PRODIGY GOLD NL — Annual Report 2017

Jul 27, 2017

ABM RESOURCES NL AND CONTROLLED ENTITIES

ABN 58 009 127 020

FINANCIAL REPORT

YEAR ENDED 30 JUNE 2017

Corporate Directory

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ABN 58 009 127 020 ACN 009 127 020

Directors Mr Thomas McKeith (Chairman) Mr Matthew Briggs (Managing Director) (appointed 3 October 2016) Mr Brett Smith Mr Mark Faul (appointed 12 June 2017) Ms Susan Corlett (resigned 29 May 2017) Secretary Ms Jutta Zimmermann Auditors BDO Audit (WA) Pty Ltd 38 Station Street SUBIACO WA 6008 Bankers Australia and New Zealand Banking Group Limited Level 10, 77 St Georges Terrace PERTH WA 6000 Share Registry Security Transfer Registrars Pty Limited 770 Canning Highway APPLECROSS WA 6153 Telephone: +61 8 9315 2333 Solicitors Ward Keller Northern Territory House Level 7, 22 Mitchell Street DARWIN NT 0800 Piper Alderman Level 16, 70 Franklin Street ADELAIDE SA 5000 Stock Exchange Australian Securities Exchange Limited ASX Code: ABU Registered Office Level 1, 141 Broadway NEDLANDS WA 6009

Directors

Principal Place of Business

Level 1, 141 Broadway NEDLANDS WA 6009 Telephone: +61 8 9423 9777 Fax: + 61 8 9423 9733

Level 1, 141 Broadway NEDLANDS WA 6009 www.abmresources.com.au admin@abmresources.com.au

Postal Address

Website Email

ABM RESOURCES NL 2017 Financial Report

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Contents

	Page
Summary of Mining Tenements and Areas of Interest	4
Directors’ Report	8
Corporate Governance Statement	19
Auditor’s Independence Declaration	20
Consolidated Statement of Profit or Loss and Other Comprehensive Income	23
Consolidated Statement of Financial Position	24
Consolidated Statement of Cash Flows	25
Consolidated Statement of Changes in Equity	26
Notes to the Consolidated Financial Statements	27
Directors’ Declaration	47
Independent Auditor’s Report to the Members	48
Additional Information for Listed Public Companies	52

ABM RESOURCES NL 2017 Financial Report

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SUMMARY OF MINING TENEMENTS AND AREAS OF INTEREST

SUMMARY OF MINING TENEMENTS AS AT 30 JUNE 2017

Area of Interest				Group’s				Status Changes During the Year
		Tenement				Tenement Status
				Interest
NORTHERN TERRITORY
TANAMI
Birrindudu		EL5889		100		granted
		EL27705		100		expired		 Replaced by EL31332
		EL28326		100		granted
		EL28566		100		expired		 Replaced by EL31332
		EL31332		100		granted		 Amalgamation of tenements
		EL23523		100		application
Bonanza		EL23659 EL24436 EL25194 EL26608 EL26610 EL27119 EL27127 EL27378 EL27589 EL28322 EL28324 EL28325 EL28327 EL28328 EL28394 EL29790 EL29860 EL31288 EL31289 EL31290 EL31291 ML29822 EL30814 EL30944		100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100		granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted granted application application
Suplejack		EL9250		100		granted
		EL26483		100		expired		 Replaced by EL31331
		EL26609		100		expired		 Replaced by EL31330
		EL26619		100		granted
		EL26634		100		granted		 Granted during the year
		EL27125		100		granted
		EL27126		100		granted
		EL27566		100		expired		 Replaced by EL31331
		EL27812		100		expired		 Replaced by EL31331
		EL27979		100		granted
		EL28333		100		expired		 Replaced by EL31330
		EL31330		100		granted		 Amalgamation of tenements
		EL31331		100		granted		 Amalgamation of tenements
		EL26623		100		vetoed
		EL27570		100		application

ABM RESOURCES NL 2017 Financial Report

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SUMMARY OF MINING TENEMENTS AND AREAS OF INTEREST

SUMMARY OF MINING TENEMENTS AS AT 30 JUNE 2017

Area of Interest				Group’s				Status Changes During the Year
		Tenement				Tenement Status
				Interest
		EL27980		100		vetoed
		EL31530		100		application		 New application
South Tanami		EL25156 EL25191 EL25192 EL28785 EL29832 EL29859 EL30270 EL30274		100 100 100 100 100 100 100 100		granted granted granted granted granted granted application application		 Granted during the year  Granted during the year  Granted during the year
Euro		EL25845		100		granted
		EL26590		100		granted
		EL26591		100		granted
		EL26592		100		granted
		EL26593		100		granted
		EL26613		100		granted
		EL26615		100		granted
		EL26618		100		granted
		EL26620		100		granted
		EL26621		100		granted
		EL26622		100		granted
		EL26673		100		granted
		EL27604		100		granted
		EL30271		100		application
		EL30272		100		application
		EL30273		100		application
		EL30283		100		application
Tanami Altura JV(1) LAKE MACKAY		EL26628 EL29828 EL26626 EL26627		90 90 90 90		granted granted application application
Tarawera		EL8695		100		application
		EL23898		100		application
		EL24473		100		application
		EL25147		100		application
		EL27894		100		application
		EL29314		100		vetoed
		EL29315		100		vetoed
		EL29316		100		vetoed
		EL29369		100		vetoed
Lake Mackay North		EL30552 EL30553 EL30554 EL30555 EL30556		100 100 100 100 100		application application application application application
Terry’s Find		EL27906		100		surrendered		 Surrendered during the year
Tekapo		EL28682		100		application

ABM RESOURCES NL 2017 Financial Report

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SUMMARY OF MINING TENEMENTS AND AREAS OF INTEREST

SUMMARY OF MINING TENEMENTS AS AT 30 JUNE 2017

Area of Interest				Group’s				Status Changes During the Year
		Tenement				Tenement Status
				Interest
Warumpi(2)		EL24915		100		granted
		EL25146		100		application
		EL30729		100		application
		EL30730		100		application
		EL30731		100		application
		EL30732		100		application
		EL30733		100		application
		EL30739		100		application
		EL30740		100		application
		EL31234(3)		0		application		Independence Group NL
		E80/5001(3)		0		application		Independence Group NL
		EL27948(4)		0		application		Castile Resources Pty Ltd
NORTH ARUNTA
Barrow Creek		EL8766		100		granted
		EL23880		100		granted
		EL23883		100		granted
		EL23884		100		granted
		EL23885		100		granted
		EL23886		100		granted
		EL26825		100		granted
		EL28515		100		granted
		EL28727		100		granted
		EL28748		100		granted
		EL29723		100		granted
		EL29724		100		granted
		EL29725		100		granted
		EL29896		100		granted
		EL30470		100		granted
		EL30507		100		granted
		EL30637		100		granted
		EL30422		100		application
Lander River		EL25031 EL25033 EL25034 EL25035 EL25041 EL25042 EL25044 EL25030 EL25036 EL29819 EL29820		100 100 100 100 100 100 100 100 100 100 100		granted granted granted granted granted granted granted vetoed vetoed vetoed vetoed
Bonita		EL29833		100		application
		EL29834		100		application
		EL30506		100		application
		EL30508		100		application
Reynolds Range		EL23655 EL23888		80(5) 100		granted granted

ABM RESOURCES NL 2017 Financial Report

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SUMMARY OF MINING TENEMENTS AND AREAS OF INTEREST

SUMMARY OF MINING TENEMENTS AS AT 30 JUNE 2017

Area of Interest				Group’s				Status Changes During the Year
		Tenement				Tenement Status
				Interest
		EL28083		100		granted
Walkeley		EL26903		100		application

• 1) Joint Venture with Altura Lithium Operations Pty Ltd.

• 2) Farm-in and Joint Venture with Independence Group NL earning a 70% interest in the tenements.

• 3) Tenements form part of the Farm-in and Joint Venture with Independence Group NL with ABM receiving a 30% interest on completion of Independence Group NL earning a 70% interest in the Lake Mackay Warumpi Project.

• 4) Tenement is part of an Earn-in and Joint Venture Agreement between with Westgold Resources Limited, Independence Group NL and ABM.

• 5) Tenement is subject to a Joint Venture with Select Resources Pty Ltd. ABM holds an 80% beneficial interest with a 60% interest currently registered on title.

ABM RESOURCES NL 2017 Financial Report

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DIRECTORS’ REPORT

The Directors of ABM Resources NL present their report on the consolidated entity (Group), consisting of ABM Resources NL and the entities it controlled at the end of, and during, the financial year ended 30 June 2017.

Directors

Mr Thomas McKeith	Non-Executive Chairman
Mr Matthew Briggs	Managing Director	Appointed 3 October 2016
Mr Brett Smith	Non-Executive Director
Mr Mark Faul	Non-Executive Director	Appointed 12 June 2017
Ms Susan Corlett	Non-Executive Director	Resigned 29 May 2016

Directors have been in office since the start of the financial year to the date of this report unless otherwise stated.

Principal Activities

The principal activities of the Group during the financial year were:

• Extensional and infill drilling at the Suplejack Project;

• Drilling and surveying in the Lake Mackay Area (undertaken by ABM’s JV partner Independence Group NL);

• Resource update work for all of the Company’s Mineral Resources;

• Data sourcing and database upgrade; and

• Project ranking and target selection of prospects in the Tanami area.

Dividends

There were no dividends paid or declared during the year.

Operating Results

The consolidated loss for the Group after providing for income tax amounted to $7,012,190 (2016: loss of $21,616,759).

Financial Position

The net assets of the Group have decreased by $5,745,685 from 30 June 2016 to $15,870,361 in 2017. The decrease is largely due to the use of cash for operation activities.

Significant Changes in the State of Affairs

The following significant changes in the state of affairs of the Group occurred during the financial year:

• Board and executive management restructure;

• Resource updates; and

• Company focus changed to exploration.

Matters Subsequent to the End of the Financial Year

Subsequent to balance date:

• Commencement of RAB and aircore program at Suplejack; and

• Commencement of exploration at Lake Mackay;

Likely Development

• Further rationalisation of tenement holdings through divestment or farm-out of non-core tenements; and

• Regional exploration.

ABM RESOURCES NL 2017 Financial Report

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DIRECTORS’ REPORT

Environmental Regulation

The Group’s operations are subject to standard environmental regulation under the laws of the Commonwealth of Australia and the Northern Territory. The Group monitors its compliance with environmental regulations on an ongoing basis. The Directors are not aware of any significant breaches during the period covered by this report.

