DIRECTORS’ REPORT
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Paringa Resources Limited ANNUAL REPORT 2019
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1
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• |
Paringa achieved its maiden coal shipment from its Poplar Grove river dock in April, 2019.
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• |
Paringa delivered total coal shipments of 26.3 thousand tons (“Kt”) during the June quarter for gross sales of approximately US$1.1 million as shipments steadily increased with mine ramp-up.
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• |
Paringa maintains a strong forward sales book with ~100% of 2019, ~75% of 2020 and ~50% of the next 5 year’s production pre-sold with leading regional power utilities.
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• |
Paringa aims to be a highly valued supplier of coal to local utilities and expects to continue to build an excellent long term, low risk sales book.
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• |
Paringa commenced mining operations at the Poplar Grove Mine in March 2019 using company operated equipment, with Paringa’s first mining unit (“Unit 1”) comprising two continuous mining machines (“CMs”).
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• |
Paringa’s second mining unit (“Unit 2”) commenced operations in July 2019, taking the total number of CMs in operation to four and significantly increasing the quantity of coal mined per shift.
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• |
Paringa activated the split ventilation system, allowing concurrent operation of both CMs in both Unit 1 and Unit 2, and has received regulatory approval for an extended cut plan for Unit 1.
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• |
Mining productivity is ramping-up, and Paringa expects to be free cash flow positive in February 2020 on a 2-mining unit basis.
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• |
Operations at the coal handling and preparation plant (“CHPP”) continue to ramp-up well, with fully washed plant yields moving towards designed thresholds.
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• |
No Lost Time Accidents (“LTAs”) were recorded during the year, with the Company recording 182 days without a LTA to June 30, 2019.
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• |
Market conditions in the Illinois Coal Basin remain buoyant despite a weakening in the global seaborne thermal coal market through the first half of calendar 2019, primarily influenced by transportation challenges in the United
States and increased stockpiles in Europe.
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• |
Paringa remains focused on building out a pipeline of domestic sales to local customers served by the low-cost barge network in the Ohio River market, with the Poplar Grove Mine’s direct barge access to the Green and Ohio River
systems providing a significant transportation cost advantage over many other coal operations in the region.
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• |
The lack of investment in new supply in the Illinois Coal Basin, and limited spare capacity, is expected to provide support for strong market conditions over the medium term.
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• |
Executed US$56 million Term Loan Facility with Tribeca Global Resources Credit Pty Limited (as agent) and the first US$40 million tranche was drawn in April 2019. Paringa’s previous US$21.7 million debt facility from Macquarie Bank
Limited was repaid in full.
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• |
Once the Term Loan Facility is fully drawn, Paringa will be funded to commence the expansion of production to 2.8 Mtpa at Poplar Grove.
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• |
Paringa appointed Mr. Egan Antill as Chief Executive Officer & Managing Director in December 2018.
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• |
In October 2018, the Company announced that its American Depositary Receipts (“ADRs”) had commenced trading in the U.S. on the Nasdaq Capital Market (“Nasdaq”) under the ticker symbol “PNRL”. Paringa’s ordinary shares continue to
trade on the Australian Stock Exchange (“ASX”) under the symbol “PNL”.
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• |
Executed a secured financing package with Komatsu Financial Limited Partnership to finance the purchase of mining equipment for the Poplar Grove Mine, and at June 30, 2019, had drawn approximately US$23.7 million under the
facility.
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2 |
Paringa Resources Limited ANNUAL REPORT 2019
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POPLAR GROVE PRODUCTION SUMMARY
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|||||||||
Quarter ended Jun. 30, 2019
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Year ended Jun. 30, 2019
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||||||||
Tons mined (Kt)
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85.6
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85.6
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|||||||
Tons produced (Kt)
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31.3
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31.3
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|||||||
Tons sold (Kt)
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26.3
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26.3
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|||||||
Realised sales price per ton (US$)
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$
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42.35
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$
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42.35
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Paringa Resources Limited ANNUAL REPORT 2019
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3 |
4 |
Paringa Resources Limited ANNUAL REPORT 2019
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Paringa Resources Limited ANNUAL REPORT 2019
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5 |
Poplar Grove and Cypress Mines – BFS Fundamentals (to a maximum accuracy variation +/- 10%)
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Poplar Grove Mine
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Cypress Mine
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Average ROM Coal Production Steady State
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3.6 Mtpa
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5.1 Mtpa
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Total ROM Coal Produced Life-of-Mine (“LOM”)
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89.0 million tons
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86.3 million tons
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Product Heating Content
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11,200 Btu/lb
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11,200 Btu/lb
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Average Product Yield
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76%
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77%
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Mine Life
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25 years
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18 years
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Average Saleable Coal Production Steady State
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2.8 Mtpa
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3.8 Mtpa
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Total Saleable Coal Produced (LOM)
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67.7 million tons
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66.2 million tons
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Coal Processing Plant Capacity
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400 tons per hour
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700 tons per hour
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Coal Processing Method
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Dense Media 2-Stage
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Dense Media 2-Stage
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Underground Mining Method
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Room-and-Pillar
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Room-and-Pillar
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Average Annual Operating Costs (steady state)
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US$28.28 per ton
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US$27.37 per ton
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Poplar Grove and Cypress Mines Coal Resource Estimate (inclusive of Coal Reserves)
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||
CRE Tonnage (tons)
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Measured
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Indicated
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Total Measured & Indicated
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103.0 million
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227.3 million
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332.2 million
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Poplar Grove and Cypress Mines Ore Reserve Estimate
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||||||
Recoverable* Coal Reserve (Mt)
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Yield
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Marketable Coal Reserve (Mt)
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||||
Proven
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Probable
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Total
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%
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Proven
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Probable
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Total
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44.3
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91.4
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135.7
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76.54%
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33.9
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70.0
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103.8
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Coal Seam Coal Quality Specifications – WK No.11
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|||||||||
Raw Proximate Analysis
(As Received)
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Average Washed Core Product Qualities
(Float 1.60 SG with Moisture = Equilibrium Moisture +4%)
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||||||||
EQ Moisture
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Ash
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Volatile Matter
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Fixed Carbon
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Chlorine
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HGI
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Calorific Value (Btu/lb)
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Ash
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Sulfur
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Yield @ 1.60 Float)
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4.9%
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15.7%
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38.6%
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40.1%
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0.12%
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58
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12,160
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8.5%
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3.4%
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84.2%
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Coal Seam Coal Quality Specifications – WK No.9
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|||||||||
Raw Proximate Analysis
(As Received)
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Average Washed Core Product Qualities
(Float 1.60 SG with Moisture = Equilibrium Moisture +4%)
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||||||||
EQ Moisture
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Ash
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Volatile Matter
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Fixed Carbon
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Chlorine
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HGI
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Calorific Value (Btu/lb)
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Ash
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Sulfur
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Yield @ 1.60 Float)
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6.3%
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11.8%
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37.5%
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44.2%
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0.15%
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60
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11,863
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8.7%
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2.8%
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93.0%
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6 |
Paringa Resources Limited ANNUAL REPORT 2019
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Paringa Resources Limited ANNUAL REPORT 2019
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7 |
(i) |
Employee benefit expenses of US$3.6 million (2018: US$3.0 million) relating to the Group’s staffing and travel requirements required to support the development and operations of the Buck Creek Complex;
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(ii) |
Amortisation of borrowing costs of US$3.6 million (2018: US$0.0 million) relating to the Group’s previous debt facility from Macquarie Bank Limited which was repaid in full during the financial year, at which time the remaining
balance of unamortised borrowing costs (including non-cash share-based payments) were expensed through profit or loss;
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(iii) |
Depreciation and impairment of plant and equipment of US$2.1 million (2018: US$0.0 million) relating to mine plant and equipment that has begun depreciating in the current year as a result of the commencement of mining operations;
and
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(iv) |
Share-based payment expenses of US$1.5 million (2018: US$2.3 million) relating to the Group’s accounting policy of expensing the value of incentive securities granted to key employees and consultants over the period during which
the employees and consultants become entitled to the incentive securities.
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2019 (US$)
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2018 (US$)
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Basic and diluted loss per share
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$0.03
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$0.02
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8 |
Paringa Resources Limited ANNUAL REPORT 2019
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(i) |
Ramp up production at the Poplar Grove Mine during 2019 and 2020 to reach full production capacity;
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(ii) |
Enter into additional coal sales with utilities located within the Ohio River and South-East markets; and
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(iii) |
Assess other mine development opportunities within the Buck Creek Complex and ILB, such as the Cypress Mine.
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• |
Operational risks – The Group’s production ramp up and coal mining operations are subject to operating risks that could impact the amount of coal produced at its coal mines, delay coal
deliveries or increase the cost of mining for varying lengths of time. Such difficulties include: changes or variations in geologic, hydrologic or other conditions; mining, processing and loading equipment failures and unexpected
maintenance problems; limited availability or increased costs of mining, processing and loading equipment and parts and other materials from suppliers; difficulties associated with mining under or around surface obstacles; mine safety
accidents, including fires and explosions from methane and other sources; adverse weather and natural disasters; and a shortage of skilled and unskilled labour. If any of these or other conditions or events occur in the future, they
may increase the cost of mining or delay or halt production or sales to our customers, which could adversely affect our results of operations or decrease the value of our assets. The Group has in place a framework for the management
of operational risks and an insurance program which provides insurance coverage for a number of these operating risks.
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• |
Volatility in coal prices – The Group’s future financial performance will be impacted by future coal prices. The price of coal is affected by numerous factors beyond the control of the
Group, including the outcome of future sales contract negotiations, general economic activity, industrial production levels, changes in foreign exchange rates, changes in coal demand, changes in the supply of seaborne coal, changes in
international freight rates and the cost of substitutes for coal. The Company does not currently hedge against coal price volatility.
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• |
Health, safety and environment - A range of health, safety and environmental risks exist with coal mining activities. Accidents, environmental incidents and real or perceived threats to the
environment could result in a loss of the Group’s social licence to operate leading to delays, disruption or the shut-down of operations. Potential environment and safety risks include equipment failure, human errors in underground
operations, vehicle and mining equipment interactions, roof fall hazards in underground operations, and fires and explosions from methane and other sources. The Group has a comprehensive environmental, health and safety management
system to mitigate the risk of incidents and to ensure compliance with environmental and safety laws;
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• |
Title to properties – The Group conducts a significant part of its mining operations on properties that it has leased. As is industry practice in the U.S., title to most of the Group’s
leased properties and mineral rights is not thoroughly verified until mining commences. Accordingly, actual or alleged defects in title or boundaries may exist, which could adversely affect the Group’s ability to mine the associated
coal reserves. In addition, the Company is continuing with its leasing program to secure additional leased properties within the project area, however there can be no guarantee that the Group will secure additional leasing which could
impact on operations;
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• |
Government regulations – The Group is subject to extensive laws and regulations. Any material adverse changes in government policies or legislation of the U.S. that affect coal mining,
processing, development and mineral exploration activities, income tax laws, royalty regulations, government subsidies and environmental issues may affect the viability and profitability of the Group’s current and future projects. No
assurance can be given that new rules and regulations will not be enacted or that existing rules and regulations will not be applied in a manner which could adversely impact the Group’s mineral properties; and
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• |
Global financial conditions – Economic conditions, both domestic and global, may affect the performance of the Group. Adverse changes in macroeconomic conditions, including global and U.S.
growth rates, the cost and availability of credit, the rate of inflation, interest rates, exchange rates, government policy and regulations, general consumption and consumer spending, input costs, employment rates and industrial
disruptions, among others, are variables which while generally outside the Group’s control. A slowdown in the financial markets or other economic conditions may result in material adverse impacts on the Group’s businesses and its
operational and financial performance, and position.
