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MANUKA RESOURCES LTD. — Interim / Quarterly Report 2021
Mar 14, 2021
65340_rns_2021-03-14_6de1713a-9ba5-410e-be16-7dc5eeace479.pdf
Interim / Quarterly Report
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31 December 2020 Interim Financial Report
For the 6-month period ended 31 December 2020
Manuka Resources Ltd and its controlled entity
ABN 80 611 963 225
Manuka Resources Ltd For the half-year ended 31 December 2020
i
CORPORATE DIRECTORY
Directors
Dennis Karp – Executive Chairman
Nick Lindsay – Non-Executive Director
Lawyers
K&L Gates Level 31, 1 O’Connell Street Sydney NSW 2000
Auditor
Anthony McPaul – Non-Executive Director
Key Management
Haydn Lynch – Chief Operating Officer
Joint Company Secretaries
Toni Gilholme
Dennis Wilkins (resigned 11[th] February 2021)
Registered Office
Grant Thornton Audit Pty Ltd Level 17, 383 Kent Street Sydney NSW 2000
Share Registry
Automic Group Pty Ltd Level 5, 126 Phillip Street Sydney , NSW 2000
Stock Exchange Listing
Manuka Resources Limited shares (Code: MKR) are listed on the Australian Securities Exchange.
Level 4, Grafton Bond Building 201 Kent Street Sydney NSW 2000
www.manukaresources.com.au
Manuka Resources Ltd For the half-year ended 31 December 2020
Contents
| Contents | |
|---|---|
| Page | |
| Directors’ Report | 3 |
| Auditor’s Independence Declaration | 8 |
| Consolidated Statement of Profit or Loss and Other Comprehensive Income | 9 |
| Consolidated Statement of Financial Position | 10 |
| Consolidated Statement of Changes in Equity | 11 |
| Consolidated Statement of Cash Flows | 12 |
| Notes to the Financial Statements | 13 |
| Directors’ Declaration | 26 |
| Independent Auditor’s Report | 27 |
3
Manuka Resources Ltd For the half-year ended 31 December 2020
Directors’ Report
The Directors of Manuka Resources Ltd (‘Manuka Resources’) present their report together with the financial statements of the Entity or the Group, being Manuka Resources (‘the Company’) and its subsidiary Mt Boppy Resources Pty Ltd (‘Mt Boppy’) for the six months ended 31 December 2020.
Director details
The following persons were Directors of Manuka Resources during or since the end of the financial period and up to the date of this report:
-
Mr Dennis Karp
-
Mr Anthony McPaul
-
Mr Nicholas Lindsay
Review of operations and financial results
Manuka Resources was established in April 2016 to purchase the assets of the Wonawinta Silver Project, a silver mine and processing plant located in the Cobar Basin. The Company then proceeded to purchase Mt Boppy Resources Pty Ltd, a fully permitted gold mine in the Cobar Basin and circa 150km north east of Wonawinta in July 2019. The Company listed on the ASX after a highly successful Initial Public Offering (“IPO”) on 14[th] July 2020.
Since that time, Manuka Resources has continued gold production at the Wonawinta plant and undertaken several detailed field work programs on both the Mt Boppy and Wonawinta projects. Specifically, over the past six months, the following have been completed:
-
Completed a comprehensive grade-control program within the Mt Boppy pit consisting of 95 Reverse Circulation (RC) drill holes at 10m average spacing for a total of 3,139m. This included completion of a 3D geological model which provides a vastly improved understanding of inherent structures, mineralisation and guidance for future exploration and mining focus.[1]
-
Completed 12,500 Wonawinta in-fill RC drilling program (as part of the Wonawinta Silver Resource Update Program which is due for completion late March / early April 2021). This was expanded from an original 9,000m program to include step out holes to add to the current resource inventory as well as to better define inferred resources between the existing developed pits.
-
Completed three drill programs targeting extensions of mineralisation below the current pit design, the results of which were released through the ASX in August, September and December 2020.
1 Refer ASX announcement dated 24 November 2020
4
Manuka Resources Ltd For the half-year ended 31 December 2020
Operating Summary
The loss for the consolidated entity for the half-year ended 31 December 2020 was $895,680 (2019 Loss: $2,914,645). As at 31 December 2020, the consolidated entity had $7,192,409 in cash. The Company produced 7,730 ounces of Au during the half-year and sold at an average unhedged price of $2,593/oz.
| Production summary | 31 Dec 2020 | |
|---|---|---|
| Tonnes Milled | t | 144,307 |
| Gold in Circuit | oz | 1,056 |
| Gold Produced and Sold | oz | 7,730 |
| Gold Recoveries | % | 73.6 |
| Revenues | AUD$’000 | 20,448 |
| Mining Summary | ||
| Ore Mined | t | 147,024 |
| Waste mined | t | 277,520 |
| Total mined | 424,544 | |
| Average recovered grade | g/t | 2.16 |
Significant changes in state of affairs
During the half-year there have been no significant changes in the state of affairs of the Group other than:
� Commencement of Official Quotation on the ASX
Official Quotation of the Company’s shares commenced on 14 July 2020. The Company raised $7,000,000, before costs, pursuant to the offer under its prospectus dated 22 May 2020 by the issue of 35,000,000 shares at an issue price of $0.20 per share.
� Commencement of exploration
As advised to the ASX in its Exploration Update release to the market on 12 August 2020, the Company commenced its three stage exploration and drilling program. This program comprises the following:
-
1) The brownfields Wonawinta work program which includes in-fill drilling of the inferred resource as well as identification of areas of mineralisation in close proximity but not as yet contributing to the Company’s existing mineral resource. The 9000m in-fill drilling program as completed in January 2021, with an up-dated resource model to follow before the end of April 2021[2] . The mine plan and reserve modelling will be completed thereafter.