INFORMATION ON DIRECTORS

Mr Thomas McKeith

BSc Hons (Geol), GDE (Mining), MBA, Fellow AusIMM

Status: Independent

Position: Non-Executive Chairman

Qualifications and Experience:

Mr McKeith is a resource company executive with 28 years’ experience in various exploration, business development, mine geology and executive leadership roles. He has led exploration teams to several significant discoveries and concluded several significant business development transactions. Mr McKeith was formerly Executive Vice President: Growth and International Projects for Gold Fields Ltd, where he was responsible for global exploration and project development. He has also served as CEO of Troy Resources Ltd and held non-executive director roles at Sino Gold Ltd and Avoca Resources. He is currently a nonexecutive director of Evolution Mining Ltd (since February 2014) and principal in various private resource investment companies.

Mr Matthew Briggs

BSc Hons (Geol), Member AusIMM

Status: Not independent

Position: Executive Director

Qualifications and Experience:

Mr Briggs has 20 years’ experience in Australia and internationally in various aspects of mine geology, exploration, project management and strategic leadership in the gold industry. Matt graduated as a geologist from the University of Queensland and worked at a number of mine sites in Western Australia. Since then he has worked internationally on projects in Africa and most recently headed Group Strategic Planning for Gold Fields Limited. Matt has been directly involved or managed teams that have discovered several multi-million ounce gold deposits.

Mr Brett Smith

BEng Hons (Chem), MBA, MA

Status: Not independent

Position: Non-Executive Director

Qualifications and Experience:

Mr Smith has participated in the development and delivery of a number of mining and mineral processing projects including coal, iron ore, base and precious metals. He has also managed engineering and construction companies in Australia and internationally. Mr Smith has served on boards of both private and public mining and exploration companies. He is currently Executive Director of Dragon Mining Limited (since February 2014) and Deputy Executive Chairman of APAC Resources Limited (since May 2016). Overall, Mr Smith has over 30 year’s international experience in the engineering, project development and organisational change management.

Mr Mark Faul

BE Mining (Hons), MBA, MAppFin, Member AusIMM, Graduate AICD

Status: Not Independent

Position: Non-Executive Director

ABM RESOURCES NL 2017 Financial Report

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DIRECTORS’ REPORT

Qualifications and Experience:

Mr Faul has 12 years of mining engineering and mine management experience across a variety of mineral commodities in both small and large company environments. He has held roles with Mount Isa Mines and WMC Resources, and various junior exploration and mining companies. His direct resource company experience was followed by 19 years of international resources corporate advisory and investment banking experience with RMB Resources (wholly owned by FirstRand in South Africa), principally in providing equity and debt finance for project acquisition, mine development and general corporate funding. Mark is currently an Investment Director with resources private equity funds manager Pacific Road Capital.

Ms Jutta Zimmermann

Dip AQF, Dip IT, GradDipACG, FGIA, FCIS

Position: Company Secretary

Qualifications and Experience:

Ms Zimmermann is an accountant (Australian AQF diploma level) with over twenty five years of Australian and international industry experience encompassing accounting, company secretarial, government and community liaison, business development and corporate administration management. She holds a diploma in information technology (Australian bachelor degree level) and a graduate diploma in applied corporate governance. Ms Zimmermann holds the position of General Manager Corporate, Chief Financial Officer and Company Secretary with the Company. She is a fellow of the Governance Institute of Australia and is Director of two of ABM’s subsidiaries.

Directors’ Meetings

The Company had no Board committees during the financial year. The number of meetings of the Group’s Board of Directors held during the year ended 30 June 2017, and the number of meetings attended by each Director were:

		Board Meetings	Board Meetings
Directors		Eligible to Attend	Attended
Mr T McKeith		9	9
Mr M Briggs1))		7	7
Mr B Smith		9	9
Mr M Faul2)		0	0
Ms S Corlett3)		9	9

1) Mr M Briggs joined the Board on 3 October 2016.

2) Mr M Faul joined the Board on 12 June 2017.

• 3) Ms Corlett resigned on 29 May 2016.

Interests in Shares and Share Rights of the Company

At the date of this report, the interests of the Directors in the shares and share rights of the Group were as follows:

Directors		Fully Paid Ordinary Shares
Mr T McKeith		1,726,869
Mr M Briggs		-
Mr B Smith		100,000
Mr M Faul		-
Ms S Corlett		-

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DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

This Remuneration Report outlines the Director’s and the Group’s key management personnel remuneration arrangements in accordance with the requirements of the Corporations Act 2001 and its Regulations. For the purposes of this report, key management personnel of the Group are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company and the Group, directly or indirectly, including any Director (whether executive or otherwise) of the Group.

Remuneration Principles

Remuneration levels are set with the objective of attracting and retaining appropriately qualified and experienced staff. Remuneration packages are structured to recognise, encourage and reward improved performance and business growth, balanced between short-term and long-term goals. Benchmarking is undertaken where considered appropriate to ensure remuneration packages are competitively positioned in the market.

Remuneration and Nomination Committee

The Company had no Remuneration and Nomination Committee during the financial year. Given the current size and composition of the Company’s Board, the full Board is responsible for the duties of the Committee as detailed in the relevant charter. The Committee will be re-formed if the Board grows in size and considers the re-establishment to be appropriate. As at 30 June 2017 the Board consisted of four Directors with one independent Non-Executive Director, one Executive Director and two Non-Executive shareholder representative Directors.

The full charter of the Remuneration and Nomination Committee is available in the Corporate Governance Section of the Company’s website.

Non-Executive Director Remuneration

Non-Executive Directors’ fees are set by the Board within the maximum aggregate amount of fees approved by shareholders at a general meeting. Non-Executive Directors are not entitled to retirement benefits other than statutory superannuation or other statutory required benefits. The remuneration of Non-Executive Directors is fixed for each individual Director taking into account market rates for comparable companies for time, commitment, responsibilities and accountability. Shareholder representative Directors were offered options, which are subject to shareholder approval, in lieu of cash remuneration.

The available Non-Executive Directors’ fees pool is currently $400,000. As at 30 June 2017 the Company utilised $60,000 (2016: $359,687) of the pool.

Performance evaluations of the Board are usually undertaken annually with a view to comparing the performance of the Board and Directors against their relevant Charters and their interactions with and performance of management. The Performance Evaluation Disclosure is available in the Corporate Governance Section of the Company’s website.

Key Management Personnel Remuneration including the Managing Director

The key management personnel remuneration framework has three components and the combination of these comprise the key management personnel’s total remuneration:

• Base salary and benefits

• Short-term incentives at the Boards discretion

• Long-term incentives at the Boards discretion

Base Salary and Benefits

Executive Directors, key management personnel and employees are offered a fixed base salary and benefits. Base salary and benefits are usually reviewed every year to ensure the employee’s remuneration is competitive with the market. Employment contracts do not guarantee increases in base salary and benefits. The Executive Directors, key management personnel and employees receive the superannuation guarantee contribution required by the government, which was 9.5% during the reporting period, and do not receive any other retirement benefits. Other benefits include life, total and permanent disability insurance and other fringe benefits. No remuneration consultants were used.

ABM RESOURCES NL 2017 Financial Report

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DIRECTORS’ REPORT

Short-Term Incentives

The objective of short-term incentives is to align the interests of Executive Directors, key management personnel and employees with those of the shareholders through the payment of short-term incentives linked to pre-agreed targets. The targets include, where appropriate meeting budget forecasts, occupational health and safety measures, relationship management, exploration success, staff retention, compliance and formulating company strategies. Short-term incentives are designed to incentivise and reward individual contribution to achieving overall performance.

Long-Term Incentives

All long-term and equity incentives must be linked to predetermined performance and/or continuity criteria. Long-term incentives are designed to align Executive Directors, key management personnel and employee’s interest with the Company’s longer term objectives of growth in market capitalisation, earnings per share, share performance compared to peer companies, exploration and strategic success. The Board may exercise its discretion in relation to approving incentives, including equity participation. The policy is designed to attract the highest calibre of key management personnel and reward them for performance. Key management personnel are also entitled to participate in employee share or option arrangements. No discretionary long-term incentive cash bonuses have been granted during the year. Executive management received options during the year with details provided in Note 14.

Performance Evaluation

As part of each Executive Director and key management personnel’s remuneration package there may be a performance-based component, consisting of cash bonuses and/or incentives, including equity participation, linked to the achievement of key performance indicators (KPIs) and taking into account experience, qualifications and length of service. The intention is to facilitate goal congruence between Directors/key management personnel with that of the business and shareholders. The KPIs are usually set at the beginning of the employment and are reviewed annually and adjusted where appropriate. The measures are specifically tailored, to the areas each Director and key management personnel is involved in and has a level of control over.

The KPIs target areas, the Board believes, hold greater potential for Group expansion and profit, covering financial and nonfinancial as well as short-term and long-term goals. Such incentives may be offered where Executive Directors and key management personnel do not otherwise have a substantial shareholding in the Group.

Performance in relation to the KPIs is usually assessed annually, with bonuses and incentives being awarded depending on the number and deemed difficulty of the KPIs achieved. Following the assessment, the KPIs are reviewed by the Board in light of the desired and actual outcomes, and their efficiency is assessed in relation to the Group’s goals and shareholder wealth, before the KPIs are set for the following year.

For Non-Executive Directors the KPIs are related to their performance on the Board in regards to their specific field of expertise, continuity of employment and their performance in relation to the Board Charter and Committee Charters.

Company Performance

The following table shows the gross revenue, losses and dividends for the last five years for the listed entity, as well as the share price at the end of the respective financial years.

		2013		2014		2015		2016		2017
Revenue		717,121		4,948,009		392,368		36,149,624		180,138
Net loss		15,054,330		8,138,232		11,202,318		21,616,759		7,012,190
Share price at year-end		0.0241)		0.300		0.250		0.065		0.095
Dividend paid		-		-		-		-		-

1) Pre-consolidation.