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Paringa Resources Limited ANNUAL REPORT 2019
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9 |
Mr. Ian Middlemas
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Chairman
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Mr. Todd Hannigan
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Deputy Chairman
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Mr. Egan Antill
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Managing Director & CEO (appointed effective December 12, 2018)
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Mr. David Gay
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Executive Director & President
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Mr. Jonathan Hjelte
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Non-Executive Director
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Mr. Richard McCormick
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Non-Executive Director
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Mr. Thomas Todd
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Non-Executive Director
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10 |
Paringa Resources Limited ANNUAL REPORT 2019
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Paringa Resources Limited ANNUAL REPORT 2019
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11
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(i) |
On September 5, 2018, the Company announced that it had filed a registration statement on Form 20-F to register its ordinary shares with the United States Securities and Exchange Commission ("SEC") and allow American depositary
receipts (“ADRs”) representing ordinary shares to be listed in the United States;
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(ii) |
On September 10, 2018, the Company announced that it had reached financial close for its US$21.7 million project loan facility from Macquarie Bank Limited, and drawn down the first US$15 million tranche of the project loan
facility;
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(iii) |
On October 2, 2018, the Company announced that its ADRs had been approved for listing on the Nasdaq Capital Market (“Nasdaq”) and trading had commenced in the U.S. under the ticker symbol “PNRL”. Each ADR represents 50 ordinary
shares in the Company. No additional ordinary shares were issued in connection with implementation of the ADR program. The Company’s ordinary shares continue to trade on the Australian Stock Exchange under the symbol “PNL”;
|
(iv) |
On October 3, 2018, the Company announced that it had signed an additional coal sales agreement with Indiana-Kentucky Electric Corporation, a wholly owned subsidiary of Ohio Valley Electric Corporation (“OVEC-IKEC”) to sell 650,000
tons of coal from 2019 to 2020;
|
(v) |
On December 11, 2018, the Company announced that it had appointed Mr. Egan Antill as Chief Executive Officer & Managing Director of the Company, effective from December 12, 2018;
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(vi) |
On January 31, 2019, the Company announced that it had signed an additional coal sales agreement with Big Rivers Electric Corporation (“BREC”) for coal sales from its Poplar Grove Mine, for up to 1,400,000 tons of coal from 2019 to
2023. BREC subsequently elected to terminate its coal sales agreement (refer below);
|
(vii) |
On March 5, 2019, the Company announced that production ramp-up had begun with the commencement of continuous underground mining operations at the Poplar Grove Mine with Company operated mining equipment and labour, and that raw
coal is being brought to the surface and has been processed by Poplar Grove’s CHPP;
|
(viii) |
On March 20, 2019, the Company announced that Tribeca Global Resources Credit Pty Limited (“Tribeca”) had agreed to provide a Term Loan Facility (“TLF”) of US$56 million for the purpose of refinancing existing debt, expansion
development of the Poplar Grove Mine and working capital;
|
(ix) |
On April 29, 2019, the Company announced that a maiden shipment of approximately 1,500 tons of coal was loaded into barges at Paringa’s dock on the Green River; and
|
(x) |
On May 1, 2019, the Company announced that it had reached financial close for its US$56 million TLF and had drawn the first US$40 million tranche of the TLF. The Company’s previous US$21.7 million debt facility from Macquarie Bank
Limited has been repaid in full.
|
(i) |
On July 19, 2019, the Company announced that the second mining unit (“Unit 2”) had entered production at the Poplar Grove Mine, taking the total number of CMs in operation to four and significantly increasing the total quantity of
coal mined per shift of operation;
|
12 |
Paringa Resources Limited ANNUAL REPORT 2019
|
(ii) |
On July 19, 2019, the Company announced that BREC had elected to terminate its coal sales agreement with the Company (which represents a potential event of default under the TLF) due to the delayed delivery of first coal to BREC.
Under the TLF, the Group has a period 90 days to replace the terminated contract with alternative arrangements which are acceptable to Tribeca, or to negotiate an extension or waiver of this requirement, otherwise an event of default
will be triggered under the TLF. The Company maintains a good relationship with BREC, and BREC has requested a test burn of Poplar Grove coal later in 2019;
|
(iii) |
On August 24, 2019, the Company announced that an extended cut plan for Unit 1 at the Poplar Grove Mine had been approved, enabling the CMs to increase the depth of each cut into the coal seam from 20 ft to 40 ft. The extended cut
plan resulted in an immediate increase in Unit 1 mining productivity;
|
(iv) |
On September 17, 2019, the Company announced the appointment of Mr. Jim Middleton as Executive Advisor to Paringa’s Board, with specific responsibility to provide guidance to the Company’s Poplar Grove Mine, to assist in further
developing safe, efficient, reliable and cost effective mine operations. Mr. Middleton is an experienced underground mining executive with a long and successful history of running coal mining operations for major natural resource
companies, including Glencore, BHP, Xstrata, Exxon Coal and Coal & Allied;
|
(v) |
On September 18, 2019, the Company announced that it had entered into a term sheet to grant a 2% gross revenue royalty to Tribeca Global Resources Credit Pty Limited (“Tribeca”) to raise US$9.0 million (before costs) (“Proposed
Royalty Financing”), conditional upon completion of a minimum US$5 million equity raising (after costs), legal and tax due diligence, and completion of formal documentation. The term sheet also provides for amendments to the Company's
TLF with Tribeca (as agent) (“Proposed Term Loan Amendment”) to, amongst other things, resize the second tranche of the TLF from US$16 million to US$10 million (Unit 3 expansion capex is projected to be US$5.9 million), and to ensure
that the previously announced termination of the Company's supply agreement with Big Rivers Electric Corporation and issues arising from a funding gap do not result in any events of default under the TLF. Upon completion of the
Proposed Royalty Financing and Proposed Term Loan Amendment, the Company will: (a) grant 60,000,000 new options to the lenders (30,000,000 with a strike price of A$0.085 per option and 30,000,000 with a strike price of A$0.10 per
option) (subject to shareholder approval and ASX waivers); (b) cancel 25,000,000 options previously granted to the lenders (with a strike price of A$0.20) (subject to shareholder approval and ASX waivers); and (c) issue shares to
Argonaut Capital Limited in an amount equal to US$270,000 at an issue price of A$0.07 for financial advisory services provided in respect to the Proposed Royalty Financing;
|
(vi) |
On September 18, 2019, the Company announced that it would make a non-renounceable accelerated pro rata entitlement offer to eligible Shareholders of new shares at an offer price of A$0.07 each, on the basis of one (1) new share
for every four (4) shares held on the record date, to raise approximately A$8.1 million (US$5.6 million1) (before costs) (“Entitlement Offer”). The Entitlement Offer will comprise an Institutional Entitlement Offer to be
conducted on an accelerated basis and a Retail Entitlement Offer. Net proceeds from the Entitlement Offer will be used to fund Poplar Grove’s ongoing mine ramp-up to positive cashflow, to satisfy the minimum US$5 million equity
raising in respect of the Proposed Royalty Financing and Proposed Term Loan Amendment, and for general working capital purposes;
|
(vii) |
On September 20, 2019, the Company announced that it had completed the Institutional Entitlement Offer of its Entitlement Offer to raise approximately A$3.12 million. The Institutional Entitlement Offer was well supported with the
majority of substantial existing institutional shareholders electing to take up their entitlements. The Retail Entitlement Offer will raise up to a further A$4.95 million; and
|
(viii) |
On September 25, 2019, the Company announced that it had commenced coal sales to OVEC-IKEC. Coal is procured by AEP on behalf of OVEC-IKEC. AEP is OVEC-IKEC’s major shareholder and one of the largest electric energy companies in
the United States. The Company continues to ramp up sales to its cornerstone customer LG&E and KU, with August shipping rates to LG&E and KU of approximately 700 Ktpa on an annualised basis.
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• |
the operations, in financial years subsequent to June 30, 2019, of the Group;
|
• |
the results of those operations, in financial years subsequent to June 30, 2019, of the Group; or
|
• |
the state of affairs, in financial years subsequent to June 30, 2019, of the Group.
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Paringa Resources Limited ANNUAL REPORT 2019
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13
|
Interest in securities at the date of this report
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|||
Shares1
|
Options2
|
Rights3
|
|
Mr. Ian Middlemas
|
14,015,152
|
-
|
-
|
Mr. Todd Hannigan
|
12,111,104
|
-
|
1,750,000
|
Mr. Egan Antill
|
-
|
2,300,000
|
5,500,000
|
Mr. David Gay
|
3,520,292
|
-
|
2,100,000
|
Mr. Jonathan Hjelte
|
1,449,001
|
-
|
-
|
Mr. Richard McCormick
|
1,000,000
|
-
|
-
|
Mr. Thomas Todd
|
6,949,359
|
-
|
875,000
|
1 |
“Shares” means a fully paid ordinary share in the capital of the Company.
|
2 |
“Options” means an unlisted option to subscribe for one Share in the capital of the Company.
|
3 |
“Rights” means an unlisted performance right that converts into one Share in the capital of the Company upon the satisfaction of various performance conditions.
|
• |
575,000 employee incentive Options exercisable at A$0.30 on or before December 31, 2023;
|
• |
575,000 employee incentive Options exercisable at A$0.40 on or before December 31, 2023;
|
• |
575,000 employee incentive Options exercisable at A$0.50 on or before December 31, 2023;
|
• |
575,000 employee incentive Options exercisable at A$0.60 on or before December 31, 2023;
|
• |
4,444,444 lender Options exercisable at A$0.66 each on or before April 5, 2021;
|
• |
4,444,444 lender Options exercisable at A$0.34 each on or before September 10, 2022;
|
• |
6,000,000 underwriter Options exercisable at A$0.33 each on or before June 30, 2021;
|
• |
18,000,000 lender Options exercisable at A$0.20 each on or before April 30, 2023;
|
• |
7,000,000 lender Options exercisable at A$0.20 each on or before June 13, 2023;
|
• |
4,635,000 employee Rights subject to the First Coal Production Milestone expiring on December 31, 2019;
|
• |
6,260,000 employee Rights subject to the Nameplate Production Milestone expiring on December 31, 2020;
|
• |
2,500,000 employee Rights subject to the 1.7 Mtpa Coal Production Milestone expiring on December 31, 2020; and
|
• |
3,000,000 employee Rights subject to the 2.7 Mtpa Coal Production Milestone expiring on December 31, 2021.
|
14 |
Paringa Resources Limited ANNUAL REPORT 2019
|
Directors
|
|
Mr. Ian Middlemas
|
Chairman
|
Mr. Todd Hannigan
|
Deputy Chairman
|
Mr. Egan Antill
|
Managing Director & Chief Executive Officer (appointed effective December 12, 2018)
|
Mr. David Gay
|
Executive Director & President
|
Mr. Jonathan Hjelte
|
Non-Executive Director
|
Mr. Richard McCormick
|
Non-Executive Director
|
Mr. Thomas Todd
|
Non-Executive Director
|
Senior Executives
|
|
Mr. Richard Kim
|
Chief Operating Officer
|
Mr. Dominic Allen
|
Vice President, Finance (appointed effective August 13, 2018)
|
Mr. Bruce Czachor
|
Vice President, General Counsel
|
Mr. Gregory Swan
|
Company Secretary
|
Mr. Adam Anderson
|
Senior Vice President, Coal Sales and Marketing (ceased employment January 9, 2019)
|
Paringa Resources Limited ANNUAL REPORT 2019
|
15
|
(a) |
enable the Company to recruit, incentivise and retain KMP and other eligible employees to assist with the Buck Creek Complex operations to achieve the Company’s strategic objectives;
|
(b) |
link the reward of eligible employees with the achievements of strategic goals and the long-term performance of the Company;
|
(c) |
align the financial interests of eligible participants of the proposed Plan with those of Shareholders; and
|
(d) |
provide incentives to eligible employees of the Plan to focus on superior performance that creates Shareholder value.
|
16 |
Paringa Resources Limited ANNUAL REPORT 2019
|
Paringa Resources Limited ANNUAL REPORT 2019
|
17
|
2019
|
Short-term benefits
|
Post-
employment
benefits
US$
|
Share-
based
payments
US$
|
Termin-
ation
Payments
US$
|
Total
US$
|
Perform-
ance
related
%
|
||
Salary
& fees
US$
|
Cash
Bonus
US$
|
Other
US$
|
||||||
Directors
|
||||||||
Mr. Ian Middlemas
|
24,624
|
-
|
-
|
-
|
-
|
-
|
24,624
|
-
|
Mr. Todd Hannigan
|
21,223
|
-
|
-
|
2,016
|
248,078
|
-
|
271,317
|
91%
|
Mr. Egan Antill1
|
192,500
|
-
|
4,593
|
3,231
|
181,316
|
-
|
381,640
|
48%
|
Mr. David Gay
|
280,000
|
-
|
24,097
|
11,000
|
263,246
|
-
|
578,343
|
46%
|
Mr. Jonathan Hjelte
|
21,223
|
-
|
-
|
-
|
-
|
-
|
21,223
|
-
|
Mr. Richard McCormick
|
21,223
|
-
|
-
|
-
|
-
|
-
|
21,223
|
-
|
Mr. Thomas Todd
|
21,223
|
-
|
-
|
1,025
|
124,039
|
-
|
146,287
|
85%
|
Other KMP
|
||||||||
Mr. Richard Kim
|
210,000
|
-
|
36,039
|
8,400
|
161,752
|
-
|
416,191
|
39%
|
Mr. Dominic Allen2
|
123,846
|
-
|
16,110
|
-
|
120,073
|
-
|
260,029
|
46%
|
Mr. Bruce Czachor
|
100,000
|
-
|
15,665
|
4,000
|
36,268
|
-
|
155,933
|
23%
|
Mr. Gregory Swan3
|
-
|
-
|
-
|
-
|
69,395
|
-
|
69,395
|
100%
|
Mr. Adam Anderson4
|
100,846
|
11,838
|
3,800
|
(48,132)
|
31,667
|
100,019
|
-
|
|
1,116,708
|
-
|
108,342
|
33,472
|
1,156,035
|
31,667
|
2,446,224
|
2018
|
Short-term benefits
|
Post-
employment
benefits
US$
|
Share-
based
payments
US$
|
Termin-
ation
Payments
US$
|
Total
US$
|
Perform-
ance
related
%
|
||
Salary
& fees
US$
|
Cash
Bonus
US$
|
Other
US$
|
||||||
Directors
|
||||||||
Mr. Ian Middlemas
|
26,633
|
-
|
-
|
-
|
-
|
-
|
26,633
|
-
|
Mr. Todd Hannigan
|
22,969
|
-
|
-
|
2,182
|
446,794
|
-
|
471,945
|
95%
|
Mr. David Gay
|
280,000
|
50,000
|
21,057
|
9,000
|
560,330
|
-
|
920,387
|
66%
|
Mr. Jonathan Hjelte
|
22,800
|
-
|
-
|
-
|
-
|
-
|
22,800
|
-
|
Mr. Richard McCormick
|
22,800
|
-
|
-
|
-
|
-
|
-
|
22,800
|
-
|
Mr. Thomas Todd
|
22,969
|
-
|
-
|
2,182
|
223,397
|
-
|
248,548
|
90%
|
Mr. Grant Quasha5
|
337,885
|
-
|
947
|
10,514
|
(11,688)
|
5,375
|
343,033
|
-
|
Other KMP
|
||||||||
Mr. Richard Kim
|
174,616
|
15,000
|
33,322
|
6,985
|
319,285
|
-
|
549,208
|
61%
|
Mr. Adam Anderson4
|
135,192
|
48,115
|
15,837
|
3,508
|
48,132
|
-
|
250,784
|
38%
|
Mr. Bruce Czachor6
|
55,769
|
-
|
962
|
1,231
|
15,316
|
-
|
73,278
|
21%
|
Mr. Gregory Swan3
|
-
|
-
|
-
|
-
|
102,235
|
-
|
102,235
|
100%
|
Mr. Nathan Ainsworth7
|
98,366
|
20,000
|
7,110
|
-
|
189,613
|
-
|
315,089
|
67%
|
Mr. Mathew Haaga8
|
23,331
|
-
|
-
|
-
|
35,717
|
-
|
59,048
|
60%
|
Mr. James Plaisted9
|
12,365
|
-
|
10,610
|
-
|
20,760
|
-
|
43,735
|
47%
|
1,235,695
|
133,115
|
89,845
|
35,602
|
1,949,891
|
5,375
|
3,449,523
|
1 |
Mr. Egan Antill was appointed effective December 12, 2018.