-
2) The brownfields Mt Boppy pit exploration program which requires tight management to ensure its activities are coordinated to coexist with ongoing grade control and void management work, and regular mining. The Company has to date made three ASX releases relating to Mt Boppy in pit exploration, all of which have been very exciting:
2 Refer ASX announcement dated 1 February 2021 Quarterly Activities Report
Manuka Resources Ltd For the half-year ended 31 December 2020
-
i. On 24 August 2020, the Company released the results of the assays from initial drill holes conducted as extensions of the existing grade control program. Extremely high-grade gold intersections were recorded from two holes drilled under the planned pit floor including: o Hole MBGC0042: 10 m @ 34.48 g/t Au from circa 7-29m below current planned pit floor o Hole MBGC0043: 14 m @ 14.51 g/t Au from circa 7-29m below current planned pit floor
-
ii. On 25 September 2020, the Company released the results of assays from the two southern drill holes which again recorded excellent mineralisation under the pit design including: o Hole MBGC0016: 10 m @ 4.05 g/t Au from circa 10-30m below current planned pit floor o Hole MBGC0017: 18 m @ 6.24 g/t Au from circa 10-30m below current planned pit floor
-
iii. On 4 December 2020, the Company released the results of the assays from additional three drill holes which included the following:
-
Hole MBGC0075: 24 m @ 6.36 g/t Au from 48 m depth
-
Hole MBGC0078: 33 m @ 4.15 g/t Au from 19 m depth
-
Hole MBGC0079: 11 m@ 5.27g/t Au from 44 m depth
Of greatest importance is the continuation of mineralisation at economic grades, and the Company notes its intention to continue to conduct programs to define further mineralisation.
-
3) The third component of the exploration programme is the greenfields exploration targets on the existing exploration licenses (EL’s) and mining lease (ML). A key focus is the deeper drilling programme planned beneath the oxide resource on the ML. Internally this is known as the Wonawinta Deeps program, targeting delivery of a sulphide silver base metals deposit. This program commenced in January 2021 and showed encouraging results from preliminary analysis with a portable XRF.[3]
-
Repayment of interest Convertible note holders
In July 2020, the Company paid all the outstanding interest of $1.78 million to Convertible Note holders.
� Tranche 1 Principal Repayment of Secured Debt Facility
In December 2020, the Company made an initial principal repayment of US$1.0m to its principal lender TransAsia Private Capital. This was followed up with a post-balance date payment of USD$1.5m which was paid in early January 2021 and a further payment of $US1.5m in March 2021 to bring the balance of the facility to $US10m as at the date of signing.
� Share Placement to Sophisticated and Institutional investors
In December 2020, the Company completed a placement of 17,500,000 new fully paid ordinary shares to sophisticated and institutional investors at $0.40 per share raising $7,000,000 before costs. The capital was raised to fund accelerated exploration and drilling at the Mt Boppy and Wonawinta projects, as well as for the purchase of capital equipment and for general working capital.
In addition to the placement, the Company converted $1,000,000 in unsecured loans to equity at $0.40 per share.
� Coronavirus (COVID-19) pandemic
The COVID-19 pandemic did not have any significant impact on the Group's operations during the year. During the financial period, the pandemic and its impact has continued to evolve with further outbreaks resulting in lockdown restrictions in New South Wales and Victoria, additional border closures between
3 Refer ASX announcement dated 22nd January 2021 and ASX announcement 9th February 2021.
6
Manuka Resources Ltd For the half-year ended 31 December 2020
states, new stimulus measures (such as Jobkeeper 2.0) and many other items. It is therefore not practical to estimate the potential impact, positive or negative, after reporting date.
Events arising since the end of the reporting period
-
Commenced Wonawinta Deeps Exploration Program[4] The deeper silver and base metals sulphides exploration program at Wonawinta (the “Wonawinta Deeps”) comprising of 16-20 diamond drillholes (drilled over four fences, traversing the existing and planned pits on the Mining Lease) commenced in January 2021. The program is designed to initially test the silver and base metal potential of sulphide zones below the existing open-cut pits on the current ML. The initial program is for a total of approximately 4,000m and should take two months to conclude.
-
Mt Boppy Gold Project Resource Upgrade[5] The Company released the Mt Boppy Gold Project Resource Upgrade showing a 23% increase in contained ounces and a 20% increase in grade. The Mineral Resource estimate for Mt Boppy is reported within the designed pit that reaches a maximum depth of 115 m below surface at the southern end of the deposit. Resources are reported with respect to the current pit design. Material within the pit design is reported at a 1.6 g/t cut off and material below the pit design is reported to a 3.0 g/t cut off.
| Classification | Tonnes | Grade(g/t) | Gold(oz) |
|---|---|---|---|
| Measured | 207,230 | 4.89 | 32,570 |
| Indicated | 144,200 | 4.15 | 19,300 |
| Inferred | 11,000 | 6.7 | 2,000 |
| Total | 362,430 | 4.62 | 53,870 |
Table 1: Mt Boppy Resource Update
*The preceding statements of Mineral Resources conforms to the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code) 2012 Edition. Due to rounding to appropriate significant figures, minor discrepancies may occur. All tonnages reported are dry metric.
- Debt Facility
The Company had a senior secured debt facility which was drawn to US$13.0m as at reporting date. This was further paid down to US$11.5m in January 2021 and then to US$10m in March 2021. This is a facility which was entered into in July 2019, providing the Company with funding to complete the refurbishment of the Wonawinta plant and commence mining and production of gold. The Company believes this to be an appropriate time to seek a more competitive cost of funding. The refinancing is intended to provide sufficient working capital flexibility for the Company as it commences the mining of its silver stockpiles, and deal with any capex items prior to commencement, as well as securing a substantially reduced cost of borrowing.
- COVID-19
Throughout the reporting period the Company has continued to consider the potential implications of the Coronavirus. The Company has continued to adapt its policies to monitor and mitigate the impacts of COVID-19 such as safety and health measures in line with government guidelines and securing the supply
4 Refer ASX announcement dated 22 January 2021 and ASX announcement dated 1 February 2021 Quarterly Activities Report. 5 Refer ASX announcement dated 1 February 2021
Manuka Resources Ltd
7
For the half-year ended 31 December 2020
of essential materials and equipment. No significant impact yet has been noted to the Group’s operations as Gold operations remain largely unaffected. However, there is still significant uncertainty around the breadth and duration of business disruptions in Australia in general (which may or may not impact operations of the Group) related to COVID-19.
Apart from the matters noted above, there are no other matters or circumstances that have arisen since the end of the period that has significantly affected or may significantly affect either:
-
the entity’s operations in future financial years;
-
the results of those operations in future financial years; or
-
the entity’s state of affairs in future financial years.
Dividends
No dividends were paid or declared during the period and no recommendation is made as to dividends.
