the accompanying financial report.
Carrying amount of capitalised exploration and evaluation assets for the Kanyika Niobium Project
| Why significant | How our audit addressed the key audit matter |
|---|---|
| As disclosed in Note 12 to the financial report, as at 30 June 2022, the Group held capitalised exploration and evaluation expenditure assets of $29,950,000 relating to the Kanyika Niobium Project. The carrying amount of exploration and evaluation expenditure assets is assessed for impairment by the Group when facts and circumstances indicate that the exploration and evaluation expenditure asset may exceed its recoverable amount. The determination as to whether there are any indicators to require an exploration and evaluation asset to be assessed for impairment, involves a number of judgments including whether the Group has tenure, will be able to perform ongoing expenditure and whether there is sufficient information for a decision to be made that the area of interest is not commercially viable. During the year the Group determined that there had been no indicators of impairment of the exploration and evaluation asset relating to the Kanyika Niobium Project. Given the size of the balance relative to the Group’s total assets and the judgmental nature of impairment indicator assessments associated with exploration and evaluation assets, we consider this a key audit matter. |
We evaluated the Group’s assessment as to whether there were any indicators of impairment to require the carrying amount of exploration and evaluation assets relating to the Kanyika Niobium Project to be tested for impairment. In performing our audit procedures, we: ►Considered the Group’s right to explore in the relevant exploration area which included obtaining and assessing supporting documentation such as licence agreements. ►Considered the Group’s intention to carry out exploration and evaluation activity in the relevant exploration area which included an assessment of the Group’s cash-flow forecast provided for expenditure for planned exploration and evaluation activities, and enquiring with senior management and Directors as to the intentions and strategy of the Group. Considered the Group’s assessment of whether the commercial viability of extracting mineral resources had been demonstrated and whether it was appropriate to continue to classify the capitalised expenditure for the area of interest as an exploration and evaluation asset. ►Considered whether there was any other data or information that indicated the carrying amount of the capitalised exploration and evaluation asset would not be recovered in full from successful development or by sale. ►Assessed the adequacy of the disclosure in Note 12 to the financial report. |
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Information other than the financial report and auditor’s report thereon
The directors are responsible for the other information. The other information comprises the information included in the Company’s 2022 annual report, but does not include the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon, with the exception of the Remuneration Report and our related assurance opinion.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters relating 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 this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
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Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the financial report. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated to the directors, we determine those matters that were of most significance in the audit of the financial report of the current year and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation
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Report on the audit of the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the year ended 30 June 2022.
In our opinion, the Remuneration Report of Globe Metals and Mining Limited for the year ended 30 June 2022, complies with section 300A of the Corporations Act 2001 .
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
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Ernst & Young
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Ernst & Young Gavin Buckingham Partner Perth
30 September 2022
A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation
ASX Additional Information
Additional information required by the ASX and not shown elsewhere in this report is as follows.