|
2 |
Mr. Dominic Allen was appointed effective August 13, 2018.
|
3 |
Mr. Swan provides services as the Company Secretary through a services agreement with Apollo Group Pty Ltd. During fiscal 2019, Apollo Group Pty Ltd was paid A$180,000 (2018: $180,000) for the provision of a
fully serviced office and administrative, accounting and company secretarial services to the Company, based on a monthly retainer of A$15,000.
|
4 |
Mr. Adam Anderson was appointed effective October 16, 2017 and ceased employment effective January 9, 2019. Upon cessation of employment, Mr Anderson forfeited his employee rights. Any share-based payment
expense previously recognised under AASB 2 in respect of these employee rights has been reversed.
|
5 |
Mr. Grant Quasha resigned effective June 18, 2018. Upon cessation of employment, Mr. Quasha terminated his employee rights. Any share-based payment expense previously recognised under AASB 2 in respect of
these employee rights has been reversed.
|
6 |
Mr. Bruce Czachor was appointed effective December 11, 2017.
|
7 |
Mr. Nathan Ainsworth ceased to be KMP effective February 4, 2018.
|
8 |
Mr. Mathew Haaga ceased to be KMP effective October 16, 2017.
|
9 |
Mr. James Plaisted ceased to be KMP effective October 16, 2017.
|
18 |
Paringa Resources Limited ANNUAL REPORT 2019
|
2019
|
No. of
Options &
Rights granted
as part of
remuneration
during year
|
No. of
Options &
Rights granted
as remuneration
that vested
during year
|
No. of
Options &
Rights granted
as remuneration
that lapsed or
were forfeited
during year1
|
Value of
Options &
Rights granted
as remuneration
during year2
US$
|
Value of
Options &
Rights granted
as remuneration
that were
exercised
during year3
US$
|
Value of Options
& Rights
included in
remuneration for
year
US$
|
Directors
|
||||||
Mr Todd Hannigan
|
-
|
750,000
|
(500,000)
|
-
|
101,973
|
248,078
|
Mr Egan Antill
|
7,800,000
|
-
|
-
|
845,464
|
-
|
181,316
|
Mr David Gay
|
-
|
900,000
|
-
|
-
|
122,368
|
263,246
|
Mr Jonathan Hjelte
|
-
|
-
|
(500,000)
|
-
|
-
|
-
|
Mr Thomas Todd
|
-
|
375,000
|
(500,000)
|
-
|
50,987
|
124,039
|
Other KMP
|
||||||
Mr Richard Kim
|
-
|
500,000
|
-
|
-
|
67,982
|
161,752
|
Mr Dominic Allen
|
1,200,000
|
200,000
|
-
|
185,913
|
27,193
|
120,073
|
Mr Bruce Czachor
|
-
|
-
|
-
|
-
|
-
|
36,268
|
Mr Gregory Swan
|
100,000
|
250,000
|
-
|
13,718
|
33,991
|
69,395
|
Mr Adam Anderson
|
-
|
-
|
(700,000)
|
-
|
-
|
(48,132)
|
Total
|
9,100,000
|
2,975,000
|
(2,200,000)
|
1,045,095
|
404,494
|
1,156,035
|
1 |
700,000 rights previously granted to KMP as part of remuneration during the 2018 financial year were forfeited during the 2019 financial year. 1,500,000 options previously granted to KMP as part of
remuneration during the 2016 and 2017 financial years lapsed upon expiry during the 2019 financial year
|
2 |
Determined at the time of grant per AASB 2, using an exchange rate of US$0.7156=A$1, being the average exchange rate for 2019. For details on the valuation of options and rights, including models and
assumptions used, please refer to Note 19 of the financial statements.
|
3 |
Determined at the time of exercise or conversion at the intrinsic value, using an exchange rate of US$0.7156=A$1, being the average exchange rate for 2019.
|
2019
|
Options
or Rights
|
Grant
Date
|
Expiry Date
|
Exercise
Price
A$
|
Grant Date
Fair Value1
A$
|
Number
Granted
|
Number
Vested
|
Directors
|
|||||||
Mr. Egan Antill
|
Rights
|
10-Dec-18
|
31-Dec-20
|
-
|
A$0.192
|
2,500,000
|
-
|
Rights
|
10-Dec-18
|
31-Dec-21
|
-
|
A$0.192
|
3,000,000
|
-
|
|
Options
|
10-Dec-18
|
31-Dec-23
|
A$0.30
|
A$0.074
|
575,000
|
-
|
|
Options
|
10-Dec-18
|
31-Dec-23
|
A$0.40
|
A$0.059
|
575,000
|
-
|
|
Options
|
10-Dec-18
|
31-Dec-23
|
A$0.50
|
A$0.049
|
575,000
|
-
|
|
Options
|
10-Dec-18
|
31-Dec-23
|
A$0.60
|
A$0.041
|
575,000
|
-
|
|
Other KMP
|
|||||||
Mr. Dominic Allen
|
Rights
|
11-Jul-18
|
31-Dec-18
|
-
|
A$0.217
|
200,000
|
200,000
|
Rights
|
11-Jul-18
|
31-Dec-19
|
-
|
A$0.217
|
300,000
|
-
|
|
Rights
|
11-Jul-18
|
31-Dec-20
|
-
|
A$0.217
|
700,000
|
-
|
|
Mr Gregory Swan
|
Rights
|
19-Dec-18
|
31-Dec-18
|
-
|
A$0.192
|
100,000
|
100,000
|
1 |
Determined at the time of grant per AASB 2. For details on the valuation of employee options and employee rights, including models and assumptions used, please refer to Note 19 of the financial statements.
|
Paringa Resources Limited ANNUAL REPORT 2019
|
19
|
2019
|
Held at
July 1, 2018
|
Granted as
Remuneration
|
Options or
Rights
Exercised/
Converted
|
Options
or Rights
Forfeited
|
Options
or Rights
Lapsed
|
Held at
June 30,
2019
|
Vested &
exercisable
at June 30,
2019
|
Directors
|
|||||||
Mr Ian Middlemas
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Mr Todd Hannigan
|
3,375,000
|
-
|
(750,000)
|
-
|
(875,000)
|
1,750,000
|
-
|
Mr Egan Antill
|
-1
|
7,800,000
|
-
|
-
|
-
|
7,800,000
|
-
|
Mr David Gay
|
3,000,000
|
-
|
(900,000)
|
-
|
-
|
2,100,000
|
-
|
Mr Jonathan Hjelte
|
500,000
|
-
|
-
|
-
|
(500,000)
|
-
|
-
|
Mr Richard McCormick
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Mr Thomas Todd
|
2,125,000
|
-
|
(375,000)
|
-
|
(875,000)
|
875,000
|
-
|
Other KMP
|
|||||||
Mr Rick Kim
|
1,800,000
|
-
|
(500,000)
|
-
|
-
|
1,300,000
|
-
|
Mr Dominic Allen
|
-1
|
1,200,000
|
(200,000)
|
-
|
-
|
1,000,000
|
-
|
Mr Bruce Czachor
|
300,000
|
-
|
-
|
-
|
-
|
300,000
|
-
|
Mr Gregory Swan
|
600,000
|
100,000
|
(250,000)
|
-
|
-
|
450,000
|
-
|
Mr Adam Anderson
|
700,000
|
-
|
-
|
(700,000)
|
-
|
- 2
|
- 2
|
12,400,000
|
9,100,000
|
(2,975,000)
|
(700,000)
|
(2,250,000)
|
15,575,000
|
-
|
1 |
As at date of appointment.
|
2 |
As at date of resignation.
|
2019
|
Held at
July 1, 2018
|
Granted as
Remuneration
|
Options or
Rights
Exercised
|
Share
Purchases
|
Share
Sales
|
Held at
June 30, 2019
|
Directors
|
||||||
Mr Ian Middlemas
|
14,015,152
|
-
|
-
|
-
|
-
|
14,015,152
|
Mr Todd Hannigan
|
11,361,104
|
-
|
750,000
|
-
|
-
|
12,111,104
|
Mr Egan Antill
|
-1
|
-
|
-
|
-
|
-
|
-
|
Mr David Gay
|
2,910,338
|
-
|
900,000
|
-
|
(290,046)
|
3,520,292
|
Mr Jonathan Hjelte
|
1,449,001
|
-
|
-
|
-
|
-
|
1,449,001
|
Mr Richard McCormick
|
1,000,000
|
-
|
-
|
-
|
-
|
1,000,000
|
Mr Thomas Todd
|
6,574,359
|
-
|
375,000
|
-
|
-
|
6,949,359
|
Other KMP
|
-
|
|||||
Mr Rick Kim
|
119,656
|
-
|
500,000
|
-
|
(159,126)
|
460,530
|
Mr Dominic Allen
|
70,0001
|
-
|
200,000
|
-
|
(78,331)
|
191,669
|
Mr Bruce Czachor
|
-
|
-
|
-
|
-
|
-
|
-
|
Mr Gregory Swan
|
3,100,000
|
-
|
250,000
|
-
|
-
|
3,350,000
|
Mr Adam Anderson
|
-
|
-
|
-
|
-
|
- 2
|
-2
|
40,599,610
|
-
|
2,975,000
|
-
|
(527,503)
|
43,047,107
|
1 |
As at date of appointment.
|
2 |
As at date of resignation.