Auditor’s Independence Declaration
A copy of the Auditor’s Independence Declaration as required under s.307C of the Corporations Act 2001 is included on the following page of this financial report and forms part of this Director’s Report.
Signed in accordance with a resolution of the Directors
D ennis Karp
Director
Date: 15[th] March 2021
8
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Level 17, 383 Kent Street Sydney NSW 2000
Correspondence to: Locked Bag Q800 QVB Post Office Sydney NSW 1230
T +61 2 8297 2400 F +61 2 9299 4445 E [email protected] W www.grantthornton.com.au
Auditor’s Independence Declaration
To the Directors of Manuka Resources Limited
In accordance with the requirements of section 307C of the Corporations Act 2001 , as lead auditor for the review of Manuka Resources Limited for the half-year ended 31 December 2020, I declare that, to the best of my knowledge and belief, there have been:
-
a no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
-
b no contraventions of any applicable code of professional conduct in relation to the review.
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Grant Thornton Audit Pty Ltd Chartered Accountants
==> picture [139 x 41] intentionally omitted <==
N P Smietana Partner – Audit & Assurance
Sydney, 15 March 2021
Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
www.grantthornton.com.au
‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.
Liability limited by a scheme approved under Professional Standards Legislation.
Manuka Resources Ltd For the half-year ended 31 December 2020
Consolidated Statement of Profit or Loss and Other Comprehensive Income
For the half-year ended 31 December 2020
| Notes | 31 December 2020 31 December 2019 $ $ |
|---|---|
| Sales revenue Cost of sales 5(a) Operating contribution Other income Expenses 5(c) Movement in fair value of derivative liability Loss before finance income / expenses Finance income / (expenses) 5(d) Loss before income tax Income tax expense Loss for the year attributable to members of Manuka Resources Limited Other comprehensive income Total comprehensive loss for the year attributable to members of Manuka Resources Limited Loss per share for loss attributable to the ordinary equity holders of the Company Basic and diluted loss per share (cents per share) 13 |
20,448,472 - (20,571,442) - |
| (122,970) - 282,879 2,456 (1,263,355) (1,779,697) -, (288,765) |
|
| (1,103,446) (2,066,006) |
|
| 207,766 (848,639) |
|
| (895,680) (2,914,645) |
|
| - - |
|
| (895,680) (2,914,645) |
|
| - - |
|
| (895,680) (2,914,645) |
|
| (0.36) (1.75) |
This statement should be read in conjunction with the notes to the financial statements.
10
Manuka Resources Ltd For the half-year ended 31 December 2020
Consolidated Statement of Financial Position
As of 31 December 2020
| Notes | 31 December 2020 30 June 2020 $ $ |
|---|---|
| Assets Current Cash and cash equivalents Trade and other receivables Inventories 6 Prepayments Financial assets 7 Total current assets Non-current Mine properties and development assets 8 Exploration and evaluation assets 9 Property, plant and equipment 10 Right of use asset Financial assets 7 Total non-current assets Total assets Liabilities Current Trade and other payables Provisions 12 Contract Liabilities Borrowings 11 Lease liabilities Current liabilities Non-current Provisions 12 Lease liabilities Total non-current liabilities Total liabilities Net assets / (deficit) Equity Share capital 14 Contributed equity Share based payment reserve 15 Accumulated losses Total equity / (deficit) |
7,192,409 1,509,040 779,795 7,653,740 2,988,816 2,007,761 417,071 351,127 17,000 - |
| 11,395,091 11,521,668 |
|
| 7,550,802 9,343,296 2,317,544 322,305 9,658,572 8,589,019 133,460 194,557 6,984,202 6,456,370 |
|
| 26,644,580 24,905,547 |
|
| 38,039,671 36,427,215 |
|
| 7,667,164 7,670,573 1,550,057 188,617 17,710 - 19,589,917 25,704,579 130,899 128,937 |
|
| 28,955,747 33,692,706 |
|
| 4,878,876 5,108,158 14,548 73,078 |
|
| 4,893,424 5,181,236 |
|
| 33,849,171 38,873,942 |
|
| 4,190,500 (2,446,727) |
|
| 21,512,355 5,112,041 - 8,867,407 1,486,077 1,486,077 (18,807,932) (17,912,252) |
|
| 4,190,500 (2,446,727) |
This statement should be read in conjunction with the notes to the financial statements.
11
Manuka Resources Ltd For the half-year ended 31 December 2020
Consolidated Statement of Changes in Equity
For the half-year ended 31 December 2020
| Balance at 1 July 2019 Loss for the period Total comprehensive loss for the period Shares issued Total transactions with owners Balance at 31 December 2019 Balance at 1 July 2020 Loss for the period Subtotal Shares issued Share issue costs Balance at 31 December 2020 |
Share Capital Contributed Equity Share based payment reserve Accumulated losses Total equity $ $ $ $ |
|---|---|
| 1 296,170 - (13,359,409) (13,063,238) |
|
| - - - (2,914,645) (2,914,645) |
|
| - - - (2,914,645) (2,914,645) |
|
| 296,170 (296,170) - - - |
|
| 296,170 (296,170) - - - |
|
| 296,171 - - (16,274,054) (15,977,883) |
|
| 5,112,041 8,867,407 1,486,077 (17,912,252) (2,446,727) |
|
| - - - (895,680) (895,680) |
|
| 5,112,041 8,867,407 1,486,077 (18,807,932) (3,342,407) |
|
| 18,231,000 (10,231,000) - - 8,000,000 (1,830,686) 1,363,593 - - (467,093) |
|
| 21,512,355 - 1,486,077 (18,807,932) 4,190,500 |
This statement should be read in conjunction with the notes to the financial statements.