ABM RESOURCES NL 2017 Financial Report

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DIRECTORS’ REPORT

Key Management Personnel

The following persons were key management personnel of the Group during the financial year:

Key Management Person		Position		Commencement of Position
Mr T McKeith		Non-Executive Chairman		27 June 2016
Mr M Briggs		Managing Director		3 October 2016
Mr B Smith		Non-Executive Director		9 May 2016
Mr M Faul		Non-Executive Director		12 June 2017
Ms S Corlett		Non-Executive Director		8 March 2016
Mr B Lambert		Chief Executive Officer		16 October 2015
Ms J Zimmermann		CFO / Company Secretary / GMC		1 June 2005

Details of Remuneration

Details of compensation for key management personnel (“KMP”) and Directors of the Group are set out below:

2017	Short-Term Employee Benefits Post- Employ- ment Super- annuation $ Cash Salary and Fees $ Cash Bonus $ Annual Leave1) $	Long-Term Benefits Long Service Leave2) $ Share- based Payments Options3) $ Termina- tion Benefits $ Total $ Propor- tion of Remune- ration that is at Risk
Directors
Mr T McKeith4)	54,795 - - 5,205	- 241,629 - 301,629 80.1%
Mr M Briggs4)	232,877 - 10,748 22,123	- 545,046 - 810,794 67.2%
Mr B Smith4)	- - - -	- 113,880 - 113,880 100%
Mr M Faul	- - - -	- - - - -
Ms S Corlett4)	- - - -	- 113,880 - 113,880 100%
Total Directors	287,672 - 10,748 27,328	- 1,014,435 - 1,340,183
Other KMP
Mr B Lambert	51,844 - (1,882) 4,925	- - 152,308 207,195 0%
J Zimmermann4)	222,500 - (17,119) 21,137	(23,632) 49,677 - 252,563 19.7%
Total Other	274,344 - (19,001) 26,062	(23,632) 49,677 152,308 459,758
Total	562,016 - (8,253) 53,390	(23,632) 1,064,112 152,308 1,799,941

1) Annual leave relates to movements in annual leave provisions during the year.

2) Long service leave relates to movements in long service leave provisions during the year.

3) These amounts are accounting accruals and have not actually been paid during the year.

4) Share based payments are options expensed based on the vesting conditions (refer to Note 14 in the consolidated financial statements).

ABM RESOURCES NL 2017 Financial Report

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DIRECTORS’ REPORT

2016	Short-Term Employee Benefits Post- Employ- ment Super- annuation $ Cash Salary and Fees $ Cash Bonus $ Annual Leave1) $	Long-Term Benefits Long Service Leave2) $ Share- based Payments Options3) $ Termina- tion Benefits $ Total $ Propor- tion of Remune- ration that is at Risk
Directors
Mr T McKeith4)	457 - - 43	- 137,613 - 138,113 99.6%
Ms S Corlett	- - - -	- - - - 0.0%
Mr B Smith	- - - -	- - - - 0.0%
Dr M Etheridge	65,317 - - -	- - - 65,317 0.0%
Mr D Holden5)	139,656 - (1,682) 10,518	(54,440) - 270,000 364,052 0.0%
Mr G Sloan	11,872 - - 1,128	- - - 13,000 0.0%
Mr A Ferguson	40,342 - - -	- - - 40,342 0.0%
Mr R Procter	60,083 - - -	- - - 60,083 0.0%
Dr H Garnett	42,832 - - -	- - - 42,832 0.0%
Total Directors	360,559 - (1,682) 11,689	(54,440) 137,613 270,000 723,739
Other KMP
Mr B Lambert6)	267,413 - 27,336 25,404	- - - 320,153 0.0%
Ms J Zimmermann	250,000 60,000 17,862 23,750	6,413 - - 358,025 16.8%
Mr C Dawson	250,000 - 22,285 23,750	- - - 296,035 0.0%
Total Other	767,413 60,000 67,483 72,904	6,413 - - 974,213
Total	1,127,972 60,000 65,801 84,593	(48,027) 137,613 270,000 1,697,952

• 1) Annual leave relates to movements in annual leave provision during the year less amount paid-out.

• 2) Long service leave relates to movements in long service leave provision during the year.

• 3) These amounts are accounting accruals and have not actually been paid during the year.

• 4) Share based payments are options expensed based on the vesting conditions (refer to Note 14 in the consolidated financial statements).

• 5) Includes $24,842 remuneration received as General Manager Geology and Business Development following Mr Holden’s resignation as Managing Director.

• 6) Includes remuneration received as Managing Director for the period of 8 March 2016 to 9 May 2016.

Performance Bonuses

No discretionary cash performance bonuses have been granted to executive management for performance to 30 June 2017 as executive management agreed to forgo their entitlement for this financial year in the best interest of the Company.

Options and Shares Issued as Part of Remuneration

Following shareholder approval, the Company issued options to the Chairman and Managing Director of the Group and issued additional options to key management personnel at the same time. Terms have been agreed for the future issue of options for Non-Executive Directors which are subject to shareholder approval. For further detail refer to Note 14.

Employment Contracts of Directors and Other Key Management Personnel

Remuneration and other terms of engagement for Non-Executive Directors are formalised in service agreements. The agreement summarises the Board policies and terms, including compensation relevant to the office of Director.

ABM RESOURCES NL 2017 Financial Report

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DIRECTORS’ REPORT

The employment contracts of Executive Directors and Other Key Management Personnel stipulate a range of one to four month resignation notification periods. The Company may terminate an employment contract without cause by providing a range of one to three-month written notice or making payment in lieu of notice based on the individual’s annual salary component. In the instance of serious misconduct the Company can terminate employment at any time. Other material provisions of the agreements relating to remuneration are set out below.

Non-Executive Directors

The base fees for the Non-Executive Chairman is $60,000 per year and the shareholder nominee Directors did not receive any cash salary.

Mr M Briggs, Managing Director

• Term of agreement – 3 year contract commencing 3 October 2016;

• Base salary, inclusive of superannuation, $340,000 per year;

• Payment of a termination benefit on early termination by the Company, other than for gross misconduct, equals 3 month salary and, in the event of a takeover, equals 9 month salary;

• Notice period varies between no notice if mutually agreed and three month notice by the Company and 3 month notice by the executive without reason.

Ms J Zimmermann, General Manager Corporate, CFO, Company Secretary

• Term of agreement – 2 year contract commencing 1 July 2012, contract extended automatically;

• Base salary, exclusive of superannuation, $220,000 per year, effective 1 August 2016, prior to 1 August the base salary was $250,000 per year;

• Payment of a termination benefit on early termination by the Company, other than for gross misconduct, equals 6 month salary and, in the event of a takeover, equals 9 month salary;

• Notice period varies between no notice if mutually agreed and three month notice by the Company and 4 month notice by the executive without reason.

Additional Disclosure Relating to Key Management Personnel

Shareholding

No shares were issued by the Company during the financial year. Details of shares held directly, indirectly or beneficially by Directors and key management personnel and their related parties are as follows:

Name		Balance at the Start of the Year	Received as Part of Remuneration	Additions	Disposals/Other	Balance at the End of the Year
Mr T McKeith		-	-	1,726,869	-	1,726,869
Mr B Smith1)		-	-	100,000	-	100,000
Mr M Faul2)		-	-	-	-	-
Ms S Corlett2)		-	-	-	-	-
Mr B Lambert		-	-	-	-	-
Ms J Zimmermann		1,806,996	-	25,000	(500,000)	1,331,996
		1,806,996	-	1,851,869	(500,000)	3,158,865

• 1) Mr Smith is a nominee of APAC Resources Limited who are a substantial shareholder of ABM.

• 2) Ms Corlett was and Mr Faul is a nominee of Pacific Road Capital Management who are a substantial shareholder of ABM.

ABM RESOURCES NL 2017 Financial Report

Page 15

DIRECTORS’ REPORT

Option holding

Directors and other key management personnel of the Group, including their personally related parties, hold options over ordinary shares in the Company. Additionally, terms have been agreed for the future issue of 3 million options to the shareholder nominee Directors. These options are subject to shareholder approval.

Share-based payments

Details of options provided as part of remuneration to the Directors are shown in Note 14.

Fair values at grant date are independently determined using a Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk-free interest rate for the term of the option.

Refer to Note 14 to the financial statements for more information on options provided as part of remuneration to the Directors.

Loans to Directors and other key management personnel

Details of loans provided to Directors and other key management personnel of the Group for employee share plan loans, including their related parties, are set out below.

Name	Opening Balance $	Loan balance- Interest paid and payable1) $	Loan balance- Interest not charged $	Allowance for doubtful debt $ Other $	Closing Balance $
30 June 2017
Ms J Zimmermann	180,000	(48,500)	-	- (131,500)	-
	180,000	(48,500)	-	- (131,500)	-
30 June 2016
Dr M Etheridge	144,000	-	-	- (144,000)	-
Mr D Holden	480,000	-	-	- (480,000)	-
Ms J Zimmermann	180,000	-	-	- -	180,000
	804,000	-	-	- (624,000)	180,000

• 1) Interest on the loan shall vary from time to time during the term and is deemed to be equivalent to dividends paid in respect of any shares issued to Employee Share Plan participants.

• 2) Dr Etheridge resigned on 8 March 2016 and his shares were subsequently bought back and cancelled with proceeds applied to the loan. This was a non-cash transaction for the Company.

• 3) Mr Holden resigned on 16 October 2015, and his shares were subsequently bought back and cancelled with proceeds applied to the loan. This was a non-cash transaction for the Company.

• 4) Ms Zimmermann’s loan expired and the underlying shares were subsequently sold in an off-market transfer at the 10 day VWAP in full satisfaction of the outstanding loan. This transaction was cash positive increasing the Company’s cash balance by $48,500.

No loans to Directors and other key management personnel of the Group were provided in 2017.

Other transactions with Directors and other key management personnel

The terms and conditions of transactions with Directors, other key management personnel and their related parties and entities were no more favourable than those available, or which might reasonably be expected to be available, on similar transactions with non-Director related parties and entities on an arm’s length basis.

This concludes the Remuneration Report, which has been audited.

ABM RESOURCES NL 2017 Financial Report

Page 16

DIRECTORS’ REPORT

Insurance of Officers and Indemnities

During the financial year, the Company paid an insurance premium in respect of a contract insuring the Directors and executive officers of the Company and its related entities against a liability incurred as such a Director or executive officer to the extent permitted by the Corporations Law. The contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium.

The Company has not otherwise, during or since the end of the financial year, indemnified or agreed to indemnify an officer of the Company or any of its related entities against a liability incurred by such an officer.

Unlisted Options

The number of unlisted options of ABM Resources NL at the date of this report is 23 million (2016: nil).

Proceeding on Behalf of the 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 purpose 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 .

Non-Audit Services

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

The Directors are satisfied that the provision of non-audit services, during the year, by the auditor (or by another person or firm on behalf of the auditor), is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001 .