|
20 |
Paringa Resources Limited ANNUAL REPORT 2019
|
Paringa Resources Limited ANNUAL REPORT 2019
|
21
|
Board Meetings
|
Audit Committee Meetings
|
|||
Number eligible
to attend
|
Number attended
|
Number eligible
to attend
|
Number attended
|
|
Mr. Ian Middlemas
|
2
|
2
|
-
|
-
|
Mr. Todd Hannigan
|
2
|
2
|
-
|
-
|
Mr. Egan Antill
|
2
|
2
|
-
|
-
|
Mr. David Gay
|
2
|
2
|
-
|
-
|
Mr. Jonathan Hjelte
|
2
|
2
|
2
|
2
|
Mr. Richard McCormick
|
2
|
2
|
2
|
2
|
Mr. Thomas Todd
|
2
|
1
|
2
|
2
|
22 |
Paringa Resources Limited ANNUAL REPORT 2019
|
AUDITOR’S INDEPENDENCE DECLARATION
|
Paringa Resources Limited ANNUAL REPORT 2019
|
23
|
Note
|
2019
|
2018
|
|
US$000
|
US$000
|
||
Continuing operations
|
|||
Finance income/(expenses)
|
(329)
|
341
|
|
Corporate and administrative expenses
|
(1,253)
|
(1,207)
|
|
Business development expenses
|
(268)
|
(269)
|
|
Foreign stock exchange listing expenses
|
(424)
|
(767)
|
|
Employment expenses
|
2
|
(3,619)
|
(2,958)
|
Share based payment expenses
|
2
|
(1,504)
|
(2,298)
|
Depreciation, amortisation and impairment expenses
|
2
|
(5,639)
|
(13)
|
Other income/(expenses)
|
2
|
(61)
|
56
|
Loss before income tax
|
(13,097)
|
(7,115)
|
|
Income tax expense
|
3
|
-
|
-
|
Net loss for the year
|
(13,097)
|
(7,115)
|
|
Net loss attributable to members of Paringa Resources Limited
|
(13,097)
|
(7,115)
|
|
Other comprehensive income
|
|||
Items that may be reclassified subsequently to profit or loss:
|
|||
Exchange differences on translation of foreign operations
|
-
|
-
|
|
Total other comprehensive income/(loss) for the year, net of tax
|
-
|
-
|
|
Total comprehensive loss for the year, net of tax
|
(13,097)
|
(7,115)
|
|
Total comprehensive loss attributable to members of Paringa Resources Limited
|
(13,097)
|
(7,115)
|
|
Basic and diluted loss per share from continuing operations
(US$ per share)
|
16
|
(0.03)
|
(0.02)
|
24 |
Paringa Resources Limited ANNUAL REPORT 2019
|
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT JUNE 30, 2019
|
|
Note
|
2019
|
2018
|
|
US$000
|
US$000
|
||
ASSETS
|
|||
Current Assets
|
|||
Cash and cash equivalents
|
5
|
12,038
|
22,623
|
Trade and other receivables
|
6
|
834
|
68
|
Inventories
|
7
|
730
|
-
|
Other assets
|
8
|
519
|
10
|
Total Current Assets
|
14,121
|
22,701
|
|
Non-Current Assets
|
|||
Property, plant and equipment
|
9
|
115,567
|
59,065
|
Other assets
|
8
|
4,261
|
6,551
|
Total Non-Current Assets
|
119,828
|
65,616
|
|
TOTAL ASSETS
|
133,949
|
88,317
|
|
LIABILITIES
|
|||
Current Liabilities
|
|||
Trade and other payables
|
10
|
5,028
|
9,467
|
Interest-bearing loans and borrowings
|
11
|
4,274
|
300
|
Provisions
|
12
|
193
|
22
|
Total Current Liabilities
|
9,495
|
9,789
|
|
Non-Current Liabilities
|
|||
Interest-bearing loans and borrowings
|
11
|
54,441
|
125
|
Provisions
|
12
|
2,708
|
1,313
|
Total Non-Current Liabilities
|
57,149
|
1,438
|
|
TOTAL LIABILITIES
|
66,644
|
11,227
|
|
NET ASSETS
|
67,305
|
77,090
|
|
EQUITY
|
|||
Contributed equity
|
13
|
104,050
|
102,278
|
Reserves
|
14
|
4,331
|
3,003
|
Accumulated losses
|
15
|
(41,076)
|
(28,191)
|
TOTAL EQUITY
|
67,305
|
77,090
|
Paringa Resources Limited ANNUAL REPORT 2019
|
25
|
Contributed
Equity
|
Share-
Based
Payments
Reserve
|
Foreign
Currency
Translation
Reserve
|
Accumulated
Losses
|
Total
Equity
|
||
Note
|
US$000
|
US$000
|
US$000
|
US$000
|
US$000
|
|
Balance at July 1, 2018
|
102,278
|
5,356
|
(2,353)
|
(28,191)
|
77,090
|
|
Net loss for the year
|
-
|
-
|
-
|
(13,097)
|
(13,097)
|
|
Exchange differences on translation of foreign operations
|
-
|
-
|
-
|
-
|
-
|
|
Total comprehensive income/(loss) for the year
|
-
|
-
|
-
|
(13,097)
|
(13,097)
|
|
Conversion of employee rights
|
13(a),14(b)
|
1,465
|
(1,465)
|
-
|
-
|
-
|
Forfeiture/lapse of employee options
|
14(b)
|
-
|
(212)
|
-
|
212
|
-
|
Grant of lender options
|
14(b)
|
-
|
1,505
|
-
|
-
|
1,505
|
Issue of advisor shares
|
13(a)
|
319
|
-
|
-
|
-
|
319
|
Share issue costs
|
13(a)
|
(16)
|
-
|
-
|
-
|
(16)
|
Share based payments expense
|
19
|
4
|
1,500
|
-
|
-
|
1,504
|
Balance at June 30, 2019
|
104,050
|
6,684
|
(2,353)
|
(41,076)
|
67,305
|
|
Balance at July 1, 2017
|
81,194
|
2,810
|
(2,353)
|
(21,076)
|
60,575
|
|
Net loss for the year
|
-
|
-
|
-
|
(7,115)
|
(7,115)
|
|
Exchange differences on translation of foreign operations
|
-
|
-
|
-
|
-
|
-
|
|
Total comprehensive income/(loss) for the year
|
-
|
-
|
-
|
(7,115)
|
(7,115)
|
|
Share placements
|
13(a)
|
22,678
|
-
|
-
|
-
|
22,678
|
Share issue costs
|
13(a)
|
(1,714)
|
-
|
-
|
-
|
(1,714)
|
Grant of underwriter options
|
14(b)
|
-
|
248
|
-
|
-
|
248
|
Exercise of employee options and placement options
|
13(a)
|
120
|
-
|
-
|
-
|
120
|
Share based payments expense
|
19
|
-
|
2,298
|
-
|
-
|
2,298
|
Balance at June 30, 2018
|
102,278
|
5,356
|
(2,353)
|
(28,191)
|
77,090
|
26 |
Paringa Resources Limited ANNUAL REPORT 2019
|
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED JUNE 30, 2019
|
|
Note
|
2019
|
2018
|
|
US$000
|
US$000
|
||
Cash flows from operating activities
|
|||
Payments to suppliers and employees
|
(7,476)
|
(4,478)
|
|
Interest received
|
255
|
346
|
|
Interest paid
|
(404)
|
-
|
|
Other income received
|
10
|
-
|
|
Net cash outflow from operating activities
|
5(a)
|
(7,615)
|
(4,132)
|
Cash flows from investing activities
|
|||
Payments for property, plant and equipment
|
9
|
(58,308)
|
(23,384)
|
Payments for advanced royalties
|
8
|
(445)
|
(389)
|
Payments for security deposits and bonds
|
(306)
|
(656)
|
|
Payments for deferred consideration
|
-
|
(3,750)
|
|
Net cash outflow from investing activities
|
(59,059)
|
(28,179)
|
|
Cash flows from financing activities
|
|||
Proceeds from borrowings
|
11(a)
|
81,880
|
-
|
Repayment of borrowings
|
11(a)
|
(19,494)
|
-
|
Proceeds from issue of shares
|
13(a)
|
-
|
22,798
|
Payments for share issue costs
|
(107)
|
(1,408)
|
|
Payments for borrowing costs
|
(6,143)
|
(1,314)
|
|
Net cash inflow from financing activities
|
56,136
|
20,076
|
|
Net increase/(decrease) in cash and cash equivalents
|
(10,538)
|
(12,235)
|
|
Net foreign exchange differences
|
(47)
|
56
|
|
Cash and cash equivalents at beginning of the year
|
22,623
|
34,802
|
|
Cash and cash equivalents at the end of the year
|
5
|
12,038
|
22,623
|
Paringa Resources Limited ANNUAL REPORT 2019
|
27
|
1. |
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
|
(a) |
Basis of Preparation
|
28 |
Paringa Resources Limited ANNUAL REPORT 2019
|
(b) |
New standards, interpretations and amendments adopted by the Group
|
• |
AASB 9 Financial Instruments, and relevant amending standards;
|
• |
AASB 15 Revenue from Contracts with Customers, and relevant amending standards;
|
• |
AASB 2016-5 Amendments to Australian Accounting Standards – Classification and Measurement of Share-based Payment Transactions; and
|
• |
AASB Interpretation 22 Foreign Currency Transactions and Advance Consideration.
|
Paringa Resources Limited ANNUAL REPORT 2019
|
29
|
1. |
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
|
(b) |
New standards, interpretations and amendments adopted by the Group (Continued)
|
Presented in statement of financial position
|
AASB 139
|
AASB 9
|
Reported $
|
Restated $
|
Cash and cash equivalents
|
Loans and receivables
|
Amortised cost
|
No change
|
No material impact
|
Restricted cash
|
Loans and receivables
|
Amortised cost
|
No change
|
No material impact
|
Trade and other receivables
|
Loans and receivables
|
Amortised cost
|
No change
|
No material impact
|
Trade and other payables
|
Amortised cost
|
Amortised cost
|
No change
|
No material impact
|
30 |
Paringa Resources Limited ANNUAL REPORT 2019
|
(c) |
New standards, interpretations and amendments not yet applied by the Group
|
Standard or Interpretation
|
Application
Date of
Standard
|
Application
Date for
Group
|
AASB 16 Leases
|
January 1, 2019
|
July 1, 2019
|
Interpretation 23 Uncertainty over Income Tax Treatments
|
January 1, 2019
|
July 1, 2019
|
AASB 2018-1 Amendments – Annual Improvements 2015-2017 Cycle
|
January 1, 2019
|
July 1, 2019
|
AASB 2018-2 Amendments – Plan Amendment, Curtailment or Settlement (AASB 119)
|
January 1, 2019
|
July 1, 2019
|
(d) |
Principles of Consolidation
|
(e) |
Cash and Cash Equivalents
|
Paringa Resources Limited ANNUAL REPORT 2019
|
31
|
1. |
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
|
(f) |
Trade and Other Receivables
|
(g) |
Inventories
|
(h) |
Property, Plant and Equipment
|
(i) |
Cost and valuation
|
(ii) |
Depreciation and Amortisation
|
2019
|
2018
|
|
Major depreciation and amortisation periods are:
|
||
Land and buildings
|
25 years
|
25 years
|
Plant and equipment
|
2 – 20 years
|
2 – 10 years
|
Mine development properties
|
Unit of production
|
Unit of production
|
(iii) |
Derecognition
|
32 |
Paringa Resources Limited ANNUAL REPORT 2019
|
(iv) |
Mine development properties
|
(v) |
Mine properties
|
(i) |
Trade and other payables
|
Paringa Resources Limited ANNUAL REPORT 2019
|
33
|
1. |
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
|
(j) |
Loans and borrowings
|
(k) |
Provisions
|
(l) |
Interest Income
|
(m) |
Income tax
|
34 |
Paringa Resources Limited ANNUAL REPORT 2019
|
(n) |
Employee Entitlements
|
(i) |
Short-term and Long-term employee benefits
|
(ii) |
Defined contribution plans
|
(o) |
Revenue
|
(p) |
Advance royalties
|
(q) |
Earnings per Share
|
(r) |
Goods and Services Tax
|
Paringa Resources Limited ANNUAL REPORT 2019
|
35
|
1.
|
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
|
(s)
|
Segment Reporting
|
(t)
|
Impairment of Assets
|
(u)
|
Fair Value Estimation
|
36 |
Paringa Resources Limited ANNUAL REPORT 2019
|
• |
Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at measurement date;
|
• |
Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for that asset or liability, either directly or indirectly; and
|
• |
Level 3 inputs are unobservable inputs for the asset or liability.
|
(v)
|
Issued and Unissued Capital
|
(w)
|
Foreign Currencies
|
(i) |
Functional and presentation currency
|
(ii) |
Transactions and balances
|
(iii) |
Group companies
|
◾ |
assets and liabilities are translated at year-end exchange rates prevailing at that reporting date;
|
◾ |
income and expenses are translated at average exchange rates for the period; and
|
◾ |
items of equity are translated at the historical exchange rates prevailing at the date of the transaction.
|
Paringa Resources Limited ANNUAL REPORT 2019
|
37 |
1.
|
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
|
(x)
|
Share-Based Payments
|
(y)
|
Mine rehabilitation
|
(z)
|
Use and Revision of Accounting Estimates, Judgements and Assumptions
|
◾ |
Commencement of ‘commercial production’ (refer Note 1(h));
|
◾ |
Depreciation and amortisation of property, plant and equipment (refer Note 1(h));
|
◾ |
Provision for mine rehabilitation (refer Note 12);
|
◾ |
Share-based payments (refer Note 19); and
|
◾ |
Recognition of deferred tax asset (refer Note 3).
|
38 |
Paringa Resources Limited ANNUAL REPORT 2019
|
2. |
OTHER INCOME AND EXPENSES
|
2019
|
2018
|
||
Note
|
US$000
|
US$000
|
|
Other income and expenses
|
|||
Net foreign exchange (loss)/gain
|
(47)
|
56
|
|
Loss on disposal of plant and equipment
|
9
|
(24)
|
-
|
Other income
|
10
|
-
|
|
Total other income/(expense) included in profit or loss
|
(61)
|
56
|
|
Depreciation, amortisation and impairment
|
|||
Amortisation of borrowing costs1
|
11
|
(3,570)
|
-
|
Depreciation of plant and equipment
|
9
|
(1,524)
|
(13)
|
Impairment of plant and equipment
|
9
|
(545)
|
-
|
Total depreciation, amortisation and impairment included in profit or loss
|
(5,639)
|
(13)
|
|
Employment expenses
|
|||
Salaries and wages
|
(2,642)
|
(2,141)
|
|
Defined contribution plans
|
(74)
|
(58)
|
|
Termination benefits
|
(32)
|
(23)
|
|
Travel expenses
|
(306)
|
(161)
|
|
Other employee expenses
|
(565)
|
(575)
|
|
Employment expenses included in profit or loss
|
(3,619)
|
(2,958)
|
|
Share-based payment expenses included in profit or loss
|
(1,504)
|
(2,298)
|
|
Total employment expenses included in profit or loss
|
(5,123)
|
(5,256)
|
1 |
During the year, the Group fully repaid its previous project loan facility from Macquarie Bank Limited by making a principal repayment of US$18.4 million. Upon extinguishment of the project loan facility,
the remaining balance of unamortised borrowing costs, amounting to US$3.6 million (including non-cash share-based payments), were expensed through profit or loss.