12
Manuka Resources Ltd For the half-year ended 31 December 2020
Consolidated Statement of Cash Flows
For the half-year ended 31 December 2020
| Operating activities Receipts from customers Payments to suppliers and employees Other income Finance costs paid Net cash used in operating activities Investing activities Acquisition of property, plant and equipment Payments for development and exploration assets Payment for other assets Net cash used in investing activities Financing activities Proceeds from borrowings Repayments of borrowings Repayment of lease liabilities Proceeds from issues of ordinary shares Net cash from financing activities Net change in cash and cash equivalents Cash and cash equivalents, at beginning of the period Cash and cash equivalents, at end of period |
31 December 2020 31 December 2019 $ $ 20,322,417 - (19,577,906) (3,264,512) 514,379 - (3,407,237) (895,243) |
|---|---|
| (2,148,347) (4,159,755) |
|
| (1,438,968) (4,721,912) (2,103,290) (1,388,668) (40,827) - |
|
| (3,583,085) (6,110,580) |
|
| - 18,592,326 (1,624,213) (6,494,486) (73,893) - 13,112,907 - |
|
| 11,414,801 12,097,840 |
|
| 5,683,369 1,827,505 1,509,040 62 |
|
| 7,192,409 1,827,567 |
This statement should be read in conjunction with the notes to the financial statements.
13
Manuka Resources Ltd For the half-year ended 31 December 2020
Notes to the Financial Statements
1 Nature of operations
The principal activities of Manuka Resources Ltd comprise of exploration, mine development, mining at processing of silver and gold.
During the financial half-year ending 31 December 2020, the Company’s principal activities related to continuing gold production at the Wonawinta plant, undertaking comprehensive grade control and in-fill drilling programs and commencement of a number of exploration programs. In addition, the Company commenced planning for the transition from gold production into silver operations at its Wonawinta silver project in Cobar which is expected to commence in the second half 2021[6] .
2 Basis of Preparation
The interim consolidated financial statements of the Group are for the six months ended 31 December 2020 and are presented in Australian dollars ($), which is the functional currency of the parent company. These general purpose interim financial statements have been prepared in accordance with the requirements of the Corporations Act 2001 and AASB 134 Interim Financial Reporting. They do not include all of the information required in annual financial statements in accordance with Australian Accounting Standards and should be read in conjunction with the consolidated financial statements of the Group for the year ended 30 June 2020 together with any public announcements made during the half-year ended 31 December 2020.
The interim financial report has been approved and authorised for issue by the board of directors on 15th March 2021.
2.1 Going Concern
The financial report has been prepared on a going concern basis, which contemplates continuity of normal business activities and realisation of assets and settlement of liabilities in the ordinary course of business. The financial statements do not include any adjustments that might be necessary to realise its assets and discharge its liabilities in the normal course of business, and at the amounts stated in the financial report, should the Group not be able to continue as a going concern.
During the reporting period, the Group achieved the following significant milestones:
-
Official Quotation of the Company’s shares commenced on 14 July 2020. The Company raised $7,000,000 (before costs of $512,450) pursuant to the offer under its prospectus dated 22 May 2020 by the issue of 35,000,000 shares at an issue price of $0.20 per share.
-
On 17 December 2020, the Company completed a placement of $7,000,000 (before costs of $444,737) through the issue of 17,500,000 ordinary shares at $0.40 per share, to sophisticated, professional and institutional investors. Funds raised from the Placement will support accelerated exploration and resources drilling activities at the Mt Boppy Gold Project and the Wonawinta Silver and Base Metals Project and will also provide general working capital to the Group. In addition to the Placement the
6 Refer ASX announcement dated 29 October 2020.
14
Manuka Resources Ltd For the half-year ended 31 December 2020
Company converted $1,000,000 in unsecured loans to equity through the issue of 2,500,000 ordinary shares at $0.40 per share.
-
The Company has commenced an initial proof of concept exploration program designed to identify the existence of a commercially viable silver / base metals sulphide deposit more typical with the style of mineralisation found in the Cobar Basin. The program is known internally as the Wonawinta Deeps program and comprises 16 – 20 deeper diamond drill holes testing the mineralisation at depth beneath the existing four oxide deposits on the ML. Manuka has also completed the in-fill drilling program at Wonawinta and will present a Resource Update late March / April as well as having completed the grade-control drilling program at Mt Boppy which in turn generated a Resource Update for Mt Boppy.
-
Manuka is progressed on the refinancing of its existing senior secured debt facility. The refinancing is intended to provide sufficient working capital flexibility for the Company to commence the mining of its silver stockpiles, and to deal with any capital expenditure items prior to commencement.
-
Subsequent to the end of the reporting period, the Company released a significantly improved Mt Boppy Gold Project Resource Upgrade which contains a 23% increase in contained ounces and a 20% increase in grade, when compared with the last reported JORC Resource (September 2016)7.
Although there is a significant improvement in the net asset position of the Group, driven by both commercial production and the raising of $7,000,000 in capital, the Group incurred a loss for the period ended 31 December 2020 of $895,680 (Loss 2019: 2,914,645). The Company has converted its balance sheet to a net asset position of $4,195,500 (30 June 2020: net deficit $2,446,727) and has improved its net current liability position to $17,560,656 (30 June 2020: 22,171,038) as at the reporting date.
Management have prepared cash flow projections for the period to 31 March 2022 that support the ability of the Group to continue as a going concern.
In order to repay its current liabilities in the timeframe, the projections rely on the ability of the Group continuing gold production profitably, based on the forecast gold price, the cut-off grade, and the planned recoveries from known resources and reserves within the current pit design, the successful transition of the plant to silver production at Wonawinta as well as further extending the repayment dates of the facility (refer Note 11(d) for the current repayment timetable). The Company’s forecast silver price and the forecast USD/AUD exchange rate are also key.
In the event the Group is unable to achieve the matters detailed above, this would create a material uncertainty with respect to the ability of the Group to continue as a going concern and accordingly to realise its assets and extinguish its liabilities in the ordinary course of operations.
In such a scenario the Group has a number of alternative plans including:
-
Undertaking capital raising activities on the market; and
-
Renegotiating with TransAsia Private Capital Limited (“TPC”) the terms of the facility by delaying further some of the repayment dates disclosed in Note 11 d) and/or finding alternative financing arrangements.
7 Refer ASX announcement dated 1 February 2021.
15
Manuka Resources Ltd For the half-year ended 31 December 2020
As a result, the Directors are confident with respect to the favourable outcome of the above matters and as such have therefore prepared the financial statements on a going concern basis.
3 Significant accounting policies
The interim financial statements have been prepared in accordance with the same accounting policies adopted in the Group’s last annual financial statements for the year ended 30 June 2020, except for the adoption of new standards effective as of 1 July 2020 which did not have a significant impact. The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.