The Directors are satisfied that the provision of non-audit services by the auditor, as set out above, did not compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons:

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

• none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants .

During the financial year $36,719 (2016: 41,768) were paid or payable to the auditor of the Group, its related practices and nonrelated audit firms.

ABM RESOURCES NL 2017 Financial Report

Page 17

DIRECTORS’ REPORT

Auditor’s Independence Declaration

A copy of the auditor's independence declaration as required under Section 307C of the Corporations Act 2001 is set out on page 20.

Auditor

BDO continues in office in accordance with section 327 and the Corporation Act 2001 .

This report is made in accordance with a resolution of Directors, pursuant to section 298(2)(a) of the Corporations Act 2001 .

On behalf of the Directors

==> picture [82 x 72] intentionally omitted <==

MATTHEW BRIGGS Managing Director

Dated this 28[th] day of July 2017 Perth, Western Australia

ABM RESOURCES NL 2017 Financial Report

Page 18

CORPORATE GOVERNANCE STATEMENT

In March 2014, the ASX Corporate Governance Council released a third edition of the ASX Corporate Governance Council’s Principles and Recommendations (ASX Principles).

The Group’s Corporate Governance Statement for the year ended 30 June 2017 (which reports against these ASX Principles) may be accessed from the Company’s website at www.abmresources.com.au/corporate/corporate-governance.

ABM RESOURCES NL 2017 Financial Report

Page 19

Tel: +61 8 6382 4600 38 Station Street Fax: +61 8 6382 4601 Subiaco, WA 6008 www.bdo.com.au PO Box 700 West Perth WA 6872 Australia

==> picture [79 x 31] intentionally omitted <==

DECLARATION OF INDEPENDENCE BY WAYNE BASFORD TO THE DIRECTORS OF ABM RESOURCES NL

As lead auditor of ABM Resources NL for the year ended 30 June 2017, I declare that, to the best of my knowledge and belief, there have been:

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

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

This declaration is in respect of ABM Resources NL and the entities it controlled during the period.

==> picture [107 x 83] intentionally omitted <==

Wayne Basford Director

BDO Audit (WA) Pty Ltd

Perth, 28 July 2017

BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation other than for the acts or omissions of financial services licensees

Page 20

ABM RESOURCES NL 2017 Financial Report

FINANCIAL REPORT

The financial statements of ABM Resources NL for the year ended 30 June 2017 were authorised for issue in accordance with a resolution of the Directors on 28 July 2017 and cover the consolidated entity consisting of ABM Resources NL and its subsidiaries as required by the Corporations Act 2001 . Separate financial statements for ABM Resources NL as an individual entity are no longer presented as a consequence of a change to the Corporations Act 2001 . However, limited financial information for ABM Resources NL as an individual entity is included in Note 19.

The financial statements are presented in Australian currency.

ABM Resources NL is a company limited by shares, incorporated and domiciled in Australia whose shares are publicly traded on the Australian Securities Exchange.

The address of the registered office and principal place of business is:

ABM Resources NL Level 1, 141 Broadway NEDLANDS WA 6009

Pages 4 to 10 and page 17 have not been audited.

Through the use of the internet, we have ensured that our corporate reporting is timely and complete. All press releases, financial reports and other information are available on our website: www.abmresources.com.au

ABM RESOURCES NL 2017 Financial Report

Page 21

FINANCIAL REPORT

CONTENTS

	Page
Financial Report
Consolidated Statement of Profit or Loss and Other Comprehensive Income	23
Consolidated Statement of Financial Position	24
Consolidated Statement of Cash Flows	25
Consolidated Statement of Changes in Equity	26
Notes to the Consolidated Financial Statements	27
Directors’ Declaration	47
Independent Auditor’s Report to the Members	48
Additional Information for Public Listed Companies	52

ABM RESOURCES NL 2017 Financial Report

Page 22

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30 JUNE 2017

		Consolidated	Consolidated
	Notes	2017 $	2016 $
Revenue Other income Mining and processing expenses Administrative expenses Employee and Directors benefits expenses Share-based payments Depreciation expenses Other expenses Exploration expenses Impairment of capitalised exploration and evaluation expenditure Impairment of mining assets Impairment of property, plant and equipment Loss before income tax expense Income tax expense Loss for the year Loss attributable to members of ABM Resources NL Other comprehensive income Total other comprehensive income for the year Total comprehensive loss for the year Total comprehensive loss for the year attributable to members of ABM Resources NL Basic loss per share attributable to the ordinary equity holders of the Company Basic loss per share (cents per share) Diluted earnings per share	2 2 2 2 6 3(a) 18 18	180,093 36,149,624 171,538 1,929,742 (698,658) (30,486,144) (809,763) (1,641,213) (1,064,113) (137,613) (28,816) (31,390) (606,204) (2,266,701) (4,143,964) (3,826,194) (12,303) (7,808,521) - (8,555,459) - (4,942,890)
		(7,012,190) (21,616,759) - -
		(7,012,190) (21,616,759)
		(7,012,190) (21,616,759)
		- -
		- -
		(7,012,190) (21,616,759)
		(7,012,190) (21,616,759)
		(1.87) (6.21) n/a n/a

The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.

ABM RESOURCES NL 2017 Financial Report

Page 23

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2017

		Consolidated	Consolidated
	Notes	2017 $	2016 $
ASSETS CURRENT ASSETS Cash and cash equivalents Other receivables Inventories Other current assets TOTAL CURRENT ASSETS NON-CURRENT ASSETS Term deposits Property, plant and equipment Exploration and evaluation expenditure TOTAL NON CURRENT ASSETS TOTAL ASSETS LIABILITIES CURRENT LIABILITIES Trade and other payables Employee benefits TOTAL CURRENT LIABILITIES NON-CURRENT LIABILITIES Employee benefits Provisions TOTAL NON-CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Contributed equity Reserves Accumulated losses TOTAL EQUITY	4 5 5 6 7 8 9 10(a)	5,361,475 23,875 47,919 135,697	10,096,566 1,158,052 361,099 209,877
		5,568,966	11,825,594
		2,533,023 251,802 10,048,751	4,150,674 533,920 10,061,054
		12,833,576	14,745,648
		18,402,542	26,571,242
		539,698 180,274	2,484,212 425,107
		719,972	2,909,319
		56,737 1,755,472	73,685 1,972,192
		1,812,209	2,045,877
		2,532,181	4,955,196
		15,870,361	21,616,046
		166,374,620 166,259,494 3,088,991 2,248,995 (153,593,250) (146,892,443)
		15,870,361 21,616,046

The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.

ABM RESOURCES NL 2017 Financial Report

Page 24

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 30 JUNE 2017

		Consolidated	Consolidated
	Notes	2017 $	2016 $
CASH FLOWS FROM OPERATING ACTIVITIES Receipt from gold and silver sales Other Income Payments to suppliers and employees Interest received R&D uplift refund Payments for exploration Payments for mining and processing Net cash inflow/(outflow) from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property, plant and equipment Payments for mine development Receipt from pre-production revenue Purchase of exploration interests Proceeds from sale of property, plant and equipment Net cash inflow/(outflow) from investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from Employee loan repayments Proceeds from issue of shares Placement / Refund of security deposits (cash-back) Share issue costs Net cash inflow/(outflow) from financing activities Net increase/(decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year	17 4	- 35,908,021 249,348 - (1,749,596) (4,043,990) 175,441 186,908 810,212 1,092,058 (4,134,779) (3,301,824) (1,877,884) (22,344,381)
		(6,527,258) 7,496,792
		(2,500) (47,000) - (18,317,970) - 9,723,591 - (140,000) 29,010 -
		26,510 (8,781,379)
		148,106 - - 1,500,000 1,617,651 (3,695,588) (100) (6,387)
		1,765,657 (2,201,975)
		(4,735,091) (3,486,562) 10,096,566 13,583,128
		5,361,475 10,096,566

The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.

ABM RESOURCES NL 2017 Financial Report

Page 25

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2017

Notes	Contributed Equity $ Share-based Payment Reserve $ Employee Options Reserve $ Retained Earnings $ Total $
Balance at 1 July 2015 Comprehensive income for the year Loss for the year Other comprehensive income Total comprehensive income for the year Transaction with owners in their capacity as owners: Shares issued 9(a) Transaction costs 9(a) Recognition of treasury shares 9(a) Share-based payments 14 Employee shares bought-back 9(a) Transfer of reserve on expired options 10(a) Total transactions with owners Balance at 30 June 2016 Comprehensive income for the year Loss for the year Other comprehensive income Total comprehensive income for the year Transaction with owners in their capacity as owners: Transaction costs 9(a) Recognition of treasury shares 9(a) Share-based payments 14 Employee share loan de-recognition 9(a) Treasury shares sold 9(a) Transfer of expired option reserve 10(a) Total transactions with owners Balance at 30 June 2017
	164,733,001 1,800,000 779,416 (125,743,718) 41,568,699
	- - - (21,616,759) (21,616,759) - - - - -
	- - - (21,616,759) (21,616,759)
	1,500,000 - - - 1,500,000 (6,387) - - - (6,387) 776,784 - - - 776,784 - 137,613 - - 137,613 (743,904) - - - (743,904) - - (468,034) 468,034 -
	1,526,493 137,613 (468,034) 468,034 1,664,106
	166,259,494 1,937,613 311,382 (146,892,443) 21,616,046
	- - - (7,012,190) (7,012,190) - - - - -
	- - - (7,012,190) (7,012,190)
	(100) - - - (100) 516,793 - - - 516,793 - 1,151,378 - - 1,151,378 (549,673) - - - (549,673) 148,106 - - - 148,106 - - (311,382) 311,382 -
	115,126 1,151,378 (311,382) 311,382 1,266,505
	166,374,620 3,088,991 - (153,593,250) 15,870,361

The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.