|
Paringa Resources Limited ANNUAL REPORT 2019
|
39 |
3. |
INCOME TAX
|
2019
|
2018
|
||
US$000
|
US$000
|
||
Recognised in profit or loss
|
|||
Current income tax:
|
|||
Current income tax benefit in respect of the current year
|
-
|
-
|
|
Deferred income tax:
|
|||
Origination and reversal of temporary differences
|
-
|
-
|
|
Income tax expense reported in profit or loss
|
-
|
-
|
|
Reconciliation between tax expense and accounting loss before income tax
|
|||
Accounting loss before income tax
|
(13,097)
|
(7,115)
|
|
At the domestic income tax rate of 27.5% (2018: 27.5%)
|
(3,602)
|
(1,957)
|
|
Effect of different income tax rate in the United States
|
261
|
(284)
|
|
Effect of change in income tax rate in the United States 1
|
2,202
|
-
|
|
Expenditure not allowable for income tax purposes
|
615
|
844
|
|
Income not assessable for income tax purposes
|
-
|
(15)
|
|
Capital allowances
|
(652)
|
-
|
|
Adjustments in respect of deferred income tax of previous years
|
(160)
|
(416)
|
|
Effect of deferred tax assets not brought to account
|
1,336
|
1,828
|
|
Income tax expense reported in profit or loss
|
-
|
-
|
|
Deferred Tax Assets and Liabilities
|
|||
Deferred Tax Liabilities:
|
|||
Accrued income
|
-
|
7
|
|
Property, plant and equipment
|
17,670
|
361
|
|
Deferred tax assets used to offset deferred tax liabilities
|
(17,670)
|
(368)
|
|
-
|
-
|
||
Deferred Tax Assets:
|
|||
Accrued expenditure
|
59
|
50
|
|
Capital allowances
|
676
|
934
|
|
Provisions
|
495
|
369
|
|
Tax losses available to offset against future taxable income
|
25,136
|
6,373
|
|
Deferred tax assets used to offset deferred tax liabilities
|
(17,670)
|
(368)
|
|
Deferred tax assets not brought to account 2
|
(8,696)
|
(7,358)
|
|
-
|
-
|
1 |
The United States Tax Cuts and Jobs Act of 2017 reduced the top U.S. federal corporate tax rate from 35% to one flat rate of 21%, effective from July 1, 2018 for the Group’s U.S. subsidiaries.
|
2 |
The benefit of deferred tax assets not brought to account will only be brought to account if: (a) future assessable income is derived of a nature and of an amount sufficient to enable the benefit to be
realised; (b) the conditions for deductibility imposed by tax legislation continue to be complied with; and (c) no changes in tax legislation adversely affect the Group in realising the benefit. The Group will assess the
recoverability of the unrecognised deferred tax assets once ‘commercial production’ has been declared.
|
40 |
Paringa Resources Limited ANNUAL REPORT 2019
|
4. |
DIVIDENDS PAID OR PROVIDED FOR ON ORDINARY SHARES
|
5. |
CASH AND CASH EQUIVALENTS
|
2019
|
2018
|
||
Note
|
US$000
|
US$000
|
|
Cash at bank and on hand
|
12,038
|
22,623
|
|
12,038
|
22,623
|
||
(a) Reconciliation of loss before
income tax to net cash flows from operations
|
|||
Net loss for the year
|
(13,097)
|
(7,115)
|
|
Adjustment for non-cash income and expense items:
|
|||
Amortisation of borrowing costs
|
11
|
3,570
|
-
|
Depreciation of plant and equipment
|
9
|
1,524
|
13
|
Impairment of plant and equipment
|
9
|
545
|
-
|
Loss on disposal of plant and equipment
|
9
|
24
|
-
|
Provision for employee entitlements
|
12
|
171
|
5
|
Share based payment expense
|
19
|
1,504
|
2,298
|
Net foreign exchange loss/(gain)
|
47
|
(56)
|
|
Change in working capital:
|
|||
(Increase)/decrease in trade and other receivables
|
(766)
|
187
|
|
(Increase)/decrease in inventories
|
(730)
|
-
|
|
(Increase)/decrease in other current assets
|
(509)
|
-
|
|
Increase/(decrease) in trade and other payables
|
102
|
536
|
|
Net cash outflow from operating activities
|
(7,615)
|
(4,132)
|
6. |
TRADE AND OTHER RECEIVABLES
|
2019
|
2018
|
||
US$000
|
US$000
|
||
Trade receivables
|
6
|
-
|
|
Unbilled revenues
|
719
|
-
|
|
GST receivable
|
109
|
39
|
|
Accrued interest
|
-
|
24
|
|
Other receivables
|
-
|
5
|
|
834
|
68
|
1 |
Unbilled revenues relate to coal sales which were shipped prior to year-end, but which were only invoiced after year-end.
|
7. |
INVENTORIES
|
2019
|
2018
|
||
US$000
|
US$000
|
||
Coal stockpiles
|
190
|
-
|
|
Consumables & spares
|
540
|
-
|
|
730
|
-
|
Paringa Resources Limited ANNUAL REPORT 2019
|
41 |
8. |
OTHER ASSETS
|
2019
|
2018
|
|
US$000
|
US$000
|
|
Current
|
||
Prepayments
|
465 |
10 |
Advance royalties1
|
54
|
-
|
Total current
|
519
|
10
|
Non-Current
|
||
Restricted cash (security deposits and bonds)
|
1,407
|
1,102
|
Advance royalties1
|
2,854
|
2,462
|
Capitalised borrowing costs
|
-
|
2,987
|
Total non-current
|
4,261
|
6,551
|
Total other assets
|
4,780
|
6,561
|
1 |
The Group’s coal leases require the payment of annual minimum advance royalties prior to the commencement of mining operations and the payment of earned royalties once mining operations commence. The
advance royalties paid became recoupable against any earned royalties due under the coal leases on a lease-by-lease basis once the Company determined to move forward with development.
|
9. |
PROPERTY, PLANT AND EQUIPMENT
|
Mine
development
properties
|
Mine plant
and
equipment
|
Other
plant and
equipment
|
Total
|
|
US$000
|
US$000
|
US$000
|
US$000
|
|
2019
|
||||
Net book value at July 1, 2018
|
42,096
|
16,883
|
86
|
59,065
|
Additions 1,2
|
20,966
|
37,617
|
12
|
58,595
|
Disposals
|
-
|
-
|
(24)
|
(24)
|
Depreciation charges 3
|
-
|
(1,521)
|
(3)
|
(1,524)
|
Impairment 4
|
-
|
(545)
|
-
|
(545)
|
Net book value at June 30, 2019
|
63,062
|
52,434
|
71
|
115,567
|
- at cost
|
63,062
|
54,500
|
94
|
117,656
|
- accumulated depreciation and impairment
|
-
|
(2,066)
|
(23)
|
(2,089)
|
2018
|
||||
Net book value at July 1, 2017
|
25,969
|
-
|
99
|
26,068
|
Additions
|
16,127
|
16,883
|
-
|
33,010
|
Depreciation charges 3
|
-
|
-
|
(13)
|
(13)
|
Net book value at June 30, 2018
|
42,096
|
16,883
|
86
|
59,065
|
- at cost
|
42,096
|
16,883
|
204
|
59,183
|
- accumulated depreciation and impairment
|
-
|
-
|
(118)
|
(118)
|
1 |
Borrowing costs amounting to approximately US$3,220,000 (June 30, 2018: nil), relating to the Poplar Grove Mine incurred prior to the commencement of ‘commercial production’, have been capitalised under
‘mine development properties’. Refer to Note 1(h) for further details.
|
2 |
Mine operating costs, net of proceeds from coal sales, amounting to approximately US$3,413,000 (June 30, 2018: nil), relating to the Poplar Grove mine incurred prior to the commencement of ‘commercial
production’, have been capitalised under ‘mine development properties’. Refer to Note 1(h) for further details.
|
3 |
No depreciation is recognised in respect of ‘mine development properties’ until ‘commercial production’ has been achieved. At June 30, 2019, the Group determined that ‘commercial production’ at the Poplar
Grove Mine had not yet been reached. Refer to Note 1(h) for further details. Depreciation of ‘mine plant and equipment’ and ‘other plant and equipment’ commences once the relevant asset is ready for intended use.
|
4 |
An impairment loss of approximately US$545,000 has been recognised in respect of ‘mine plant and equipment’ for fiscal 2019, relating to storm damage to the raw and clean coal radial stackers. The repair
and rebuild costs are expected to be covered under existing insurance arrangements.
|
42 |
Paringa Resources Limited ANNUAL REPORT 2019
|
10. |
TRADE AND OTHER PAYABLES
|
2019
|
2018
|
|
US$000
|
US$000
|
|
Trade creditors
|
2,596
|
7,172
|
Retainage
|
1,597
|
2,240
|
Accrued expenses
|
835
|
55
|
5,028
|
9,467
|
11. |
INTEREST-BEARING LOANS AND BORROWINGS
|
2019
|
2018
|
|
US$000
|
US$000
|
|
Current
|
||
Equipment finance facility1
|
4,140
|
-
|
Other
|
134
|
300
|
Total current
|
4,274
|
300
|
Non-Current
|
||
Term loan facility2
|
35,904
|
-
|
Equipment finance facility1
|
18,498
|
-
|
Other
|
39
|
125
|
Total non-current
|
54,441
|
125
|
Total borrowings
|
58,715
|
425
|
(a) |
Reconciliation
|
Balance at
July 1, 2018
|
Proceeds
|
Repayments
|
Borrowing
costs
|
Balance at
June 30, 2019
|
|
US$000
|
US$000
|
US$000
|
US$000
|
US$000
|
|
Equipment finance facility1
|
-
|
23,679
|
(1,041)
|
-
|
22,638
|
Term loan facility2
|
-
|
40,000
|
-
|
(4,096)
|
35,904
|
Project loan facility3
|
-
|
18,149
|
(18,149)
|
-
|
-
|
Other
|
425
|
52
|
(304)
|
-
|
173
|
Total borrowings
|
425
|
81,880
|
(19,494)
|
(4,096)
|
58,715
|
1 |
The Company has entered into a secured financing facility with Komatsu Financial Limited Partnership (“Komatsu”) (and its subsidiary Joy Underground Mining) to finance the purchase of up to US$19.0 million
of equipment from Komatsu for use at the Poplar Grove Mine, on instalment terms. Komatsu has also agreed to provide an additional equipment financing facility of up to US$7.5 million for the purchase of non-Komatsu equipment.
Interest rates vary for each piece of equipment, based on standard commercial rates for leased mining equipment in the United States.
|
2 |
During the year, the Company executed a Term Loan Facility (“TLF”) with Tribeca Global Resources Credit Pty Ltd (“Tribeca”) (as agent) and drew the first US$40 million tranche of the TLF. Drawdown of the
second tranche of the TLF (originally US$16 million, but proposed to be resized to US$10 million – refer to Note 25 for additional details) is conditional upon satisfaction of a ramp-up test, financial undertakings and other
customary conditions precedent. The key terms of the three-year TLF are typical of a facility of this nature, including a floating interest rate comprising the US Prime Rate plus a margin of 7.50% pa, plus usual undertakings and
events of default for a facility of this nature. The TLF is repayable in a bullet repayment by April 2022. Borrowing costs amounting to US$4.1 million (which includes non-cash share-based payments of US$2.2 million), have been
offset against the borrowing.
|
3 |
During the year, the Group fully repaid its previous project loan facility from Macquarie Bank Limited by making a principal repayment of US$18.1 million. Upon extinguishment of the project loan facility,
the remaining balance of unamortised borrowing costs, amounting to US$3.6 million (including non-cash share-based payments), were expensed through profit or loss.
|
Paringa Resources Limited ANNUAL REPORT 2019
|
43 |
12. |
PROVISIONS
|
2019
|
2018
|
|
US$000
|
US$000
|
|
Current
|
||
Employee entitlements
|
193
|
22
|
Total current
|
193
|
22
|
Non-Current
|
||
Mine rehabilitation 1
|
2,708
|
1,313
|
Total non-current
|
2,708
|
1,313
|
Total provisions
|
2,901
|
1,335
|
1 |
The Group commenced construction of the Poplar Grove Mine during fiscal 2018, which has resulted in the creation of a rehabilitation obligation. The Group will assess its mine rehabilitation provision as
development activities progress, and subsequently on an annual basis, or where evidence exists that the provision should be reviewed. Significant judgement is required in determining the provision for mine rehabilitation and closure
as there are many factors that will affect the ultimate liability payable to rehabilitate the mine site, including future disturbances caused by further development, changes in technology, changes in regulations, price increases,
changes in timing of cash flows which are based on life of mine plans and changes in discount rates. When these factors change or become known in the future, such differences will impact the mine rehabilitation provision in the
period in which the change becomes known. Accretion of the provision will commence when development has been completed.
|
13. |
CONTRIBUTED EQUITY
|
2019
|
2018
|
||
Note
|
US$000
|
US$000
|
|
Issued capital
|
|||
461,251,181 fully paid ordinary shares (June 30, 2018: 454,386,181)
|
13(a)
|
104,050
|
102,278
|
104,050
|
102,278
|
1
|
Ordinary shares have no par value and the Company does not have a limited amount of authorised capital.