4 Segment reporting
Identification of reportable segments
The Group has identified operating segments based on the internal reports that are reviewed and used by the board of directors (chief operating decision makers) in assessing performance and determining the allocation of resources. Currently all the Group’s gold and silver tenements and resources are in New South Wales. Two operating segments have been identified:
-
Exploration: Exploration of existing gold leases and exploration leases at Wonawinta and Mt Boppy projects
-
Operations: being the appraisal, development and processing of gold and silver deposits
The following table presents revenue and loss information regarding operating segments for the half-years ended 31 December 2020 and 31 December 2019.
| Half-year ended 31 December 2020 | Exploration Operations Total $ |
|---|---|
| Segment revenue (external customers) Segment cost of sales Segment operating contribution Other income Expenses Finance income / (expenses) Loss before income tax Half-year ended 31 December 2019 |
- 20,448,472 20,448,472 - (20,571,442) (20,571,442) |
| - (122,970) (122,970) - 282,879 282,879 (18,651) (1,244,704) (1,263,355) (499) 208,265 207,766 (19,150) (876,530) (895,680) Exploration Operations Total $ |
|
| Segment revenue (external customers) Segment cost of sales Segment operating contribution Other income Expenses Finance income / (expenses) Loss before income tax |
- - - - - - |
| - - - - 2,456 2,456 (18,028) (2,050,434) (2,068,462) - (848,639) (848,639) (18,028) (2,896,617) (2,914,645) |
16
Manuka Resources Ltd For the half-year ended 31 December 2020
The following table presents segment assets and liabilities of operating segments at 31 December 2020 and 30 June 2020.
| Segment Assets | Exploration Operations Total $ |
|---|---|
| As at 31 December 2020 As at 30 June 2020 Segment Liabilities |
2,317,544 35,722,127 38,039,671 |
| 322,305 36,104,910 36,427,215 |
|
| Exploration Operations Total $ |
|
| As at 31 December 2020 As at 30 June 2020 |
668,026 33,181,145 33,849,171 |
| 68,865 38,805,077 38,873,942 |
Revenue and assets by geographical region
The Company's revenue is derived from sources and assets located wholly within Australia.
Major customers
The Company currently delivers all its product to one off-taker.
5 Expenses
(a) Cost of sales
| Operating expenses 5(b) Royalties Inventory movements Total operating expenses (b) Operating expenses Mining expenses Hauling and crushing expenses Processing and refining expenses Site administration expenses Amortisation of mine properties 8 Total operating expenses |
31 December 2020 31 December 2019 $ $ |
|---|---|
| 20,996,623 - 847,819 - (1,273,000) - |
|
| 20,571,442 - |
|
| 31 December 2020 31 December 2019 $ $ |
|
| 4,662,131 - 4,473,518 - 6,874,766 - 2,209,461 - 2,776,747 - |
|
| 20,996,623 - |
17
Manuka Resources Ltd For the half-year ended 31 December 2020
(c) Other expenses
| (c) Other expenses | |
|---|---|
| Professional expenses Employment expenses Depreciation and amortisation - leases IPO expenses Other expenses Total other expenses |
31 December 2020 31 December 2019 $ $ |
| 448,802 742,876 464,074 645,849 106,437 - 47,694 - 196,348 227,274 |
|
| 1,263,355 1,615,999 |
(d) Finance expenses / (income)
| (d) Finance expenses / (income) | |
|---|---|
| Interest expense Other finance charges Unrealised foreign currency (gain) on borrowings Total finance expenses / (income) |
31 December 2020 31 December 2019 $ $ |
| 1,637,109 860,624 226,104 151,713 (2,070,979) (163,698) |
|
| (207,766) 848,639 |
6 Inventories
Inventories consist of the following:
| Consumables supplies and spares Gold concentrate in circuit at lower of cost or net realisable value Ore stockpiles Inventories at cost 7 Financial assets Notes Other financial assets comprise the following: Current asset at historical cost Manuka Resources - Deposit for exploration bond Non-current assets at amortised cost (a) Manuka Resources - Deposit for environmental bond Term Deposit – at amortised cost Rental Bond – at amortised cost Non-current asset at historical cost (b) Mt Boppy Resources – Deposit for environmental bond |
31 December 2020 30 June 2020 $ $ 238,459 277,109 2,528,038 1,085,212 222,319 645,440 2,988,816 2,007,761 |
|---|---|
| 31 December 2020 30 June 2020 $ $ 17,000 - 5,332,530 4,825,210 189,601 171,563 89,089 86,615 1,372,982 1,372,982 7,001,202 6,456,370 |
7 Financial assets
18
Manuka Resources Ltd For the half-year ended 31 December 2020
The carrying amount of other financial assets is considered a reasonable approximation of fair value unless stated below:
-
(a) The Environmental Bond and Rental Bond Deposits in the name of Manuka Resources Ltd have been amortised with reference to a discount rate of 1.02%. The Environmental Bond has been discounted over a 5.3 year period which is a reasonable approximation as to when the rehabilitation work will have to be conducted.
-
(b) The Environmental Bond Deposit in the name of Mt Boppy Resources Pty Ltd has been recorded at historical cost which has been assessed as a reasonable approximation of its fair value given the rehabilitation work will have to be undertaken within 12 months.
8 Development assets and mine properties
| Development assets at cost and net carrying amount Mine properties at cost Accumulated amortisation Net carrying amount Total development assets and mine properties at cost Accumulated amortisation Total net carrying amount |
31 December 2020 30 June 2020 $ $ |
|---|---|
| 504,449 450,919 |
|
| 10,805,282 9,874,559 (3,758,929) (982,182) |
|
| 7,046,353 8,892,377 |
|
| 11,309,731 10,325,478 (3,758,929) (982,182) |
|
| 7,550,802 9,343,296 |
9 Exploration and evaluation assets
Exploration and evaluation costs carried forward in respect of areas of interest:
| Exploration assets Opening net book amount Exploration and evaluation costs during the year Net book value |
31 December 2020 30 June 2020 $ $ |
|---|---|
| 322,305 - 1,995,239 322,305 |
|
| 2,317,544 322,305 |
-
(a) During the period, the Company continued its planning and evaluation activities and commenced several field programs as outlined in its prospectus dated 22 May 2020, namely.
-
(i) near-mine and in pit evaluation activities at Mt Boppy,
-
(ii) near-mine evaluation at Wonawinta (the Wonawinta ML and targets proximal to the ML); and
-
(iii) early/follow-up-phase exploration on the Company’s regional exploration tenements.
