TIDMGGP

RNS Number : 4722S

Greatland Gold PLC

06 November 2023

Greatland Gold plc (AIM: GGP)

E: info@greatlandgold.com

W: https://greatlandgold.com

: twitter.com/greatlandgold

NEWS RELEASE | 6 November 2023

Final Results and Publication of Annual Report

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK MARKET ABUSE REGULATIONS. ON PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS CONSIDERED TO BE IN THE PUBLIC DOMAIN .

Greatland Gold plc (AIM:GGP), a mining development and exploration company with a focus on precious and base metals , announces its audited financial results for the year ended 30 June 2023.

Corporate highlights

-- Retained 30% ownership of Havieron at the conclusion of the 5% option process provided for in the Havieron Joint Venture Agreement, an outcome that delivers substantial value to Greatland shareholders

-- Strengthened the Board with the appointments of Mark Barnaba (Non-Executive Chairman), Elizabeth Gaines (Non-Executive Deputy Chair), Jimmy Wilson (Executive Director) and Yasmin Broughton (Non-Executive Director).

-- Successfully completed equity raisings of GBP63.3 million, including GBP33.5 million cornerstone investment by Wyloo (which currently holds 8.45% of the Company's shares)

-- Letter of Support signed with ANZ, HSBC and ING for Havieron, supporting a A$220 million seven-year syndicated debt and associated hedging facilities and subsequent to year end

-- Executed a A$50 million unsecured standby loan facility (Standby Facility) with Wyloo Metals (Wyloo)

Portfolio highlights

-- Continued the expedited development of the underground decline at Havieron, in parallel with the Feasibility Study that continues to progress well, assessing several value enhancing options to maximise value and derisk the project

-- Entered into a farm-in and joint venture agreement with Rio Tinto Exploration to explore more than 1,500km(2) of highly prospective tenure near Havieron; commenced drilling within one month

-- Signed a landmark land access agreement for the Ernest Giles project; awarded a drilling grant under the Government of Western Australia's Exploration Incentive Scheme

-- Continued to advance exploration at our tenements in the Paterson, in particular Scallywag

-- At the Juri Joint Venture, a second exploration programme commenced in May 2022 with encouraging assay results

Greatland Managing Director, Shaun Day, commented: "This year has seen Greatland continue to make significant progress towards the development of our world-class mining asset, Havieron. Progress at Havieron has been impressive, bringing us closer to the top of the Havieron ore body. In addition to our flagship project, there has been exploration advancement across our portfolio, which we believe provides excellent optionality and prospectivity in addition to Havieron.

"We have significantly enhanced our corporate position by securing both equity and debt financing, and in particular the strategic cornerstone equity investment from Wyloo. We are now well positioned to make the most of all value generative opportunities as and when they become available."

"Over the past year, the Greatland team has successfully continued to establish our growth platform, and we are eager to continue building on it in the coming year. The joint venture agreement with Rio Tinto Exploration is a great example of the strides we have taken, and we are excited about the opportunity presented by our Paterson South farm-in."

Publication of Annual Report

The 2023 Annual Report is available for download on our website at https://greatlandgold.com/investors/results/ and will be mailed out to registered shareholders.

Contact

For further information, please contact:

Greatland Gold plc

Shaun Day, Managing Director | info@greatlandgold.com

Nominated Adviser

SPARK Advisory Partners

Andrew Emmott / James Keeshan / Neil Baldwin | +44 203 368 3550

Corporate Brokers

Berenberg | Matthew Armitt / Jennifer Lee | +44 203 368 3550

Canaccord Genuity | James Asensio / George Grainger | +44 207 523 8000

SI Capital Limited | Nick Emerson / Sam Lomanto | +44 148 341 3500

Media Relations

UK - Gracechurch Group | Harry Chathli / Alexis Gore / Henry Gamble | +44 204 582 3500

Australia - Fivemark Partners | Michael Vaughan | +61 422 602 720

About Greatland

Greatland is a mining development and exploration company focused primarily on precious and base metals.