|
(a) |
Movements in issued capital
|
Thousands
of Shares
|
US$000
|
|
2019
|
||
Opening balance at July 1, 2018
|
454,386
|
102,278
|
Issue of shares to advisors and consultants
|
3,030
|
323
|
Conversion of employee performance rights
|
3,835
|
1,465
|
Share issue costs
|
-
|
(16)
|
Closing balance at June 30, 2019
|
461,251
|
104,050
|
2018
|
||
Opening balance at July 1, 2017
|
316,426
|
81,194
|
Institutional placement (May 2018)
|
31,818
|
5,275
|
Institutional entitlement offer (May 2018)
|
55,593
|
9,215
|
Retail entitlement offer (June 2018)
|
50,049
|
8,188
|
Exercise of employee options and placement options
|
500
|
120
|
Share issue costs
|
-
|
(1,714)
|
Closing balance at June 30, 2018
|
454,386
|
102,278
|
44 |
Paringa Resources Limited ANNUAL REPORT 2019
|
(b) |
Rights Attaching to Shares
|
(i) |
Shares - The issue of shares in the capital of the Company and options over unissued shares by the Company is under the control of the Directors, subject to the Corporations Act 2001, ASX
Listing Rules and any rights attached to any special class of shares.
|
(ii) |
Meetings of Members - Directors may call a meeting of members whenever they think fit. Members may call a meeting as provided by the Corporations Act 2001. The Constitution contains
provisions prescribing the content requirements of notices of meetings of members and all members are entitled to a notice of meeting. A meeting may be held in two or more places linked together by audio-visual communication
devices. A quorum for a meeting of members is two shareholders. The Company holds annual general meetings in accordance with the Corporations Act 2001 and the Listing Rules.
|
(iii) |
Voting - Subject to any rights or restrictions at the time being attached to any shares or class of shares of the Company, each member of the Company is entitled to receive notice of,
attend and vote at a general meeting. Resolutions of members will be decided by a show of hands unless a poll is demanded. On a show of hands each eligible voter present has one vote. However, where a person present at a general
meeting represents personally or by proxy, attorney or representative more than one member, on a show of hands the person is entitled to one vote only despite the number of members the person represents. On a poll, each eligible
member has one vote for each fully paid share held and a fraction of a vote for each partly paid share determined by the amount paid up on that share.
|
(iv) |
Changes to the Constitution - The Company's Constitution can only be amended by a special resolution passed by at least three quarters of the members present and voting at a general
meeting of the Company. At least 28 days' written notice specifying the intention to propose the resolution as a special resolution must be given.
|
(v) |
Listing Rules - Provided the Company remains admitted to the Official List, then despite anything in its Constitution, no act may be done that is prohibited by the Listing Rules, and
authority is given for acts required to be done by the Listing Rules. The Company's Constitution will be deemed to comply with the Listing Rules as amended from time to time.
|
14. |
RESERVES
|
2019
|
2018
|
||
US$000
|
US$000
|
||
Share-based payments reserve
|
14(b)
|
6,684
|
5,356
|
Foreign currency translation reserve
|
(2,353)
|
(2,353)
|
|
4,331
|
3,003
|
(a) |
Nature and Purpose of Reserves
|
(i) |
Share-based payments reserve - The share-based payments reserve is used to record the fair value of options and rights issued by the Group to officers, employees, consultants, lenders and
advisors.
|
(ii) |
Foreign currency translation reserve - Exchange differences arising on translation of foreign controlled entities are taken to the foreign
currency translation reserve, as described in Note 1(w). The reserve is recognised in profit or loss when the net investment is disposed of.
|
Paringa Resources Limited ANNUAL REPORT 2019
|
45
|
14.
|
RESERVES (Continued)
|
(b) |
Movements in share-based payments reserve
|
Thousands
of Options
|
Thousands
of Rights
|
US$000
|
|
2019
|
|||
Opening balance at July 1, 2018
|
11,944
|
13,630
|
5,356
|
Grant of employee options/rights
|
2,300
|
7,300
|
-
|
Grant of lender options
|
29,444
|
-
|
1,505
|
Conversion of employee performance rights
|
-
|
(3,835)
|
(1,465)
|
Forfeiture/lapse of employee options/performance rights
|
(1,500)
|
(700)
|
(212)
|
Share based payments expense
|
-
|
-
|
1,500
|
Closing balance at June 30, 2019
|
42,188
|
16,395
|
6,684
|
2018
|
|||
Opening balance at July 1, 2017
|
7,694
|
16,410
|
2,810
|
Grant of employee rights
|
-
|
1,650
|
-
|
Grant of underwriter options
|
6,000
|
-
|
248
|
Exercise of employee options
|
(500)
|
-
|
-
|
Forfeiture/lapse of employee options
|
(1,250)
|
(4,430)
|
-
|
Share based payments expense
|
-
|
-
|
2,298
|
Closing balance at June 30, 2018 1
|
11,944
|
13,630
|
5,356
|
1 |
At June 30, 2018, the Company also had on issue 7,494,000 placement options exercisable at $0.50 each on or before July 31, 2018 which are not considered share-based payments under AASB 2
as they were issued as part of a share placement. Any value related to these placement options is included within contributed equity as part of the related placement value.
|
(c) |
Terms and Conditions of Options
|
• |
Each Option entitles the holder to the right to subscribe for one Share upon the exercise of each Option;
|
• |
The Options have the following exercise prices and expiry dates:
|
- |
575,000 employee incentive Options exercisable at A$0.30 on or before December 31, 2023;
|
- |
575,000 employee incentive Options exercisable at A$0.40 on or before December 31, 2023;
|
- |
575,000 employee incentive Options exercisable at A$0.50 on or before December 31, 2023;
|
- |
575,000 employee incentive Options exercisable at A$0.60 on or before December 31, 2023;
|
- |
4,444,444 lender Options exercisable at A$0.66 each on or before April 5, 2021;
|
- |
4,444,444 lender Options exercisable at A$0.34 each on or before September 10, 2022;
|
- |
6,000,000 underwriter Options exercisable at A$0.33 each on or before June 30, 2021;
|
- |
18,000,000 lender Options exercisable at A$0.20 each on or before April 30, 2023; and
|
- |
7,000,000 lender Options exercisable at A$0.20 each on or before June 13, 2023.
|
• |
The Options are exercisable at any time prior to the expiry date, subject to vesting conditions being satisfied (if applicable);
|
• |
Shares issued on exercise of the Options rank equally with the then Shares of the Company;
|
• |
Application will be made by the Company to ASX for official quotation of the Shares issued upon the exercise of the Options;
|
• |
If there is any reconstruction of the issued share capital of the Company, the rights of the Option holders may be varied to comply with the ASX Listing Rules which apply to the reconstruction at the time of the reconstruction;
and
|
• |
No application for quotation of the Options will be made by the Company.
|
46 |
Paringa Resources Limited ANNUAL REPORT 2019
|
(d) |
Terms and Conditions of Rights
|
• |
Each Right automatically converts into one Share upon vesting of the Right;
|
• |
Each Right is subject to performance conditions (as determined by the Board from time to time) which must be satisfied in order for the Right to vest;
|
• |
The Rights have the following expiry dates:
|
- |
4,635,000 employee Rights subject to the First Coal Production Milestone expiring on December 31, 2019;
|
- |
6,260,000 employee Rights subject to the Nameplate Production Milestone expiring on December 31, 2020;
|
- |
2,500,000 employee Rights subject to the 1.7 Mtpa Coal Production Milestone expiring on December 31, 2020; and
|
- |
3,000,000 employee Rights subject to the 2.7 Mtpa Coal Production Milestone expiring on December 31, 2021.
|
• |
Shares issued on conversion of the Rights rank equally with the then Shares of the Company;
|
• |
Application will be made by the Company to ASX for official quotation of the Shares issued upon conversion of the Rights;
|
• |
If there is any reconstruction of the issued share capital of the Company, the rights of the Right holders may be varied to comply with the ASX Listing Rules which apply to the reconstruction at the time of the reconstruction;
and
|
• |
No application for quotation of the Rights will be made by the Company.
|
15. |
ACCUMULATED LOSSES
|
2019
|
2018
|
|
US$000
|
US$000
|
|
Balance at July 1
|
(28,191)
|
(21,076)
|
Net loss for the year attributable to members of Paringa Resources Limited
|
(13,097)
|
(7,115)
|
Adjustment to accumulated losses for expired options
|
212
|
-
|
Balance at June 30
|
(41,076)
|
(28,191)
|
16. |
EARNINGS PER SHARE
|
2019
US$000
|
2018
US$000
|
|
Net loss attributable to members of the Parent Entity used in calculating basic and diluted earnings per share
|
(13,097)
|
(7,115)
|
2019
Thousands
of Shares
|
2018
Thousands
of Shares
|
|
Weighted average number of Ordinary Shares used in calculating basic and diluted loss per share
|
456,480
|
326,101
|
(a) |
Non-Dilutive Securities
|
(b) |
Conversions, Calls, Subscriptions or Issues after June 30, 2019
|
Paringa Resources Limited ANNUAL REPORT 2019
|
47 |
17. |
RELATED PARTIES
|
(a) |
Subsidiaries
|
Name
|
Country of
Incorporation
|
% Equity Interest
|
|
2019
|
2018
|
||
Hartshorne Coal Mining Pty Ltd
|
Australia
|
100
|
100
|
HCM Resources Pty Ltd
|
Australia
|
100
|
100
|
Hartshorne Holdings LLC
|
USA
|
100
|
100
|
Hartshorne Mining Group LLC
|
USA
|
100
|
100
|
Hartshorne Mining LLC
|
USA
|
100
|
100
|
Hartshorne Land LLC
|
USA
|
100
|
100
|
HCM Operations LLC
|
USA
|
-
|
100
|
(b) |
Ultimate Parent
|
(c) |
Key Management Personnel
|
2019
|
2018
|
|
US$000
|
US$000
|
|
Short-term employee benefits
|
1,225
|
1,459
|
Post-employment benefits
|
33
|
36
|
Termination benefits
|
32
|
5
|
Share-based payments
|
1,156
|
1,950
|
Total compensation
|
2,446
|
3,450
|
(d) |
Transactions with Related Parties
|
48 |
Paringa Resources Limited ANNUAL REPORT 2019
|
18. |
PARENT ENTITY DISCLOSURES
|
2019
|
2018
|
|
US$000
|
US$000
|
|
(a) Financial Position
|
||
Assets
|
||
Current assets
|
161
|
20,223
|
Non-current assets
|
67,639
|
57,895
|
Total assets
|
67,800
|
78,118
|
Liabilities
|
||
Current liabilities
|
495
|
1,028
|
Total liabilities
|
495
|
1,028
|
Equity
|
||
Contributed equity
|
104,050
|
102,278
|
Reserves
|
1,044
|
(284)
|
Accumulated losses
|
(37,789)
|
(24,904)
|
Total equity
|
67,305
|
77,090
|
(b) Financial Performance
|
||
Loss for the year
|
(13,097)
|
(7,115)
|
Other comprehensive income/(loss)
|
-
|
-
|
Total comprehensive income/(loss)
|
(13,097)
|
(7,115)
|
(c) |
Other information
|
19. |
SHARE-BASED PAYMENTS
|
(a) |
Recognised Share-based Payment Expense
|
2019
|
2018
|
|
US$000
|
US$000
|
|
Expense arising from equity-settled share-based payment transactions
|
1,504
|
2,298
|
• |
during fiscal 2019, a share-based payment of approximately US$1,325,000 relating to 25,000,000 lender options granted as consideration for the provision of the US$56 million Term Loan Facility from Tribeca (as agent) was
capitalised as borrowing costs and offset against the borrowing;
|
• |
during fiscal 2019, a share-based payment of approximately US$319,000 relating to 3,000,000 advisor shares granted to Argonaut Capital Limited for financial advisory services provided in relation to the US$56 million Term Loan
Facility from Tribeca (as agent) was capitalised as borrowing costs and offset against the borrowing;
|
• |
during fiscal 2019, a share-based payment of approximately US$180,000 relating to 4,444,444 lender options granted by as consideration for the provision of the previous US$21.7 million project loan facility from Macquarie Bank
Limited was capitalised as borrowing costs and offset against the borrowing. Upon repayment of this loan in April 2019, the unamortised balance of this share-based payment was expensed through profit or loss; and
|
• |
during fiscal 2018, a share-based payment of US$248,000 relating to the grant of 6,000,000 underwriter options to Argonaut Capital Limited was recognised as share issue costs and offset against share capital.
|
Paringa Resources Limited ANNUAL REPORT 2019
|
49
|
19. |
SHARE-BASED PAYMENTS (Continued)
|
(b) |
Summary of Options and Rights Granted as Share-based Payments
|
2019
Thousands of Options and Rights |
2019
WAEP A$ |
2018
Thousands of Options and Rights |
2018
WAEP A$ |
|
Outstanding at beginning of year
|
25,574
|
$0.22
|
24,104
|
$0.17
|
Granted during the year
|
39,044
|
$0.19
|
7,650
|
$0.26
|
Forfeited and lapsed during the year
|
(2,200)
|
$0.38
|
(5,680) |
$0.07
|
Exercised/converted during the year
|
(3,835)
|
-
|
(500)
|
$0.30
|
Outstanding at end of year 1
|
58,583
|
$0.21
|
25,574
|
$0.22
|
1 |
At June 30, 2018, the Company also had on issue 7,494,000 placement options exercisable at $0.50 each on or before July 31, 2018 which are not considered
share-based payments under AASB 2 as they were issued as part of a share placement. These options expired unexercised during the year ended June 30, 2019.