The Company also completed an infill drilling program of the Wonawinta silver resource. The receipt of a number of assays from the Company’s independent laboratory is pending. Step-outs and extensions to the original program have added a further 3,500m of drilling to related areas within the existing mining lease[8] .
8 Refer ASX announcement dated 2 February 2021 Quarterly Activities Report
19
Manuka Resources Ltd For the half-year ended 31 December 2020
Detailed planning for high priority targets at both the Mt Boppy Gold Project and the Wonawinta Silver Project have commenced. Field work planning activities on less advanced or incompletely assessed prospects are also being carried out.
10 Property, plant and equipment
The following tables show the movements in property, plant and equipment:
| Year ended 30 June 2020 Balance as at 1 July 2019 Additions Depreciation Closing net book value Balance 30 June 2020 Cost Depreciation Net book value Period ended 31 December 2020 Balance as at 1 July 2020 Additions Depreciation Closing net book value Balance 31 December 2020 Cost Depreciation Net book value |
Land IT Equipment Plant & Equipment Fixtures & Fittings Motor Vehicles Total $ $ $ $ $ $ |
|---|---|
| 754,994 - 1,215,714 - 230,002 2,200,710 - 42,361 6,384,420 12,757 93,794 6,533,332 - (13,065) (96,396) (1,107) (34,455) (145,023) |
|
| 754,994 29,296 7,503,738 11,650 289,341 8,589,019 |
|
| 754,994 44,025 7,600,134 12,757 387,404 8,799,314 - (14,729) (96,396) (1,107) (98,063) (210,295) |
|
| 754,994 29,296 7,503,738 11,650 289,341 8,589,019 |
|
| 754,994 29,296 7,503,738 11,650 289,341 8,589,019 - 19,891 1,294,900 10,367 113,810 1,438,968 - (15,524) (330,248) (1,926) (21,717) (369,415) |
|
| 754,994 33,663 8,468,390 20,091 381,434 9,658,572 |
|
| 754,994 63,338 8,895,034 23,123 501,214 10,237,703 - (29,675) (426,644) (3,032) (119,780) (579,131) |
|
| 754,994 33,663 8,468,390 20,091 381,434 9,658,572 |
11 Borrowings
Borrowings include the following financial liabilities:
| Notes Current Related party loans owed by Manuka (a) Convertible notes (b) Short-term loan (c) Senior secured lender – TPC facility (net of borrowing costs) (d) Related party loan owed by Mt Boppy (e) Other borrowings Total current borrowings Total borrowings |
31 December 2020 30 June 2020 $ $ |
|---|---|
| 1,576,682 2,507,878 - 1,760,513 333,978 426,475 17,402,335 20,561,906 106,143 196,143 170,779 251,664 |
|
| 19,589,917 25,704,579 |
|
| 19,589,917 25,704,579 |
20
Manuka Resources Ltd For the half-year ended 31 December 2020
All borrowings are denominated in Australian Dollars except for the TPC Facility which is denominated in US Dollars.
(a) The related party loans include the following:
| he related party loans include the following: | |
|---|---|
| ResCap Investments Pty Ltd Gleneagle Securities (Aust) Pty Ltd |
31 December 2020 30 June 2020 $ $ |
| 1,059,840 2,005,327 516,842 502,551 |
The loan provided by ResCap Investments Pty Ltd includes working capital drawn down during the period and amounts owing for services provided. The loan on the working capital portion has an interest rate of 16%. On 3 July 2019, the facility was subordinated to the TPC Facility changing the repayment date of the loan to after the repayment of new TPC facility. $1,000,000 of this loan was converted into equity as part of the Placement which occurred on 17 December 2020.
The loan provided by Gleneagle Securities (Aust) Pty Ltd includes working capital drawn down during the period and amounts owing for services provided. The loan on the working capital portion has an interest rate of 12%. On 3 July 2019, the facility was subordinated to the TPC Facility changing the repayment date of the loan to after the repayment of new TPC facility.
-
(b) On the 1[st] September 2016 the Company issued 3,231,000 convertible notes with a $1.00 face value. The terms of the Convertible Notes were outlined in a Convertible Note Deed Poll and which stated they were to convert to shares on occurrence of an IPO event. The Company undertook an IPO and was admitted to the ASX on 30 June 2020, and the convertible note was reassessed as Contributed Equity. At 30 June 2020, total interest of $1,760,513 (2019: $1,096,238) has been accrued on the note. Interest owing on the convertible note was paid in full on 14 July 2020 and the principal of $3,231,000 was converted into equity on IPO.
-
(c) Short-term Loan – The Short-term loan was drawn down in November 2017. On 3 July 2019 this facility was subordinated to the TPC Facility, changing the repayment date of the loan to after the repayment of new TPC facility.
-
(d) The Company signed a debt facility agreement (TPC Facility) with TransAsia Private Capital Limited (TPC) during July 2019, with the first drawdown occurring in July 2019. The TPC Facility limit was for a total of US$14 Million. In December 2020, US$1 Million was repaid against the facility. As at 31 December 2020, the balance owing under the facility was US$13Million. Subsequent to the end of the financial period, US$1.5Million was repaid in January 2021 with a further US$1.5Million repaid in March 2021, to bring the balance owing under the facility down to $US10 Million as at the date of signing. An updated repayment schedule has been agreed, and legal documentation is being prepared at the time of writing. The amended schedule allows for repayment of US$0.5Million in March 2021, US$2.5Million at each end of month for April and May, with repayments of US$2.25Million at each end of month for June and July 2021. The interest rate attributable to this facility is 14% per annum payable quarterly.
-
(e) The related party loan was advanced to Mt Boppy Resources Pty Ltd by ResCap Investments Pty Ltd, and includes amounts advanced and working capital drawn down during the period. No interest has been charged.