Shareholding at 11 October 2022
Total fully paid ordinary shares on issue
482,320,039
The distribution of members and their holdings of fully paid ordinary shares in the Company were as follows:
| No. Securities Held 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 > 100,001 Total no. holders No. holders of less than a marketable parcel Percentage of the 20 largest holders Substantial shareholders at 11 October 2022 APOLLO METALS INVESTMENT CO. LTD AO-ZHONG INTERNATIONAL MINERALS PTY LTD |
Fully Paid Shares No. Holders 64 51 76 315 131 637 127 89.27% No. Shares 245,983,611 118,143,062 |
Cumulative Number of Shares 3,433 180,510 613,863 14,420,437 467,101,796 |
|---|---|---|
| 482,320,039 | ||
| 243,001 % 51.00 24.49 |
20 Largest holders of securities at 11 October 2022
The names of the twenty largest ordinary fully paid shareholders as 11 October 2022 are as follows
| Names 1) APOLLO METALS INVESTMENT CO. LTD 2) AO-ZHONG INTERNATIONAL MINERALS PTY LTD 3) TRIPLE TALENT ENTERPRISES LTD 4) BNP PARIBAS NOMINEES PTY LTD ACF CLEAR> 5) CITICORP NOMINEES PTY LIMITED 6) SEARL, COLIN ROBERT & CYNDA 7) BNP PARIBAS NOMS PTY LTD 8) ULRICH, RICHARD & ULRICH, WENDY 9) HSBC CUSTODY NOMINEES 10) BALLARD, ANDREW CHARLES 11) GOENG INVESTMENTS PTY LTD 12) THOMSON, MARK ANDREW 13) SWANSON, MARK LEONARD 14) BODMAN, KELLY PETER 15) C & CR SUPERCO PTY LTD 16) TEBIL PTY LTD COSEC NOMINEES PTY LTD 17) ELLERY, GRAEME ROSS 18) SHULTZ, MICHAEL 19) SCAMMELL, NOEL MALCOLM 20) BURTON, PAUL |
No. Shares % 245,983,611 51.00 118,143,062 24.49 16,397,666 3.40 13,159,756 2.73 8,996,680 1.87 5,403,771 1.12 4,544,816 0.94 2,801,000 0.58 2,527,891 0.52 2,492,234 0.52 2,358,697 0.49 1,819,495 0.38 1,725,000 0.36 1,645,618 0.34 1,430,078 0.30 1,310,414 0.27 1,300,000 0.27 1,200,000 0.25 1,176,473 0.24 1,176,470 0.24 |
|---|---|
| 435,593,002 90.31 |
ASX Additional Information
Unlisted options at 11 October 2022
Nil
Voting rights
The Constitution of the company makes the following provision for voting at general meetings:
On a show of hands, every ordinary shareholder present in person, or by proxy, attorney or representative has one vote. On a poll, every shareholder present in person, or by proxy, attorney or representative has one vote for any share held by the shareholder, but in respect of partly paid shares, shall only have a fraction of a vote for each partly paid share. The fraction must be equivalent to the proportion which the amount paid (not credited) is of the total amounts paid and payable (excluding amounts credited).
Restricted securities
There are no restricted securities or securities subject to voluntary escrow.
Mineral Tenement Schedule as at 11 October 2022
| Project | Location | Status | Tenement | Globe’s interest |
|---|---|---|---|---|
| Kanyika Niobium (i) | Malawi | Granted | LML0216/21 | 100% |
| Kanyika Exploration | Malawi | Granted | EPL0421/15 | 100% |
Key: LML- Large Scale Mining Licence issued 13 August 2021 EPL – Exclusive Prospecting Licence (Malawi)
Note:
Globe’s wholly owned subsidiary, Globe Metals & Mining (Africa) Limited (GMMA) was granted Large Scale Mining Licence LM0216/21 on 13 August 2021. LM0216/21 is valid for twenty-five (25) years and entitles GMMA the exclusive right to prospect for and mine minerals(s) in the licence area on the terms and conditions attaching to the licence. The most material of these terms and conditions are listed below.
The licencee shall:
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Pay annual charges prescribed under the Mines and Minerals (Mineral Rights) Regulations 1981 and mineral royalties in accordance with the Mines and Minerals Act.
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Have a right to mine and process pyrochlore
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Endeavour to give employment preferentially to citizens of Malawi
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Endeavour to procure goods and services produced and manufactured in Malawi provided that they can be obtained at competitive terms and in comparable quality.
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Submit reports to the Registrar of Mineral Tenements as required
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Comply with all conditions imposed under Part VIII of the Mines and Minerals Act (No. 8 of 2019).
Pursuant to the Mines and Minerals Act, the Malawi Government is entitled to a 10% free equity interest, subject to formally notifying GMMA of its desire to take up its entitlement. As at the date of this report, Globe or GMMA are yet to receive any such notice.