|
Series
|
Security
Type
|
Number
|
Grant
Date
|
Expiry Date
|
Exercise
Price
$
|
Grant Date
Fair Value
$
|
2019
|
||||||
Series 1
|
Rights
|
100,000
|
19-Dec-18
|
31-Dec-19
|
-
|
A$0.192
|
Series 2
|
Rights
|
400,000
|
19-Dec-18
|
31-Dec-20
|
-
|
A$0.192
|
Series 3
|
Rights
|
200,000
|
11-Jul-18
|
31-Dec-18
|
-
|
A$0.217
|
Series 4
|
Rights
|
300,000
|
11-Jul-18
|
31-Dec-19
|
-
|
A$0.217
|
Series 5
|
Rights
|
700,000
|
11-Jul-18
|
31-Dec-20
|
-
|
A$0.217
|
Series 6
|
Rights
|
100,000
|
19-Dec-18
|
31-Dec-18
|
-
|
A$0.192
|
Series 7
|
Rights
|
2,500,000
|
10-Dec-18
|
31-Dec-20
|
-
|
A$0.192
|
Series 8
|
Rights
|
3,000,000
|
10-Dec-18
|
31-Dec-21
|
-
|
A$0.192
|
Series 9
|
Options
|
575,000
|
10-Dec-18
|
31-Dec-23
|
A$0.30
|
A$0.074
|
Series 10
|
Options
|
575,000
|
10-Dec-18
|
31-Dec-23
|
A$0.40
|
A$0.059
|
Series 11
|
Options
|
575,000
|
10-Dec-18
|
31-Dec-23
|
A$0.50
|
A$0.049
|
Series 12
|
Options
|
575,000
|
10-Dec-18
|
31-Dec-23
|
A$0.60
|
A$0.041
|
Series 13
|
Options
|
4,444,444
|
10-Sep-18
|
10-Sep-22
|
A$0.34
|
A$0.056
|
Series 14
|
Options
|
18,000,000
|
30-Apr-19
|
30-Apr-23
|
A$0.20
|
A$0.075
|
Series 15
|
Options
|
7,000,000
|
30-Apr-19
|
13-Jun-23
|
A$0.20
|
A$0.076
|
2018
|
||||||
Series 1
|
Rights
|
50,000
|
23-May-17
|
31-Dec-18
|
-
|
A$0.456
|
Series 2
|
Rights
|
100,000
|
23-May-17
|
31-Dec-19
|
-
|
A$0.456
|
Series 3
|
Rights
|
400,000
|
23-May-17
|
31-Dec-20
|
-
|
A$0.456
|
Series 4
|
Rights
|
100,000
|
5-Jun-17
|
31-Dec-20
|
-
|
A$0.413
|
Series 5
|
Rights
|
200,000
|
16-Oct-17
|
31-Dec-19
|
-
|
A$0.359
|
Series 6
|
Rights
|
500,000
|
16-Oct-17
|
31-Dec-20
|
-
|
A$0.359
|
Series 7
|
Rights
|
100,000
|
11-Dec-17
|
31-Dec-19
|
-
|
A$0.351
|
Series 8
|
Rights
|
200,000
|
11-Dec-17
|
31-Dec-20
|
-
|
A$0.351
|
Series 9
|
Options
|
6,000,000
|
26-Jun-18
|
30-Jun-21
|
A$0.33
|
A$0.056
|
(c) |
Weighted Average Remaining Contractual Life
|
50 |
Paringa Resources Limited ANNUAL REPORT 2019
|
(d) |
Range of Exercise Prices
|
(e) |
Weighted Average Fair Value
|
(f) |
Option and Performance Share Right Pricing Model
|
2019 Inputs
|
Series 1
|
Series 2
|
Series 3
|
Series 4
|
Series 5
|
Series 6
|
Series 7
|
Series 8
|
Exercise price
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Grant date share price
|
A$0.195
|
A$0.195
|
A$0.21
|
A$0.21
|
A$0.21
|
A$0.195
|
A$0.195
|
A$0.195
|
Dividend yield1
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Volatility2
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Risk-free interest rate
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Grant date
|
19-Dec-18
|
19-Dec-18
|
11-Jul-18
|
11-Jul-18
|
11-Jul-18
|
19-Dec-18
|
10-Dec-18
|
10-Dec-18
|
Expiry date
|
31-Dec-19
|
31-Dec-20
|
31-Dec-18
|
31-Dec-19
|
31-Dec-20
|
31-Dec-18
|
31-Dec-20
|
31-Dec-21
|
Expected life (years)3
|
1.03
|
2.03
|
0.47
|
1.47
|
2.47
|
0.03
|
2.06
|
3.06
|
Fair value at grant date
|
A$0.192
|
A$0.192
|
A$0.217
|
A$0.217
|
A$0.217
|
A$0.192
|
A$0.192
|
A$0.192
|
2019 Inputs (cont.)
|
Series 9
|
Series 10
|
Series 11
|
Series 12
|
Series 13
|
Series 14
|
Series 15
|
Exercise price
|
A$0.30
|
A$0.40
|
A$0.50
|
A$0.60
|
A$0.34
|
A$0.20
|
A$0.20
|
Grant date share price
|
A$0.195
|
A$0.195
|
A$0.195
|
A$0.195
|
A$0.195
|
A$0.175
|
A$0.175
|
Dividend yield1
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Volatility2
|
55%
|
55%
|
55%
|
55%
|
55%
|
60%
|
60%
|
Risk-free interest rate
|
2.11%
|
2.11%
|
2.11%
|
2.11%
|
2.02%
|
1.38%
|
1.38%
|
Grant date
|
10-Dec-18
|
10-Dec-18
|
10-Dec-18
|
10-Dec-18
|
10-Sep-18
|
30-Apr-19
|
30-Apr-19
|
Expiry date
|
31-Dec-23
|
31-Dec-23
|
31-Dec-23
|
31-Dec-23
|
10-Sep-22
|
30-Apr-23
|
13-Jun-23
|
Expected life (years)3
|
5.06
|
5.06
|
5.06
|
5.06
|
4.00
|
4.00
|
4.12
|
Fair value at grant date
|
A$0.074
|
A$0.059
|
A$0.049
|
A$0.041
|
A$0.056
|
A$0.075
|
A$0.076
|
2018 Inputs
|
Series 1
|
Series 2
|
Series 3
|
Series 4
|
Series 5
|
Series 6
|
Series 7
|
Series 8
|
Series 9
|
Exercise price
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
A$0.33
|
Grant date share price
|
A$0.48
|
A$0.48
|
A$0.48
|
A$0.385
|
A$0.385
|
A$0.385
|
A$0.37
|
A$0.37
|
A$0.19
|
Dividend yield1
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Volatility2
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
65%
|
Risk-free interest rate
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
2.10%
|
Grant date
|
23-May-17
|
23-May-17
|
23-May-17
|
5-Jun-17
|
16-Oct-17
|
16-Oct-17
|
11-Dec-17
|
11-Dec-17
|
26-Jun-18
|
Expiry date
|
31-Dec-18
|
31-Dec-19
|
31-Dec-20
|
31-Dec-20
|
31-Dec-19
|
31-Dec-20
|
31-Dec-19
|
31-Dec-20
|
30-Jun-21
|
Expected life (years)3
|
1.61
|
2.61
|
3.61
|
3.58
|
2.21
|
3.21
|
2.05
|
3.06
|
3.01
|
Fair value at grant date
|
A$0.456
|
A$0.456
|
A$0.456
|
A$0.413
|
A$0.359
|
A$0.359
|
A$0.351
|
A$0.351
|
A$0.056
|
1 |
The dividend yield reflects the assumption that the current dividend payout will remain unchanged.
|
2 |
The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may not necessarily be the actual outcome.
|
3
|
The expected life of the options and rights is based on the expiry date of the options or rights.
|
Paringa Resources Limited ANNUAL REPORT 2019
|
51 |
20. |
AUDITORS’ REMUNERATION
|
2019
|
2018
|
|
US$000
|
US$000
|
|
Amounts received or due and receivable by Deloitte Touche Tohmatsu for:
|
||
• Australian audit or review of the financial report of the entity and any other entity in the Group; and
|
89
|
112
|
• United States audit or review of financial statements of the entity and any other entity in the Group in accordance with Public Company Accounting Oversight Board (PCAOB)
standards as part of the Company’s U.S. listing
|
87
|
324
|
176
|
436
|
21. |
SEGMENT INFORMATION
|
(a) |
Reconciliation of Non-Current Assets by geographical location
|
2019
|
2018
|
|
US$000
|
US$000
|
|
United States of America
|
119,828
|
65,616
|
119,828
|
65,616
|
22. |
FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
|
(a) |
Overview
|
(b) |
Credit Risk
|
52 |
Paringa Resources Limited ANNUAL REPORT 2019
|
2019
|
2018
|
|
US$000
|
US$000
|
|
Cash and cash equivalents
|
12,038
|
22,623
|
Trade and other receivables
|
834
|
68
|
Other non-current financial assets
|
1,407
|
1,102
|
14,279
|
23,793
|
(c) |
Liquidity Risk
|
≤12 Months
US$000
|
1-5 Years
US$000
|
≥5 Years
US$000
|
Total
US$000
|
|
2019
|
||||
Financial Liabilities
|
||||
Trade and other payables
|
5,028
|
-
|
-
|
5,028
|
Borrowings
|
4,274
|
54,441
|
-
|
58,715
|
9,302
|
54,441
|
-
|
63,743
|
|
2018
|
||||
Financial Liabilities
|
||||
Trade and other payables
|
9,467
|
-
|
-
|
9,467
|
Borrowings
|
300
|
125
|
-
|
425
|
9,767
|
125
|
-
|
9,892
|
Paringa Resources Limited ANNUAL REPORT 2019
|
53
|
22.
|
FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (Continued)
|
(d) |
Interest Rate Risk
|
2019
|
2018
|
|
US$000
|
US$000
|
|
Financial assets
|
||
Cash and cash equivalents
|
12,038
|
22,623
|
Financial liabilities
|
||
Interest-bearing loans and borrowings (floating rate borrowings)
|
(35,904)
|
-
|
Net exposure
|
(23,866)
|
22,623
|
Profit or loss
|
||
+ 100 basis points
|
- 100 basis points
|
|
US$000
|
US$000
|
|
2019
|
||
Financial assets
|
||
Cash and cash equivalents
|
119
|
(119)
|
Financial liabilities
|
||
Interest-bearing loans and borrowings (floating rate borrowings)
|
(400)
|
400
|
(281)
|
281
|
|
2018
|
||
Financial assets
|
||
Cash and cash equivalents
|
187
|
(187)
|
187
|
(187)
|
(e) |
Commodity Price Risk
|
54 |
Paringa Resources Limited ANNUAL REPORT 2019
|
(f) |
Fair Value
|
(g) |
Capital Management
|
(h) |
Foreign Currency Risk
|
Exposure to A$
|
2019
A$ exposure
US$000
|
2018
A$ exposure
US$000
|
Financial assets
|
||
Cash and cash equivalents
|
-
|
2,072
|
Trade and other receivables
|
110
|
42
|
Financial liabilities
|
||
Trade and other payables
|
(395)
|
(479)
|
Net exposure
|
(285)
|
1,635
|
Profit or loss
|
||
10% Increase
|
10% Decrease
|
|
US$000
|
US$000
|
|
2019
|
||
Group
|
(29)
|
29
|
2018
|
||
Group
|
163
|
(163)
|
Paringa Resources Limited ANNUAL REPORT 2019
|
55 |
23. |
CONTINGENT ASSETS AND LIABILITIES
|
24. |
COMMITMENTS
|
Payable
within 1
year
|
Payable
later than 1
year within
5 years
|
Total
|
|
US$000
|
US$000
|
US$000
|
|
2019
|
|||
Operating lease commitments
|
258
|
336
|
594
|
2018
|
|||
Operating lease commitments
|
161
|
340
|
501
|
(a) |
Operating lease commitments
|
25. |
EVENTS SUBSEQUENT TO BALANCE DATE
|
(i) |
On July 19, 2019, the Company announced that the second mining unit (“Unit 2”) had entered production at the Poplar Grove Mine, taking the total number of CMs in operation to four and significantly increasing the total quantity
of coal mined per shift of operation;
|
(ii) |
On July 19, 2019, the Company announced that BREC had elected to terminate its coal sales agreement with the Company (which represents a potential event of default under the TLF) due to the delayed delivery of first coal to BREC.