21
Manuka Resources Ltd For the half-year ended 31 December 2020
12 Provisions
| Current Employment provisions Rehabilitation provisions 12.1 Total current provisions Non-current Employment provisions Rehabilitation provisions 12.1 Total non-current provisions Total provisions |
31 December 2020 30 June 2020 $ $ |
|---|---|
| 378,543 188,617 1,171,514 - |
|
| 1,550,057 188,617 |
|
| 14,801 - 4,864,075 5,108,158 |
|
| 4,878,876 5,108,158 |
|
| 6,428,933 5,296,775 |
12.1 Rehabilitation provisions
Rehabilitation provisions split between the parent and subsidiary are as follows:
| Rehabilitation provisions Manuka Resources Ltd Mt Boppy Resources Ltd Total rehabilitation provisions |
31 December 2020 30 June 2020 $ $ |
|---|---|
| 4,864,075 3,912,817 1,171,514 1,195,341 |
|
| 6,035,589 5,108,158 |
Provisions made for rehabilitation are recognised where there is a present obligation as a result of exploration, development or production activities having been undertaken, and it is probable that an outflow of economic benefits will be required to settle the obligation. The estimated future obligations include the costs of removing facilities, abandoning mining activities and restoring the affected areas. The provision for future rehabilitation costs is the best estimate of the present value of the expenditure required to settle the obligation at the reporting date, based on current legal requirements and technology. Future rehabilitation costs are reviewed annually, and any changes are reflected in the present value of the rehabilitation provision at the end of the reporting period. The amount of the provision for future rehabilitation costs relating to exploration and development activities is capitalised as a cost of those activities. If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money, and where appropriate the risks specific to the liability. The fair value of the rehabilitation provision for Manuka Resources has been calculated with reference to a discount rate of 4.02% over 5.25 years. The discounting impact for Mt Boppy has been considered to be nonmaterial as a result of the Company expecting to complete its rehabilitation work within six to twelve months.
The Company is required by the relevant regulatory authorities to ensure that appropriate rehabilitation is carried out on tenements that are mined. The amount of rehabilitation cost is an estimate based upon the estimated life of each mined tenement, as well as the future timing and cost of such rehabilitation. The provision is constantly revised as information about the life of mine, depth of mining and cost estimates are updated.
22
Manuka Resources Ltd For the half-year ended 31 December 2020
13 Loss per share
| Loss for the period attributable to equity holders of the Company Weighted average number of ordinary shares used as the denominator in calculating basic and diluted loss per share * Basic and diluted loss per share |
Six months to 31 December 2020 Six months to 31 December 2019 $ $ |
|---|---|
| (895,680) (2,914,645) No of shares No of shares |
|
| 248,883,973 166,675,831 Centsper share Centsper share |
|
| (0.36) (1.75) |
As the Group made a loss for the period ended 31 December 2020, none of the potentially dilutive securities were included in the calculation of diluted earnings per share. These securities could potentially dilute basic earnings per share in the future.
In accordance with AASB 133 paragraph 26, the weighted average number of shares outstanding during the previous period and for all periods presented has been adjusted for events (such as a share consolidation) that have changed the number of shares outstanding without a corresponding change in resources. As a result, the share consolidation described in Note 14 has been recalculated to apply to the full financial period ended 31 December 2019.
14 Share Capital
The share capital of Manuka Resources consists only of fully paid ordinary shares; the shares do not have a par value. All shares are equally eligible to receive dividends and the repayment of capital and represent one vote at the shareholders’ meeting of Manuka Resources.
| Shares issued and fully paid: � At beginning of period � share issue 23 September 2019 � share issue 24 February 2020 � share issue 27 February 2020 � share consolidation 11 May 2020 � share issue 11 May 2020 � share issue 12 May 2020 � share issue 13 May 2020 � share issue 8 July 2020(a) � share issue 8 July 2020(b) � share issue 17 December 2020(c) � share issue 17 December 2020(d) � issue costs - options issued to broker � IPO and Placement expenses Total share capital at end of period |
6 months to 31 December 2020 30 June 2020 6 months to 31 December 2020 Year to 30 June 2020 # Shares # Shares $ $ |
|---|---|
| 193,087,960 305,838,647 5,112,041 1 - 3,023,353 - 296,170 - 2,400,000 - 200,000 - 6,153,846 - 500,000 - (144,907,234) - - - 2,500,000 - 500,000 - 679,348 - 135,870 - 17,400,000 - 3,480,000 21,265,752 - 3,231,000 - 35,000,000 - 7,000,000 - 17,500,000 - 7,000,000 - 2,500,000 - 1,000,000 - - - (873,499) - - - (957,187) - |
|
| 269,353,712 193,087,960 21,512,355 5,112,041 |
23
Manuka Resources Ltd For the half-year ended 31 December 2020
-
a) On 8 July 2020, the Company issued 21,265,752 shares at $0.15 per share for the conversion of $3,231,000 in Convertible Notes to equity.
-
b) On 8 July 2020 the Company issued 35,000,000 shares at an issue price of $0.20 per share pursuant to the offer under its prospectus dated 22 May 2020.
-
c) On 17 December 2020, the Company completed a Placement of $7,000,000 before costs through the issue of 17,500,000 ordinary shares at $0.40 per share, to sophisticated, professional and institutional investors.
-
d) On 17 December 2020, the Company converted $1,000,000 in unsecured loans to equity through the issue of 2,500,000 ordinary shares at $0.40 per share.
15 Share based payments
Options over ordinary shares have been granted to employees and Directors and finance providers from time to time, on a discretionary basis.
Set out below is a summary of the share-based payment options granted:
| Beginning of the period Granted Forfeited Outstanding at period end Exercisable at period end |
31 December 2020 30 June 2020 # Options Weighted average exercise price cents # Options Weighted average exercise price cents |
|---|---|
| 21,250,000 25 3,000,000 35 - - 21,250,000 25 - - (3,000,000) 35 |
|
| 21,250,000 25 21,250,000 25 |
|
| 21,250,000 25 21,250,000 25 |
No share options were exercised during the period ended 31 December 2020.
The fair values of options granted were determined using a variation of the binomial option pricing model that takes into account factors such as the vesting period. The weighted average remaining contractual life of share options outstanding at the end of the financial period was 2.3 years (2020: 2.9 years), and the exercise price is at 25 cents (2020: 25 cents).
In total, a share-based payment expense of $Nil (2020: $435,611) has been included in the profit or loss and credited to the share option reserve. At 31 December 2020 the total value of the share based payment reserve is $1,486,077 (30 June 2020: $1,486,077).