ABM RESOURCES NL 2017 Financial Report

Page 26

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

CONTENTS OF THE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

		Page
1.	Segment Information	28
2.	Expenses	30
3.	Income Tax Expense	31
4.	Cash and Cash Equivalents	32
5.	Term Deposits and Other Receivables	33
6.	Exploration, Evaluation and Development Expenditure	33
7.	Trade and Other Payables	34
8.	Provisions	34
9.	Contributed Equity	35
10.	Reserves	36
11.	Financial Risk Management	36
12.	Auditors’ Remuneration	39
13.	Contingencies	39
14.	Share-Based Payments	39
15.	Related Party Transactions	41
16.	Subsequent Events	41
17.	Cash Flow Information	42
18.	Loss per Share	42
19.	Parent Entity Information	43
20.	Subsidiaries	44
21.	Company Details	44
22.	Summary of Significant Accounting Policies	44

ABM RESOURCES NL 2017 Financial Report

Page 27

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 1: SEGMENT INFORMATION

The full Board of Directors, who are the chief operating decision makers, previously identified two main reportable segments from the Group’s main activities, being the Mining and Processing segment and Exploration segment. This assessment has been maintained for the current financial year, however commencing 1 July 2017 the mining and processing segment will be removed as mining concluded during April 2016 and the lease for the Coyote plant concluded during July 2016.

Management assesses the performance of the operating segments based on a measure of mining and processing expenditure, and exploration expenditure for each activity. The measure excludes items such as the effects of interest income and corporate expenses as these activities are centralised.

	Mining and Processing $	Exploration $	Total $
30 June 2017 Segment other income Segment loss Total segment loss Inter-segment loss Net segment loss Segment loss includes the following significant items: Depreciation expenses Impairment of capitalised exploration and evaluation expenditure Other expenses Total segment assets 30 June 2016 Segment revenue Segment other income Segment loss Total segment loss Inter-segment loss Net segment loss Segment loss includes the following significant items: Depreciation expenses Impairment of capitalised exploration and evaluation expenditure Impairment of mining assets Impairment of property, plant and equipment Other expenses Total segment assets
	113,047	52,478	165,525
	(585,611) (4,103,789) (4,689,400) - - -
	(585,611) (4,103,789) (4,689,400)
	(34,807) (216,372) (251,179) - (12,303) (12,303) (663,851) (3,927,592) (4,591,443) - 12,824,724 12,824,724
	35,967,611 - 35,967,611
	- 1,902,270 1,902,270
	(5,709,633) (12,035,377) (17,745,010) - - -
	(5,709,633) (12,035,377) (17,745,010)
	(1,435,671) (554,172) (1,989,843) - (7,808,521) (7,808,521) (8,555,459) - (8,555,459) (2,635,641) (2,302,932) (4,938,573) (29,050,473) (3,272,022) (32,322,495) 1,113,095 14,924,386 16,037,481

ABM RESOURCES NL 2017 Financial Report

Page 28

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 1: SEGMENT INFORMATION cont’d

Reconciliation of segment result to Group net loss before tax is provided as follows:

	Consolidated
	2017 $	2016 $
Net segment loss Interest revenue Other income Employee and Directors’ benefits expense Share-based payments Other expenses Net loss before tax from continuing operations	(4,689,400) (17,745,010) 180,093 182,013 6,013 27,471 (809,763) (1,641,213) (1,064,113) (137,613) (635,020) (2,302,407)
	(7,012,190) (21,616,759)

Segment assets reconcile to total assets as follows:

	Consolidated
	2017 $ 2016 $
Segment assets Cash and cash equivalents Other receivables Other current assets Term deposits and other receivables – non-current Property, plant and equipment Total assets as per statement of financial position	12,824,724 16,037,481 5,361,475 10,096,566 21,905 211,313 73,355 75,983 105,086 105,086 15,997 44,813
	18,402,542 26,571,242

Segment revenue reconciles to total revenue as follows:

	Consolidated
	2017 $	2016 $
Segment revenue Interest received Total revenue	- 180,093	35,967,611 182,013
	180,093	36,149,624

ABM RESOURCES NL 2017 Financial Report

Page 29

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 2: EXPENSES

	Consolidated
	2017 $	2016 $
Employee and Directors’ benefits expense Less: Amounts included in mining and processing expenses Amounts included in exploration expenses Amounts capitalised in development Share-based Payment expense Less: Amounts included in exploration expenses Depreciation expense Less: Amounts included in mining and processing expenses Amounts included in exploration expenses Amounts capitalised Exploration expenses: Employee benefit expense Depreciation expense Other exploration expenses	1,906,918 7,770,566 (113,946) (3,792,603) (983,209) (912,982) - (1,423,768)
	809,763 1,641,213
	1,151,378 137,613 (87,265) -
	1,064,113 137,613
	279,995 2,021,232 (34,807) (1,394,117) (216,372) (554,171) - (41,554)
	28,816 31,390
	983,209 912,982 216,372 554,171 2,944,383 2,359,041
	4,143,964 3,826,194

ABM RESOURCES NL 2017 Financial Report

Page 30

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 3: INCOME TAX EXPENSE

	Consolidated
	2017 $	2016 $
a) Income tax expense Current tax - - Deferred tax - - - - b) Reconciliation of income tax expense to prima facie tax payable Loss from continuing operations before income tax expense (7,012,190) (21,616,759) Tax at the Australian tax rate of 27.5% (2016: 30%) (1,928,352) (6,485,028) Tax effect of amounts which are not deductible (taxable) in calculating taxable income: Non-assessable income - (570,681) Share-based payments 316,629 41,284 Other permanent differences 652 10,774 (1,611,071) (7,003,651) Deferred tax assets not brought to account 1,611,071 7,003,651 Income tax expense - - The applicable weighted average effective tax rates 0% 0% The Group made an election to form a tax-consolidated group from 1 July 2003. As a consequence, the transactions between the member entities will be ignored. c) Deferred tax liability Exploration and evaluation expenditure 2,702,680 2,938,816 Temporary difference 53,768 414,804 2,756,448 3,353,620 Off-set of deferred tax assets (2,756,448) (3,353,620) Net deferred tax liability recognised - - d) Unrecognised deferred tax assets arising on timing Tax losses 37,375,508 38,290,156 Temporary differences 2,164,977 3,325,259 Expenses taken into equity 172,106 296,527 39,712,591 41,911,942 Off-set of deferred tax liabilities (2,756,448) (3,353,620) Net deferred tax assets not brought to account 36,956,143 38,558,322	- -	- -
	-	-
	(7,012,190) (21,616,759)
	(1,928,352) (6,485,028) - (570,681) 316,629 41,284 652 10,774
	(1,611,071) (7,003,651) 1,611,071 7,003,651
	- -
	2,756,448 3,353,620 (2,756,448) (3,353,620)
	- -
	37,375,508 38,290,156 2,164,977 3,325,259 172,106 296,527
	39,712,591 41,911,942 (2,756,448) (3,353,620)
	36,956,143 38,558,322

No deferred tax assets have been recognised as it is not probable that future tax profits will be available to offset these balances.

ABM RESOURCES NL 2017 Financial Report

Page 31

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 3: INCOME TAX EXPENSE cont’d

Accounting Policy

Income taxes

Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements.

Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the reporting date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred tax assets are not brought to account unless realisation of the asset is probable. Deferred tax assets in relation to tax losses are not brought to account unless it is probable that the benefit will be utilised.

Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Current and deferred tax is recognised in profit and loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

Tax consolidation legislation

ABM Resources NL and its wholly-owned Australian controlled entities have implemented the tax consolidation legislation. The Parent Entity, ABM Resources NL, and the controlled entities in the tax consolidated group account for their own current and deferred tax amounts. These tax amounts are measured as if each entity in the tax consolidated group continues to be a standalone taxpayer in its own right.

Accounting estimates and judgements

Income taxes

The Group is subject to income taxes in Australia. There are many transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determination is uncertain. The Group estimates its tax liabilities based on the Group’s understanding of the tax law. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred tax provisions in the period in which such determination is made.

NOTE 4: CASH AND CASH EQUIVALENTS

	Consolidated	Consolidated
	2017 $	2016 $
Cash at bank and in hand Short-term bank deposits	1,332,185 4,029,290	8,818,026 1,278,540
	5,361,475	10,096,566

For cash flow statement presentation purposes, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of six months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

ABM RESOURCES NL 2017 Financial Report

Page 32

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 5: TERM DEPOSITS AND OTHER RECEIVABLES

	Consolidated
	2017 $	2016 $
CURRENT R&D uplift refund Other receivables (Note 5(a)) NON-CURRENT Bonds term deposit	- 23,875	810,212 347,840
	23,875	1,158,052
	2,533,023	4,150,674
	2,533,023	4,150,674

(a) Other receivables

These amounts generally arise from transactions outside the usual operating activities of the Group, and do not contain any past due assets that are not impaired.

NOTE 6: EXPLORATION, EVALUATION AND DEVELOPMENT EXPENDITURE

	Consolidated
	2017 $ 2016 $
Carrying amount at the beginning of reporting period Exploration interest acquired Transfer from mine properties in production Less: Impairment expense Carrying amount at the end of reporting period	10,061,054 15,896,213 - 140,000 - 1,833,362 (12,303) (7,808,521)
	10,048,751 10,061,054

Accounting Policy

Acquired exploration and evaluation assets are carried at acquisition value less any subsequent impairment.

All exploration and evaluation expenditure, subsequent to initial acquisition, is expensed until the Directors conclude that the technical feasibility and commercial viability of extracting a Mineral Resource are demonstrable and that future economic benefits are probable. In making this determination, the Directors consider the extent of exploration, the proximity to existing mine or development properties as well as the degree of confidence in the mineral resource.

No amortisation is charged during the exploration and evaluation phase. Amortisation is charged upon commencement of commercial production. Exploration and evaluation assets are tested for impairment triggers annually and if there is an indicator of impairment under AASB 6, the area of interest is tested for impairment under AASB 136. Upon establishment of commercially viable mineral resources, exploration and evaluation assets are tested for impairment.

Accounting estimates and judgements

The Company undertook an assessment for impairment triggers of its exploration assets. Some non-core tenements were partially surrendered and accordingly impaired. Following this assessment, the Company recognised an impairment charge to exploration and evaluation expenditure totalling $12,303 (2016: 7,808,521).

ABM RESOURCES NL 2017 Financial Report

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 7: TRADE AND OTHER PAYABLES

	Consolidated
	2017 $	2016 $
CURRENT LIABILITIES (Unsecured) Trade payables Sundry payables and accrued expenses	376,793 162,905	863,293 1,620,919
	539,698	2,484,212

Information about the Group’s exposure to liquidity risk is provided in Note 11.

Accounting Policy

These amounts represent liabilities for goods and services provided to the Group prior to the end of financial year which are unpaid. Trade and other payables are recognised initially at fair value and subsequently at amortised cost.