The Company's flagship asset is the world-class Havieron gold-copper project in the Paterson Province of Western Australia, discovered by Greatland and presently under development in joint venture with ASX gold major, Newcrest Mining Limited (which is the subject of an agreed takeover by Newmont Corporation that is ongoing).

Havieron is located approximately 45km east of Newcrest's existing Telfer gold mine. The box cut and decline to the Havieron orebody commenced in February 2021. Significant progress continues with the exploration decline with total development at over 2,820 metres in October 2023. Subject to a positive feasibility study and Decision to Mine, Havieron may leverage the existing Telfer infrastructure and processing plant.

Greatland has a proven track record of discovery and exploration success and is pursuing the next generation of tier-one mineral deposits by applying advanced exploration techniques in under-explored regions. Greatland has a number of exploration projects across Western Australia and in parallel to the development of Havieron is focused on becoming a multi-commodity miner of significant scale.

Chairman's Statement

I am pleased to present my inaugural Chairman's Statement for Greatland Gold plc (Company) and its consolidated group (Greatland or the Group). Together with my fellow Directors, I would like to acknowledge what has been another strong year of growth and achievement for Greatland. This progress continues to position Greatland as one of the mining industry's most exciting growth stories.

The past year has been an important period for Greatland. Our flagship asset, the world-class Havieron gold-copper project in the Paterson region of Western Australia, is being advanced under a joint venture with Newcrest Mining Limited (Newcrest; ASX:NCM, currently in the process of an agreed takeover by Newmont Corporation (NYSE:NEM)).

Mine development towards the Havieron orebody progressed well throughout the year, with total development now in excess of 2,820 metres including over 2,030 metres of advance in the main access decline as of October 2023. With over 300,000 metres of exploration and development drilling completed, our most recent drilling improves our understanding of the South East Crescent which extends for more than 1,100 metres. Particularly encouraging is confirmation of continuous mineralisation through the link zone which connects the South East Crescent with the Eastern Breccia and the Havieron team is focused on incorporating these results into the optimised Feasibility Study together with several value enhancing options to maximise value and further derisk the project.

In addition to Havieron, Greatland holds a significant portfolio of precious and base metals focused exploration tenements in Western Australia, one of the world's premier mining jurisdictions, which collectively cover an area of approximately 5,000km(2), including nearly 3,000km(2) in the Paterson region. Excitingly, we believe we may have only scratched the surface of the exploration potential within our tenements in the Paterson region. While the Havieron team continues to work hard to progress Havieron towards production, we have maintained our strong exploration momentum and moved swiftly to secure rights to the most prospective surrounding tenure. We are particularly excited about the opportunity presented by our Paterson South farm-in and joint venture arrangement with Rio Tinto Exploration Pty Ltd (RTX), a wholly owned subsidiary of Rio Tinto Limited (Rio Tinto; ASX:RIO), to accelerate exploration across over 1,500km(2) of highly prospective tenure in the Paterson. Greatland will be entitled to earn up to a 75% interest in the Paterson South tenements under a two-stage farm-in arrangement over seven years.

The Paterson South tenure is historically underexplored and hosts several magnetic anomalies with targets that we consider to be the closest to a Havieron lookalike within the Paterson region , as well as containing prospective Telfer style targets. Our partnership with RTX is a significant opportunity for us to leverage our existing presence in the region, our good standing within the Paterson community, and our strong technical knowledge fostered through the discovery of Havieron and other exploration. The rapid commencement of drilling on the tenements within four weeks of entering into the Paterson South farm-in and joint venture arrangement with RTX is testament to both the high quality of the targets and our drive to rapidly unlock greater value from our Paterson region exploration portfolio.

Elsewhere in the Paterson, drilling at Scallywag has returned the most encouraging results to date. At the A35 Prospect, pre-collar drilling intercepted gold mineralisation and important pathfinder geochemistry which is associated with the Havieron and Telfer gold-copper deposits. In addition, an intercept at the Pearl Prospect confirms the possibility of a new style of deposit being identified. The strong gold and copper mineralisation and supporting pathfinder geochemistry continues to highlight the outstanding prospectivity within our tenement package and the Paterson region in general. These results, together with our continual improvement in understanding of the covered basement geology, stratigraphy and structure, increases our confidence in the prospectivity of the region, and our ability to vector towards intrusion related and other styles of mineralised systems on our extensive ground holdings.