Under the TLF, the Group has a period 90 days to replace the terminated contract with alternative arrangements which are acceptable to Tribeca, or to negotiate an extension or waiver of this requirement, otherwise an event of
default will be triggered under the TLF. The Company maintains a good relationship with BREC, and BREC has requested a test burn of Poplar Grove coal later in 2019;
|
(iii) |
On August 24, 2019, the Company announced that an extended cut plan for Unit 1 at the Poplar Grove Mine had been approved, enabling the CMs to increase the depth of each cut into the coal seam from 20 ft to 40 ft. The extended
cut plan resulted in an immediate increase in Unit 1 mining productivity;
|
(iv) |
On September 17, 2019, the Company announced the appointment of Mr. Jim Middleton as Executive Advisor to Paringa’s Board, with specific responsibility to provide guidance to the Company’s Poplar Grove Mine, to assist in further
developing safe, efficient, reliable and cost effective mine operations. Mr. Middleton is an experienced underground mining executive with a long and successful history of running coal mining operations for major natural resource
companies, including Glencore, BHP, Xstrata, Exxon Coal and Coal & Allied;
|
56 |
Paringa Resources Limited ANNUAL REPORT 2019
|
(v) |
On September 18, 2019, the Company announced that it had entered into a term sheet to grant a 2% gross revenue royalty to Tribeca Global Resources Credit Pty Limited (“Tribeca”) to raise US$9.0 million (before costs) (“Proposed
Royalty Financing”), conditional upon completion of a minimum US$5 million equity raising (after costs), legal and tax due diligence, and completion of formal documentation. The term sheet also provides for amendments to the
Company's TLF with Tribeca (as agent) (“Proposed Term Loan Amendment”) to, amongst other things, resize the second tranche of the TLF from US$16 million to US$10 million (Unit 3 expansion capex is projected to be US$5.9 million),
and to ensure that the previously announced termination of the Company's supply agreement with Big Rivers Electric Corporation and issues arising from a funding gap do not result in any events of default under the TLF. Upon
completion of the Proposed Royalty Financing and Proposed Term Loan Amendment, the Company will: (a) grant 60,000,000 new options to the lenders (30,000,000 with a strike price of A$0.085 per option and 30,000,000 with a strike
price of A$0.10 per option) (subject to shareholder approval and ASX waivers); (b) cancel 25,000,000 options previously granted to the lenders (with a strike price of A$0.20) (subject to shareholder approval and ASX waivers); and
(c) issue shares to Argonaut Capital Limited in an amount equal to US$270,000 at an issue price of A$0.07 for financial advisory services provided in respect to the Proposed Royalty Financing;
|
(vi) |
On September 18, 2019, the Company announced that it would make a non-renounceable accelerated pro rata entitlement offer to eligible Shareholders of new shares at an offer price of A$0.07 each, on the basis of one (1) new share
for every four (4) shares held on the record date, to raise approximately A$8.1 million (US$5.6 million1)
(before costs) (“Entitlement Offer”). The Entitlement Offer will comprise an Institutional Entitlement Offer to be conducted on an accelerated basis and a Retail Entitlement Offer. Net proceeds from the Entitlement Offer will be
used to fund Poplar Grove’s ongoing mine ramp-up to positive cashflow, to satisfy the minimum US$5 million equity raising in respect of the Proposed Royalty Financing and Proposed Term Loan Amendment, and for general working capital
purposes;
|
(vii) |
On September 20, 2019, the Company announced that it had completed the Institutional Entitlement Offer of its Entitlement Offer to raise approximately A$3.12 million. The Institutional Entitlement Offer was well supported with
the majority of substantial existing institutional shareholders electing to take up their entitlements. The Retail Entitlement Offer will raise up to a further A$4.95 million; and
|
(viii) |
On September 25, 2019, the Company announced that it had commenced coal sales to OVEC-IKEC. Coal is procured by AEP on behalf of OVEC-IKEC. AEP is OVEC-IKEC’s major shareholder and one of the largest electric energy companies in
the United States. The Company continues to ramp up sales to its cornerstone customer LG&E and KU, with August shipping rates to LG&E and KU of approximately 700 Ktpa on an annualised basis.
|
• |
the operations, in financial years subsequent to June 30, 2019, of the Group;
|
• |
the results of those operations, in financial years subsequent to June 30, 2019, of the Group; or
|
• |
the state of affairs, in financial years subsequent to June 30, 2019, of the Group.
|
Paringa Resources Limited ANNUAL REPORT 2019
|
57 |
1.
|
In the opinion of the Directors:
|
(a) |
the attached financial statements, notes and the additional disclosures included in the Directors' report designated as audited, are in accordance with the Corporations Act 2001, including:
|
(i) |
section 296 (compliance with accounting standards and Corporations Regulations 2001); and
|
(ii) |
section 297 (gives a true and fair view of the financial position as at June 30, 2019 and of the performance for the year ended on that date of the consolidated group); and
|
(b) |
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
|
2. |
The attached financial statements are in compliance with International Financial Reporting Standards, as stated in note 1(a) to the financial statements.
|
3. |
The Directors have been given a declaration required by section 295A of the Corporations Act 2001 for the financial year ended June 30, 2019.
|
58 |
Paringa Resources Limited ANNUAL REPORT 2019
|
INDEPENDENT AUDITORS REPORT
|
Paringa Resources Limited ANNUAL REPORT 2019
|
59 |
60 |
Paringa Resources Limited ANNUAL REPORT 2019
|
Paringa Resources Limited ANNUAL REPORT 2019
|
61 |
62 |
Paringa Resources Limited ANNUAL REPORT 2019
|
Paringa Resources Limited ANNUAL REPORT 2019
|
63 |
• |
relatively simple operations of the Company, which is focussed on production from a single coal property;
|
• |
cost verses benefit of additional corporate governance requirements or processes;
|
• |
Board’s experience in the relevant sector;
|
• |
organisational reporting structure and limited number of reporting functions, divisions and employees;
|
• |
relatively simple financial affairs with limited complexity and quantum;
|
• |
relatively moderate market capitalisation; and
|
• |
direct shareholder feedback.
|
64 |
Paringa Resources Limited ANNUAL REPORT 2019
|
1. |
COAL RESOURCES
|
Buck Creek Complex
Coal Resources as at June 30, 2019
|
Buck Creek Complex
Coal Resources as at June 30, 2018
|
Category
|
Coal
Resource
(Mt)
|
Calorific
Value*
(Btu/lb)
|
Ash*
(%)
|
Yield*
(%)
|
Category
|
Coal
Resource
(Mt)
|
Calorific
Value*
(Btu/lb)
|
Ash*
(%)
|
Yield*
(%)
|
||
Measured
|
103.0
|
11,945
|
8.52
|
90.9
|
Measured
|
103.6
|
11,963
|
8.6
|
91.1
|
||
Indicated
|
227.3
|
11,945
|
8.52
|
90.9
|
Indicated
|
228.6
|
11,963
|
8.6
|
91.1
|
||
Inferred
|
-
|
-
|
-
|
-
|
Inferred
|
0.7
|
11,963
|
8.6
|
91.1
|
||
Total
|
330.3
|
11,945
|
8.52
|
90.9
|
Total
|
332.9
|
11,963
|
8.6
|
91.1
|
2. |
COAL RESERVES
|
Buck Creek Complex
Coal Reserves as at June 30, 2019 |
Buck Creek Complex
Coal Reserves as at June 30, 2018 |
Category
|
Recoverable*
Coal Reserve
(Mt)
|
Marketable
Coal Reserve
(Mt)
|
Product
Yield
(%)
|
Category
|
Recoverable*
Coal Reserve
(Mt)
|
Marketable
Coal Reserve
(Mt)
|
Product
Yield
(%)
|
||
Proven
|
44.3
|
33.9
|
76.54
|
Proven
|
43.5
|
33.2
|
76.48
|
||
Probable
|
91.4
|
70.0
|
76.54
|
Probable
|
92.3
|
70.6
|
76.48
|
||
Total
|
135.7
|
103.8
|
76.54
|
Total
|
135.7
|
103.8
|
76.48
|
3. |
GOVERNANCE OF RESOURCES AND RESERVES
|
Paringa Resources Limited ANNUAL REPORT
2019
|
65 |
3. |
GOVERNANCE OF RESOURCES AND RESERVES (Continued)
|
4. |
COMPETENT PERSONS STATEMENT
|
66 |
Paringa Resources Limited ANNUAL REPORT 2019
|
1. |
TWENTY LARGEST SHAREHOLDERS
|
Name
|
Number of
Ordinary
Shares
|
Percentage
of Ordinary
Shares
|
|
Citicorp Nominees Pty Limited
|
64,079,801
|
13.89
|
|
J P Morgan Nominees Australia Pty Limited
|
54,812,173
|
11.88
|
|
HSBC Custody Nominees <Australia> Limited
|
32,945,552
|
7.14
|
|
UBS Nominees Pty Ltd
|
17,471,818
|
3.79
|
|
Silver Lake Resources Limited
|
15,102,663
|
3.27
|
|
Arredo Pty Ltd
|
14,015,152
|
3.04
|
|
Nero Resource Fund Pty Ltd <Nero Resource Fund A/C>
|
9,188,949
|
1.99
|
|
Argonaut Equity Partners Pty Limited
|
7,054,969
|
1.53
|
|
Mr Clayton William Hollingsworth
|
7,000,000
|
1.52
|
|
Wenola Pty Limited <Pension Fund A/C>
|
5,522,086
|
1.20
|
|
Norfolk Enchants Pty Ltd <Trojan Retirement Fund A/C>
|
5,500,000
|
1.19
|
|
Mr Terry Patrick Coffey + Hawkes Bay Nominees Limited <Williams Family No 2 A/C>
|
5,146,734
|
1.12
|
|
Silver Lake Resources Limited
|
4,764,683
|
1.03
|
|
Bouchi Pty Ltd
|
4,498,643
|
0.98
|
|
Westblock Services Pty Ltd <Westblock Investment A/C>
|
4,333,334
|
0.94
|
|
Enerview Pty Ltd
|
4,266,667
|
0.93
|
|
AWJ Family Pty Ltd <A W Johnson Family A/C>
|
4,131,971
|
0.90
|
|
Elliott Services Pty Ltd <The Elliott Family A/C>
|
3,650,000
|
0.79
|
|
BNP Paribas Nominees Pty Ltd <IB AU Noms Retailclient DRP>
|
3,612,487
|
0.78
|
|
Mr David Gay
|
3,520,292
|
0.76
|
|
Total Top 20
|
270,617,974
|
58.67
|
|
Others
|
190,633,207
|
41.33
|
|
Total Ordinary Shares on Issue
|
461,251,181
|
100.00
|
2. |
DISTRIBUTION OF EQUITY SECURITIES
|
Ordinary Shares
|
|||
Distribution
|
Number of
Shareholders |
Number of
Ordinary Shares |
|
1 - 1,000
|
30
|
4,585
|
|
1,001 - 5,000
|
95
|
298,352
|
|
5,001 - 10,000
|
146
|
1,171,213
|
|
10,001 - 100,000
|
524
|
21,385,786
|
|
100,001 Over
|
354
|
438,391,245
|
|
Totals
|
1,149
|
461,251,181
|
3. |
VOTING RIGHTS
|
Paringa Resources Limited ANNUAL
REPORT 2019
|
67 |
4. |
SUBSTANTIAL SHAREHOLDERS
|
Substantial Holder
|
Number of
Ordinary Shares
|
AustralianSuper Pty Ltd
|
51,166,892
|
Mitsubishi UFJ Financial Group, Inc. and associates
|
42,653,856
|
Tribeca Investment Partners Pty Ltd
|
24,942,134
|
5. |
UNQUOTED SECURITIES
|
Holder
|
$0.30
Employee
Options
Expiring
31-Dec-23
|
$0.40
Employee
Options
Expiring
31-Dec-23
|
$0.50
Employee
Options
Expiring
31-Dec-23
|
$0.60
Employee
Options
Expiring
31-Dec-23
|
$0.20
Lender
Options
Expiring
30-Apr-23
|
$0.33
Underwriter
Options
Expiring
30-Jun-21
|
$0.34
Lender
Options
Expiring
10-Sep-22
|
$0.66
Lender
Options
Expiring
5-Apr-21
|
|||||||||
Mr. Egan Antill
|
575,000
|
575,000
|
575,000
|
575,000
|
-
|
-
|
-
|
-
|
|||||||||
J P Morgan Nominees Australia Pty Limited
|
-
|
-
|
-
|
-
|
12,567,857
|
-
|
-
|
-
|
|||||||||
UBS Nominees Pty Limited
|
-
|
-
|
-
|
-
|
5,432,143
|
-
|
-
|
-
|
|||||||||
Argonaut Investments Pty Limited
|
-
|
-
|
-
|
-
|
-
|
6,000,000
|
-
|
-
|
|||||||||
Macquarie Bank Limited
|
-
|
-
|
-
|
-
|
-
|
-
|
4,444,444
|
4,444,444
|
|||||||||
Total
|
575,000
|
575,000
|
575,000
|
575,000
|
18,000,000
|
6,000,000
|
4,444,444
|
4,444,444
|
|||||||||
Total holders
|
1
|
1
|
1
|
1
|
2
|
1
|
1
|
1
|
6. |
ON-MARKET BUY BACK
|
7. |
INTERESTS IN MINING PROPERTIES
|
68 |
Paringa Resources Limited ANNUAL REPORT 2019
|
8. |
FORWARD LOOKING STATEMENTS
|
9. |
COMPETENT PERSONS STATEMENTS
|
Paringa Resources Limited ANNUAL
REPORT 2019
|
69 |