NOTE 8: PROVISIONS

	Consolidated	Consolidated
	2017 $	2016 $
NON-CURRENT Exploration and mine restoration	1,755,472	1,972,192
	1,755,472	1,972,192

Movement in provisions

Movement in provisions during the current financial year, other than employee benefits, are set out below:

	Consolidated
	2017 $	2016 $
Opening balance Additional provisions Amounts expensed Amounts reversed Closing balance	1,972,192 3,266,596 8,113 - - (725,000) (224,833) (569,404)
	1,755,472 1,972,192

Accounting Policy

Long-term environmental obligations are based on the Group's environmental management plans, in compliance with current environmental and regulatory requirements. Full provision is made based on the value of the estimated cost of restoring the environmental disturbance that has occurred up to the reporting date. The restoration provision relates to exploration, evaluation and development expenditure and rehabilitation relating to the mining lease.

The estimated costs of rehabilitation are reviewed annually and adjusted as appropriate for changes in legislation, technology or other circumstances. Cost estimates are not reduced by the potential proceeds from the sale of assets.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 8: PROVISIONS cont’d

Accounting estimates and judgements

Rehabilitation obligation

The Group estimates the future rehabilitation costs of the site and exploration locations taking into consideration facts and circumstances available at statement of financial position date. A provision has been recognised for the cost to be incurred for the restoration of mine and exploration sites based on the estimated cost. The estimated cost is determined to be the equivalent to the bonds provided to the relevant government departments, reduced by restoration work completed and then increased by a correction factor. The bonds provided are calculated by the government by allocating rehabilitation cost to activities proposed in a mine management plan submitted to the department. Restoration work is completed on an ongoing basis.

NOTE 9: CONTRIBUTED EQUITY

(a) Ordinary Shares

Details	Date	Number of Shares	Issue Price $	Value $
Opening balance Employee shares buy-back Share placement Employee shares buy-back Recognition of treasury shares Transaction costs relating to share issues Closing balance Employee share loan de-recognition1) Treasury shares sold1) Recognition of treasury shares1) Transaction costs relating to share issues Closing balance	1 July 2015 19 November 2015 5 May 2016 10 June 2016 30 June 2015 6 June 2017 6 June 2017 6 June 2017	343,287,553 (333,067) 0.3600 33,936,651 0.0442 (1,733,334) 0.3600 375,157,803 375,157,803		164,733,001 (119,904) 1,500,000 (624,000) 776,784 (6,387)
				166,259,494
				(549,673) 148,106 516,793 (100)
				166,374,620

• 1) The treasury shares relating to Director and employee non-recourse share loans have been derecognised to take into account the expiry of the outstanding share loans during the year. The total number of treasury shares as at 30 June 2017 was nil (2016: 1,526,866). An amount of $148,106 (2016: nil) in relation to the Directors and employees share loans has been received following a sale of the shares on behalf of the employees in satisfaction of their share loans. The remainder of the non-recourse loans was derecognised. There are no balances remaining.

Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the Company does not have a limited amount of authorised capital.

(b) Options

The number of unlisted options of the Company as at 30 June 2017 is 23 Million (2016: nil). For further details refer to Note 14.

Accounting Policy

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. Incremental costs directly attributable to the issue of new shares or options for the acquisition of a business are not included in the cost of the acquisition as part of the purchase consideration.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 9: CONTRIBUTED EQUITY cont’d

If the entity reacquires its own equity instruments, for example as the result of a share buy-back, those instruments are deducted from equity and the associated shares are cancelled. No gain or loss is recognised in the profit or loss and the consideration paid including any directly attributable incremental costs (net of income taxes) is recognised directly in equity.

NOTE 10: RESERVES

(a) Reserves

	Consolidated	Consolidated
	2017 $	2016 $
Share-based payment reserve Employee options reserve	3,088,991 -	1,937,613 311,382
	3,088,991	2,248,995

Movements in reserves

	Share-based payment $ Employee options $
Balance at 1 July 2015 Share-based payments expense Transfer of reserve to retained earnings Balance at 30 June 2016 Share-based payments expense Transfer of reserve to retained earnings Balance at 30 June 2017	1,800,000 779,416 137,613 - - (468,034)
	1,937,613 311,382
	1,151,378 - - (311,382)
	3,088,991 -

(b) Nature and purpose of Share-based payment reserve

The share-based payment reserve is used to recognise the fair value of options issued as consideration for services provided.

NOTE 11: FINANCIAL RISK MANAGEMENT

The Group’s activities expose it to a variety of financial risks: market risk (including interest rate risk), credit risk and liquidity risk. The Group’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group.

The Board of Directors has overall responsibility for the establishment and oversight of the risk management framework. Risk management is addressed within an evaluative process at Board meetings.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 11: FINANCIAL RISK MANAGEMENT cont’d

Accounting estimates

Market Risk - Interest rate risk

Interest rate risk for the Group is considered to be minimal. The Group had no interest attracting debts at 30 June 2017 and assets are managed with a mixture of short term and at call investments. All other receivables are non-interest bearing.

The Group’s exposure to interest rate risk, which is the risk that a financial instrument’s value will fluctuate as a result of changes in market interest rates and the effective weighted average interest rates on classes of financial assets and financial liabilities, is as follows:

Weighted Average Effective Interest Rate %	Floating Interest Rate $	Fixed Interest Rate Maturing Non-Interest Bearing $ Total $ < 1 year $ 1 - 5 year $ > 5 years $
30 June 2017 Financial Assets: Cash and bonds 1.88% Receivables Total financial assets Financial Liabilities: Payables Total financial liabilities 30 June 2016 Financial Assets: Cash and bonds 2.38% Receivables Total financial assets Financial Liabilities: Payables Total financial liabilities	1,332,185 -	4,029,290 - - - 5,361,475 - - - 23,875 23,875
	1,332,185	4,029,290 - - 23,875 5,385,350
	-	- - - 539,698 539,698
	-	- - - 539,698 539,698
	8,818,026 -	1,278,540 - - - 10,096,566 - - - 1,158,052 1,158,052
	8,818,026	1,278,540 - - 1,158,052 11,254,618
	-	- - - 2,484,212 2,484,212
	-	- - - 2,484,212 2,484,212

The Group’s exposure to interest rate risk relates primarily to the Group’s cash and cash equivalents as detailed in the above table. A sensitivity analysis has been determined based on the exposure to interest rates at reporting date with the stipulated change taking place at the beginning of the financial year and held constant throughout the reporting period. A 100 basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the possible change in interest rates.

Based on the financial instruments held at 30 June 2017, should the interest rate weaken/strengthen by 100 basis points against the effective interest rate with all other variables held constant, post-tax loss for the year would have been $53,615 higher/$53,615 lower (2016: $100,966 higher/$100,966 lower).

Credit Risk

Credit risk is managed on a Group basis. Credit risk is a risk of financial loss if the Group’s counterparties are failing to discharge their obligation in respect to the Group’s financial instruments held in those counterparties. Credit risk mainly arises from cash, cash equivalents, deposits with banks and receivables. The Group deposits its fund only with prudent banks with the minimum

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 11: FINANCIAL RISK MANAGEMENT cont’d

rating of “A”, and the management believes they are fully recoverable from the banks when due. There are no receivables past due but not impaired.

Loans to employees and Directors relate to an at arm’s length transaction whereby the employees and Directors purchased shares at market price and were granted a loan as per the Employee Loan Scheme which forms part of the Company’s Employee Share Plan. All loans to employees and Directors have been fully discharged as at 30 June 2017.

Credit risk further arises in relation to financial guarantees given to certain parties (see Note 13 for details). The maximum exposure to credit risk at the reporting date is the carrying amount of the financial assets as summarised in the table below.

	Consolidated	Consolidated
	2017 $	2016 $
Cash at bank Bonds term deposit Receivables Bank guarantees	5,361,475 2,533,023 23,875 2,533,023	10,096,566 4,150,674 1,158,052 4,212,915

Liquidity Risk

The Group has prudent liquidity risk management which includes maintaining sufficient funds to meet operational and exploration expenditure when they are due for payment, and the availability of funding through an adequate amount of a committed fund sources. The Group and Parent Entity manage liquidity risk by continuously monitoring forecasts and actual cash flows.

The Directors of the Group place high importance on capital raising strategies and investor relations. Strategies pursued include road shows, company presentation to fund managers and sophisticated investors and consideration of strategic partnerships.

Maturities of financial liabilities

The tables below analyse the Group’s and the Parent Entity’s financial liabilities into relevant maturity periods based on the remaining period at balance date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

	< 6 months $ 6 - 12 months $ 1 - 2 years $ 2 - 5 years $ > 5 years $ Total Contractual Cash Flows $ Carrying Amount $
30 June 2017 Non-derivatives Non-interest bearing Interest bearing Total non- derivatives 30 June 2016 Non-derivatives Non-interest bearing Interest bearing Total non- derivatives	539,698 - - - - 539,698 539,698 - - - - - - -
	539,698 - - - - 539,698 539,698
	2,484,212 - - - - 2,484,212 2,484,212 - - - - - - -
	2,484,212 - - - - 2,484,212 2,484,212

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 12: AUDITORS’ REMUNERATION

	Consolidated
	2017 $	2016 $
a) Audit services BDO Total remuneration of audit services b) Non-audit services BDO – Tax compliance services Total remuneration of non-audit services	36,719	41,768
	36,719	41,768
	27,781	48,083
	27,781	48,083

NOTE 13: CONTINGENCIES

Environmental

The Group provides for all known environmental liabilities. While the Directors believe that, based upon current information, its current provisions for the environmental rehabilitation are adequate, there can be no assurance that material new provisions will not be required as a result of new information or regulatory requirements with respect to known sites or identification of new remedial obligations at other sites.

Bank guarantees totalling $2,427,937 (2016: $4,045,588) have been provided. Term deposits of $2,427,937 (2016: $4,045,588) secure these guarantees. Per Note 8 a restoration provision of $1,755,472 (2016: $1,972,192) has been recognised for all known required restoration costs.

NOTE 14: SHARE-BASED PAYMENTS

During the financial year ended 30 June 2016, the Group granted 7 Million options as an equity incentive to Mr T McKeith (NonExecutive Chairman), which were approved by shareholders at the Company’s Annual General Meeting in November 2016. The term of the options is 4 years from 27 June 2016, with an exercise price of $0.095 calculated at a premium of 45% to the 5 day VWAP of ABM’s share price on the day immediately prior to the date of signing the letter of appointment.