16 Events subsequent to the end of the reporting period
- Commenced Wonawinta Deeps Exploration Program[9]
The deeper silver and base metals sulphides exploration program at Wonawinta (the “Wonawinta Deeps”) comprising of 16-20 diamond drillholes (drilled over four fences, traversing the existing and planned pits on the Mining Lease) commenced in January. The program is designed to initially test the
9 Refer ASX announcement dated 22 January 2021 and ASX announcement dated 1 February 2021 Quarterly Activities Report.
24
Manuka Resources Ltd For the half-year ended 31 December 2020
silver and base metal potential of sulphide zones below the existing open-cut pits on the current ML. The initial program is for a total of approximately 4,000m of drilling and should take two months to conclude.
- Mt Boppy Gold Project Resource Upgrade[10]
On 1[st] February 2021, the Company released to the ASX the Mt Boppy Gold Project Resource Upgrade showing a 23% increase in contained ounces and a 20% increase in grade. The Mineral Resource estimate for Mt Boppy is reported within the designed pit that reaches a maximum depth of 115 m below surface at the southern end of the deposit. Mining Associates (MA) has classified the current estimate as Measured, Indicated and inferred. Resources are reported with respect to the current pit design. Material within the pit design is reported at a 1.6 g/t cut off and material below the pit design is reported to a 3.0 g/t cut off.
| Classification | Tonnes | Grade(g/t) | Gold(oz) |
|---|---|---|---|
| Measured | 207,230 | 4.89 | 32,570 |
| Indicated | 144,200 | 4.15 | 19,300 |
| Inferred | 11,000 | 6.7 | 2,000 |
| Total | 362,430 | 4.62 | 53,870 |
Table 1: Mt Boppy Resource Update
*The preceding statements of Mineral Resources conforms to the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code) 2012 Edition. Due to rounding to appropriate significant figures, minor discrepancies may occur. All tonnages reported are dry metric.
� Refinance Debt Facility
The Company had a senior secured debt facility which was drawn to US$13.0m as at reporting date. This was paid down to US$11.5m in January 2021 with a further repayment in March to bring the balance owing under the facility to $US10m. This is a facility which was entered into in July 2019, providing the Company with funding to complete the refurbishment of the Wonawinta plant and commence mining and production of gold. The Company believes this to be an appropriate time to seek a more competitive cost of funding. The refinancing is intended to provide sufficient working capital flexibility for the Company as it commences the mining of its silver stockpiles, and deal with any capex items prior to commencement, as well as securing a substantially reduced cost of borrowing.
� COVID-19
Throughout the reporting period the Company has continued to consider the potential implications of the Coronavirus. The Company has continued to adapt its policies to monitor and mitigate the impacts of COVID-19 such as safety and health measures in line with government guidelines and securing the supply of essential materials and equipment. No significant impact yet has been noted to the Group’s operations as Gold operations remain largely unaffected. However, there is still significant uncertainty around the breadth and duration of business disruptions in Australia in general (which may or may not impact operations of the Group) related to COVID-19.
10 Refer ASX announcement dated 1 February 2021
25
Manuka Resources Ltd For the half-year ended 31 December 2020
Apart from the matters noted above, there are no other matters or circumstances that have arisen since the end of the period that has significantly affected or may significantly affect either:
-
the entity’s operations in future financial years;
-
the results of those operations in future financial years; or
-
the entity’s state of affairs in future financial years.
17 Company Details
The registered office and principal place of business of the Company is:
Manuka Resources Ltd Level 4 Grafton Bond Building 201 Kent Street, Sydney, New South Wales
26
Manuka Resources Ltd For the half-year ended 31 December 2020
Directors’ Declaration
In the opinion of the Directors of Manuka Resources Ltd:
-
a The financial statements and notes of Manuka Resources Ltd are in accordance with the Corporations Act 2001 , including:
-
i. Giving a true and fair view of its financial position as at 31 December 2020 and of its performance for the period ended on that date; and
-
ii. Complying with Australian Accounting Standards AASB 134 Interim Financial Reporting; and
-
b There are reasonable grounds to believe that Manuka Resources Ltd will be able to pay its debts as and when they become due and payable.
Signed in accordance with a resolution of the Directors
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Director Dennis Karp
Dated the 15[th] March 2021
27
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Level 17, 383 Kent Street Sydney NSW 2000
Correspondence to: Locked Bag Q800 QVB Post Office Sydney NSW 1230
T +61 2 8297 2400 F +61 2 9299 4445 E [email protected] W www.grantthornton.com.au
Independent Auditor’s Review Report
To the Members of Manuka Resources Limited
Report on the review of the half-year financial report
Conclusion
We have reviewed the accompanying half-year financial report of Manuka Resources Limited (the Company) and its subsidiary (the Group), which comprises the consolidated statement of financial position as at 31 December 2020, and 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 half-year ended on that date, a description of accounting policies, other selected explanatory notes, and the directors’ declaration.
Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the accompanying half-year financial report of Manuka Resources Limited does not comply with the Corporations Act 2001 including:
-
a giving a true and fair view of the Manuka Resources Limited’s financial position as at 31 December 2020 and of its performance for the half year ended on that date; and
-
b complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001.
Basis for conclusion
We conducted our review in accordance with ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity . Our responsibilities are further described in the Auditor’s Responsibilities for the Review of the Financial Report section of our report. We are independent of the Company 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 annual financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
Material uncertainty related to going concern
We draw attention to Note 2.1 in the financial report, which indicates that the Group incurred a net loss of $895,680 during the half-year ended 31 December 2020 and, as of that date, the Group's current liabilities exceeded its current assets by $17,560,656. As stated in Note 2.1, these events or conditions, along with other matters as set forth in Note 2.1 indicate that a material uncertainty exists that may cast significant doubt on the Group's ability to continue as a going concern. Our conclusion is not modified in respect of this matter.
Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
www.grantthornton.com.au
‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.
Liability limited by a scheme approved under Professional Standards Legislation.
28
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Directors’ responsibility for the half-year financial report
The Directors of the Company are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the Directors determine is necessary to enable the preparation of the half-year financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.
Auditor’s responsibility
Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including giving a true and fair view of the Group’s financial position as at 31 December 2020 and its performance for the halfyear ended on that date, and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .
A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
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Grant Thornton Audit Pty Ltd Chartered Accountants
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N P Smietana Partner – Audit & Assurance Sydney, 15 March 2021