Tommy McKeith	Tranche 1	Tranche 2	Tranche 3
Number of options to be granted Number of options vested Fair value at grant date Exercise price Price at agreement date Grant date Exercise period Vesting date (subject to option issue) Expected price volatility of options Risk free interest rate	3,000,000 3,000,000 $0.066 $0.095 $0.066 3 November 2016 48 months 3 November 2016 110% 1.64%	2,000,000 2,000,000 $0.066 $0.095 $0.066 3 November 2016 48 months 27 June 2017 110% 1.64%	2,000,000 Nil $0.066 $0.095 $0.066 3 November 2016 48 months 27 June 2018 110% 1.64%

The vesting of the above Tranche 2 and Tranche 3 options is subject to continuing service conditions. The options were issued on 3 November 2016.

During the financial-year ended 30 June 2017, the Group granted 11 Million options as an equity incentive to Mr M Briggs (Managing Director), which were shareholder approved at the Company’s Annual General Meeting in November 2016. The term

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 14: SHARE-BASED PAYMENTS cont’d

of the options is 4 years from 23 August 2016 with an exercise price to be calculated at a premium of 45% to the 5 day VWAP of ABM’s share price on:

• the day immediately prior to the date of signing the letter of appointment for Tranche 1 and

• the day immediately prior to the date the options vest for Tranche 2 and Tranche 3.

Matthew Briggs	Tranche 1		Tranche 2		Tranche 3
Number of options to be granted	5,000,000		3,000,000		3,000,000
Number of options vested	5,000,000			Nil		Nil
Fair value at grant date		$0.063		$0.060		$0.060
Exercise price		$0.090		$0.111		$0.112
Price at agreement date		$0.062		$0.062		$0.062
Grant date	3 November 2016		3 November 2016		3 November 2016
Exercise period	48	months	48	months	48	months
Vesting date (subject to option issue)	3 November 2016		23 August 2017		23 August 2018
Expected price volatility of options		110%		110%		110%
Risk free interest rate		1.69%		1.69%		1.69%

The vesting of the above Tranche 2 and Tranche 3 options is subject to continuing service conditions. The options were issued on 3 November 2016.

During the financial year ended 30 June 2017, the Group agreed to grant 1.5 Million options each to Ms S Corlett and Mr B Smith (Non-Executive Directors) which will be subject to shareholder approval at the next general meeting and are issued under the terms and conditions of the ABM Option Plan. The Group also issued 1 Million options as an equity incentive to Ms J Zimmermann (Company Secretary) under the ABM Option Plan. The term of the options is 4 years from 11 August 2016, with an exercise price of $0.109 calculated at a premium of 45% to the 5 day VWAP of ABM’s share price on the date of acceptance. The options will be issued in one Tranche.

	S Corlett		B Smith	J Zimmermann
Number of options to be granted	1,500,000		1,500,000	1,000,000
Number of options vested		Nil	Nil	1,000,000
Fair value at agreement date		$0.076	$0.076	N/A
Fair value at grant date		N/A	N/A	$0.073
Exercise price		$0.133	$0.133	$0.109
Price at agreement date		$0.092	$0.092	$0.073
Grant date	Next general meeting		Next general meeting	3 November 2016
Exercise period	48	months	48 months	48 months
Vesting date (subject to option issue)	Next general meeting		Next general meeting	3 November 2016
Expected price volatility of options		110%	110%	110%
Risk free interest rate		2.07%	2.07%	1.52%

During the financial-year ended 30 June 2017, the Group granted 2 Million options as an equity incentive to Mr N Jones (Exploration Manager). The term of the options is 4 years from 20 March 2017, with an exercise price to be calculated at a premium of 45% to the 5 day VWAP of ABM’s share price on:

• the date of commencement of employment for Tranche 1 and

• the day immediately prior to the date the options vest for Tranche 2 and Tranche 3.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 14: SHARE-BASED PAYMENTS cont’d

Neil Jones	Tranche 1	Tranche 2	Tranche 3
Number of options to be granted Number of options vested Fair value at grant date Exercise price Price at agreement date Grant date Exercise period Vesting date (subject to option issue) Expected price volatility of options Risk free interest rate	1,000,000 1,000,000 $0.073 $0.153 $0.106 20 March 2017 48 months 20 March 2017 110% 1.69%	500,000 Nil $0.071 $0.173 $0.106 20 March 2017 48 months 20 March 2018 110% 1.69%	500,000 Nil $0.069 $0.193 $0.106 20 March 2017 48 months 20 March 2019 110% 1.69%

The vesting of the above Tranche 2 and Tranche 3 options is subject to continuing service conditions. The options were issued on 20 March 2017.

Share-based payments expense reconciliation

	Consolidated
	2017 $	2016 $
Share-based payments expense: Options	1,151,378	137,613
	1,151,378	137,613

NOTE 15: RELATED PARTY TRANSACTIONS

Transactions between related parties occur on normal commercial terms and conditions and are no more favourable than those available to other parties unless otherwise stated. During the year loan transactions occurred between the Parent Entity and its wholly owned subsidiaries. The details of transactions with related parties of key management personnel are set out in page 16 of the Remuneration Report (Other transactions with Directors and other key management personnel).

NOTE 16: SUBSEQUENT 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.

ABM RESOURCES NL 2017 Financial Report

Page 41

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 17: CASH FLOW INFORMATION

	Consolidated
	2017 $	2016 $
Reconciliation of Cash Flow from Operations with Loss after Income Tax Loss after income tax Non cash investing and financing activities Depreciation Gain/(loss) on disposal of property, plant and equipment (net) Purchase of exploration interest Impairment of capitalised exploration expenditures Impairment of mining assets Impairment of property, plant and equipment Interest income Share-based payments Changes in assets and liabilities (Increase)/decrease in term deposits and other receivables (increase)/decrease in inventories (increase)/decrease in other assets (Decrease)/increase in trade and other payables and accruals (Decrease)/increase in employee entitlements (Decrease)/increase in provisions Cash flow/(outflow) from operations	(7,012,190) (21,616,759) 279,995 1,979,678 (24,387) - 6,000 - 12,303 7,808,521 - 8,555,459 - 4,942,890 - 4,895 1,151,378 137,613 1,134,176 (61,837) 313,180 - 41,301 - (1,944,513) 7,364,602 (261,781) (323,866) (216,720) (1,294,404)
	(6,521,258) 7,496,792

NOTE 18: LOSS PER SHARE
	Consolidated
	2017 $	2016 $
a) Basic loss per share Basic loss per share attributable to the ordinary equity holders of the Company b) Reconciliation of loss used in calculated loss per share Loss attributable to owners of ABM Resources NL used to calculate basic loss per share – Loss from continuing operations c) Weighted average number of shares used as denominator Weighted average number of ordinary shares used as the denominator in calculating basic earnings per share	(1.87) (6.21)
	(7,012,190) (21,616,759)
	(7,012,190) (21,616,759)
	375,157,803 348,181,484

The Group made a loss, therefore the diluted EPS is not shown as it is not dilutive.

ABM RESOURCES NL 2017 Financial Report

Page 42

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 18: LOSS PER SHARE cont’d

Accounting Policy

Basic earnings/(loss) per share is calculated by dividing the profit attributable to equity holders 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.

NOTE 19: PARENT ENTITY INFORMATION

The following information relates to the Parent Entity ABM Resources NL. The information presented has been prepared using accounting policies that are consistent with those presented in Note 22.

	Consolidated
	2017 $ 2016 $
Current assets Non-current assets Total assets Current liabilities Non-current liabilities Total liabilities Net assets Contributed equity Reserves Accumulated losses Total equity Profit/(loss) for the year Other comprehensive income/(loss) for the year Total comprehensive income/(loss)	5,568,965 11,825,593 12,833,577 14,745,648
	18,402,542 26,571,241
	719,972 2,909,318 1,812,209 2,045,877
	2,532,181 4,955,195
	15,870,361 21,616,046
	166,226,514 166,259,494 3,088,991 2,248,995 (153,445,144) (146,892,443)
	15,870,361 21,616,046
	(7,012,190) (21,616,759) -
	(7,012,190) (21,616,759)

ABM RESOURCES NL 2017 Financial Report

Page 43

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 20: SUBSIDIARIES

The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with ABM’s accounting policies:

			Equity	Holding	Investment
			2017	2016	2017	2016
			%	%	$	$
Parent Entity ABM Resources NL Controlled entities Rare Resources NL Australian Tenement Holdings Pty Ltd	Australia Australia Australia	Ordinary Ordinary Ordinary	- 100 100	- 100 100	- - -	- - -
					-	-

NOTE 21: COMPANY DETAILS

The registered office of the Group and principal place of business is:

ABM Resources NL Level 1, 141 Broadway NEDLANDS WA 6009

NOTE 22: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - not reported elsewhere

(a) Basis of Preparation

These general purpose financial statements have been prepared in accordance with Australian Accounting Standards, other authoritative pronouncements of the Australian Accounting Standards Board, Australian Accounting Interpretations and the Corporations Act 2001 . ABM Resources NL is a for-profit entity domiciled in Australia for the purpose of preparing the financial statements. The principal accounting policies not reported elsewhere and adopted in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Compliance with IFRS

The financial statement of ABM Resources NL also complies with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

Historical cost convention

These financial statements have been prepared under the historical cost convention.

Critical accounting estimates

The preparation of financial statements in conformity with International Financial Reporting Standards as adopted in Australia requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the economic entity’s accounting policies. Refer to Note 3 (Income Tax Expense), Note 6 (Exploration, Evaluation and Development Expenditure) and Note 8 (Provisions).

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 22: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES cont’d

Financial statement presentation

In accordance to the Corporations Act 2001 , there are no separate financial statements for ABM Resources NL as an individual entity presented. However, limited financial information for ABM Resources NL as an individual entity’s is included in Note 19.

Going concern

The financial statements have been prepared on the going concern basis of accounting which assumes that the Group will be able to meet its commitments, complete rehabilitation, realise its assets and discharge its liabilities in the ordinary course of business.

The Group has approved a budget that contemplates an equity raising during the next financial year to fund an extensive exploration program in excess of its current cash reserves. However, the Group has the ability to defer exploration expenditure or divest assets in the event that the terms of an equity raising are not considered suitable to the Group.

(b) Principles of Consolidation

Subsidiaries

The consolidated financial statements incorporate the assets and liabilities of all controlled entities of ABM Resources NL as at 30 June 2017 and the results of all controlled entities for the year then ended.

Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases. The acquisition method of accounting is used to account for the acquisition of subsidiaries by the Group.

Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.

(c) New Accounting Standards for Application in Future Periods

Accounting Standards issued by the AASB that are not yet mandatorily applicable to the Group, together with an assessment of the potential impact of such pronouncements on the Group when adopted in future periods, are discussed below:

			Application		Application
			Date of	Impact on the Group	Date for the
Reference	Title	Nature of Change	Standard	Financial Statements	Group
AASB 9	Financial	The Standard will be applicable	Annual	Adoption of AASB 9 is	1 July 2018
	Instruments	retrospectively (subject to the	reporting	only mandatory for the
	and associated	provisions on hedge accounting	periods	year ending 30 June
	Amending	outlined below) and includes revised	beginning on	2019. The Directors
	Standards	requirements for the classification and	or after 1	anticipate that the
		measurement of financial instruments,	January 2018	adoption of AASB 9
		revised recognition and de-recognition		may only have a
		requirements for financial instruments		minimal impact on the
		and simplified requirements for hedge		Group’s financial
		accounting.		instruments, in
				particular as the Group
				does not undertake
				any hedging activity at
				this stage.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017

NOTE 22: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES cont’d

			Application		Application
			Date of	Impact on the Group	Date for the
Reference	Title	Nature of Change	Standard	Financial Statements	Group
AASB 15	Revenue from	When effective, this Standard will	Annual	The Directors don’t	1 July 2018
	Contracts with	replace the current accounting	reporting	anticipate that the
	Customers	requirements applicable to revenue	periods	adoption of AASB 15
		with a single, principles-based model.	beginning on	will have an impact, or
		Apart from a limited number of	or after 1	only a minimal impact,
		exceptions, including leases, the new	January 2018	on the Group's
		revenue model in AASB 15 will apply to		financial statements as
		all contracts with customers as well as		the Group does not
		non-monetary exchanges between		derive revenue from
		entities in the same line of business to		Contracts with
		facilitate sales to customers and		Customers.
		potential customers.
AASB 16	Leases	When effective, this Standard will	Annual	Although the Directors	1 July 2018
		replace the current accounting	reporting	anticipate that the
		requirements applicable to leases in	periods	adoption of AASB 16
		AASB 117:_Leases_and related	beginning on	will impact the Group's
		Interpretations. AASB 16 introduces a	or after 1	financial statements, it
		single lessee accounting model that	January 2018	is anticipated that the
		eliminates the requirement for leases		impact will not be
		to be classified as operating or finance		material as the Group
		leases.		does not have material
				leases. Leases that
				may be affected by the
				new standard are the
				lease of the premises
				in Nedlands, a
				photocopier lease and
				the lease of fuel tanks
				on ML29822. The full
				impact is yet to be
				determined.

ABM RESOURCES NL 2017 Financial Report

Page 46

DIRECTORS’ DECLARATION

The Directors of the Group declare that:

1. the consolidated financial statements, comprising the Consolidated Statement of Profit or Loss and Other Comprehensive Income, Consolidated Statement of Financial Position, Consolidated Statement of Cash Flows, Consolidated Statement of Changes in Equity, and accompanying notes, as set out on pages 21 to 46 are in accordance with the Corporations Act 2001 , and:

2. (a) comply with Accounting Standards and the Corporations Regulations 2001; and

3. (b) give a true and fair view of the financial position as at 30 June 2017 and of the performance for the year ended on that date of the Group;

4. the Managing Director and the Chief Financial Officer of the Group have each declared as required by Section 295A that:

5. (a) the financial records of the Group for the financial year have been properly maintained in accordance with Section 286 of the Corporations Act 2001 ;

6. (b) the financial statements and notes for the financial year comply with the Accounting Standards; and

7. (c) the financial statements and notes for the financial year give a true and fair view.

8. in the Directors’ opinion there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable.

9. The Group has included in the notes to the financial statements an explicit and unreserved statement of compliance with International Financial Reporting Standards.

This declaration is made in accordance with a resolution of the Board of Directors.

Dated this 28[th] day of July 2017

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MATTHEW BRIGGS Managing Director

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38 Station Street Subiaco, WA 6008 PO Box 700 West Perth WA 6872 Australia

Tel: +61 8 6382 4600 Fax: +61 8 6382 4601 www.bdo.com.au

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INDEPENDENT AUDITOR'S REPORT

To the members of ABM Resources NL

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of ABM Resources NL (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2017, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial report, 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:

• (i) Giving a true and fair view of the Group’s financial position as at 30 June 2017 and of its financial performance for the year ended on that date; and

• (ii) 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 Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (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 confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation other than for the acts or omissions of financial services licensees

ABM RESOURCES NL 2017 Financial Report Page 48

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Carrying Value of Exploration and Evaluation Assets

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

Key audit matter How the matter was addressed in our audit
----- End of picture text -----

At 30 June 2017 the carrying value of capitalised	We have critically evaluated management’s	We have critically evaluated management’s
Exploration and Evaluation Assets was	assessment of each impairment trigger per AASB
$10,048,751 (2016: $10,061,054) as disclosed in	6 Exploration and Evaluation of Mineral
Note 6. The Groups accounting policy with	Resources, including but not limited to:
respect to Exploration and Evaluation assets is disclosed in Note 6.	Ø	Obtaining from management a schedule of areas of interest held by the Group
The carrying value of exploration and evaluation		and selected a sample of leases and
expenditures represents a significant asset of the		concessions and assessed as to whether
company and judgment is applied in considering		the Group had rights to tenure over the
whether facts and circumstances indicate that		relevant exploration areas by obtaining
the exploration expenditure should be tested for		supporting documentation such as third
impairment. As a result, the asset was required		party confirmations;
to be assessed for impairment indicators in accordance with AASB 6_Exploration for and_ Evaluation of Mineral Resources.	Ø	held discussions with management with respect to the status of ongoing exploration programmes in the
		respective areas of interest;
	Ø	considered whether any areas of interest
		had reached a stage where a reasonable
		assessment of economically recoverable
		reserves existed; and
	Ø	considered whether there are any other
		facts or circumstances that existed to
		indicate impairment testing was
		required.
	We have also assessed the adequacy of the
	related	disclosures in Note 6 to the financial
	statements.

Other information

The directors are responsible for the other information. The other information comprises the unaudited information contained in the Directors’ report for the year ended 30 June 2017, but does not include the financial report and our auditor’s report thereon, which we obtained prior to the date of this auditor’s report, and the annual report, which is expected to be made available to us after that date.

Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon.

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In connection with our audit of the financial report, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed on the other information that we obtained prior to the date of this auditor’s report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

When we read the annual report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to the directors and will request that it is corrected. If it is not corrected, we will seek to have the matter appropriately brought to the attention of users for whom our report is prepared.

Responsibilities of the directors for the Financial Report

The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

In preparing the financial report, the directors are responsible for assessing the ability of the group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or has 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.

A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at:

http://www.auasb.gov.au/auditors_responsibilities/ar1.pdf

This description forms part of our auditor’s report.

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Report on the Remuneration Report

Opinion on the Remuneration Report

We have audited the Remuneration Report included in pages 11 to 16 of the Directors’ report for the year ended 30 June 2017.

In our opinion, the Remuneration Report of ABM Resources NL, for the year ended 30 June 2017, 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.

BDO Audit (WA) Pty Ltd

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Wayne Basford Director

Perth, 28 July 2017

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ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES

Additional information required by the Australian Securities Exchange Limited and not shown elsewhere in this report is set out below. The information was prepared based on share registry information processed up to 21 July 2017.

1. Shareholdings

(a) Distribution of shareholders

Size of holding category (number of shares held)	Number of Holders Ordinary Shares
1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 and over	695 1,217 625 1,152 332
	4,021

(b) The number of shareholders holding less than a marketable parcel

The number of shareholders holding less than a marketable parcel is nil.

(c) The names of the substantial shareholders

The name of the substantial shareholders listed in the holding Company’s register are:

Shareholders	Number of Ordinary Shares	% Held of Issued Ordinary Capital
Pacific Road Capital Management Pty Ltd APAC Resources Limited & Allied Properties Investments (1) Company Limited Independence Group NL Craton Capital Precious Metal Fund	68,080,809 50,872,914 33,936,651 20,000,000	18.15 13.56 9.05 5.33

(d) Voting rights

The voting rights attached to each class of equity security are as follows:

Ordinary shares

Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a meeting or by proxy has one vote on a show of hands.

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ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES

1. Shareholdings cont’d

(e) 20 largest shareholders – Ordinary shares

Name	Number of Ordinary Fully Paid Shares Held	% Held of Issued Ordinary Capital
1. Pacific Road Capital Management Pty Ltd 2. National Nominees Pty Ltd 3. Independence Group NL 4. JP Morgan Nominees Australia Ltd 5. Citicorp Nom PL 6. Ochre Group Holdings Ltd 7. Merrill Lynch Aust Nom PL 8. Wylie Stephen Robert 9. Perth Select Seafoods PL 10. HSBC Custody Nominee Australia Ltd 11. Southern Cross Cap PL 12. Halkin PL 13. Jemaya PL 14. Quito SF PL 15. Freshwater Res PL 16. Rexfam Trading Pty Ltd 17. Maiolo Vincent Andrew 18. McKeith Thomas David 19. Danovea PL 20. Muscon PL	68,080,809 51,122,381 33,936,651 24,801,780 9,035,117 8,843,418 5,815,241 5,044,335 4,633,334 4,264,727 2,820,000 2,300,000 2,300,000 2,000,000 2,000,000 1,777,597 1,750,000 1,476,869 1,372,809 1,333,334	18.15 13.63 9.05 6.61 2.41 2.36 1.55 1.34 1.24 1.14 0.75 0.61 0.61 0.53 0.53 0.47 0.47 0.39 0.37 0.36
	234,708,402	62.57

2. Company Secretary

The name of the Company Secretary is Ms Jutta Zimmermann.

3. Registered and Principal Place of Business

ABM Resources NL Level 1, 141 Broadway NEDLANDS WA 6009 Phone: +61 8 9423 9777 Fax: +61 8 9423 9733

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ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES

4. Register of Securities

Registers of securities are held at the following address:

Security Transfer Registrars Pty Ltd 770 Canning Highway APPLECROSS WA 6153

5. Stock Exchange Listing

Quotation has been granted for all the ordinary shares of the Company on all Member Exchanges of the Australian Securities Exchange Limited.

6. Unquoted Securities

The Company has no unquoted securities.

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