While the Paterson region has undoubtedly been our key focus for the year, we have also maintained activities across the other projects within our high-quality exploration portfolio that spans some of Australia's most exciting mineral regions. Leading this generative pipeline is our Ernest Giles project. Subsequent to year end, a landmark land access agreement was completed with the Manta Rirrtinya Native Title Holders, the first they have entered into since their native title determination in 2018. The agreement provides for the consent to the grant of tenure to, and land access by, Greatland over approximately 75% of the Ernest Giles project area. Diamond drill testing on the Meadows prospect is planned to commence in the 30 June 2024 financial year.

Greatland's most important priority is safety, keeping our employees, contractors and communities safe and well. Our first priorities are to operate with zero fatalities, reduce workplace injuries and prevent catastrophic events. Greatland achieved its goal of maintaining a safe workplace for all during the year. There were no fatalities at the Company's projects and the Total Recordable Injury Frequency Rate for the Company (fully owned or operated projects) was nil.

As Greatland continues its evolution from a junior explorer towards a leading mid-tier developer and producer, we have made substantial progress to support our next growth phase and aspirations through balance sheet strengthening, financing flexibility, increasing the depth and breadth of capabilities of our management team and enhancing our governance and sustainability credentials.

Fundamental to the acceleration in our development and exploration programmes is our ability to maintain our commercial discipline and financial strength. The Group's financial position was strengthened during the year with a combination of fundraises, including GBP29.7 million raised in August 2022 from institutional investors and a subsequent strategic cornerstone equity investment from Wyloo Consolidated Investments Pty Ltd (Wyloo) of A$60 million (c.GBP33.5 million) in October 2022, with an additional future potential equity contribution of GBP35 million. Wyloo currently holds approximately 8.5% of Greatland shares on issue. It is my pleasure to welcome our new shareholders.

Furthermore, in May 2023, Greatland received a signed Letter of Support from its banking syndicate expressing their support and interest in the provision of A$220 million seven-year syndicated debt and associated hedging facilities and subsequent to year end, we executed a A$50 million unsecured standby loan facility (Standby Facility) with Wyloo. We appreciate Wyloo's continued support. The Letter of Support, Standby Facility and continued backing of high-quality institutions strengthen our financial position and provides funding optionality prior to finalisation of the Havieron Feasibility Study as the underground decline approaches the top of the Havieron gold-copper orebody.

During the year, we significantly increased the depth and breadth of our capabilities across mining operations, project development, strategy, investor relations and governance. In addition to my own appointment, we enhanced our Board experience with the transformational appointments of Elizabeth Gaines, former Fortescue Metals Group Ltd (Fortescue) CEO and Managing Director, as Non-Executive Director; James 'Jimmy' Wilson, a former senior executive at BHP whose roles included President of its iron ore division, as Executive Director; and Yasmin Broughton, a qualified lawyer with significant experience as a Non-Executive Director across a diverse range of industries with a particular focus on natural resources, as an Independent Non-Executive Director.

From a corporate perspective, Greatland significantly progressed our proposed cross-listing on the Australian Securities Exchange (ASX) during the year. Our objective is to undertake an ASX cross-listing in a manner and at a time that delivers an optimised outcome for the Company and its existing shareholders. Subsequent to year end in September, having regard to the ASX listing timetable and upcoming activities and opportunities for the business, we decided to defer the ASX cross-listing until 2024. Greatland will continue to support the early works development of Havieron and will complete and announce an updated Mineral Resource Estimate (MRE) which is targeted for the December quarter 2023. Greatland remains committed to listing on the ASX at the appropriate time. The work undertaken by the Company this year provides a strong foundation to efficiently resume and complete the ASX listing process.

We understand that our stakeholders expect us to operate in a sustainable, responsible and transparent manner that respects all people and the environment. We recognise that sustainability is a journey and that investors and financial institutions are increasingly assessing companies based on their Environmental, Social and Governance (ESG) performance, with the range of issues and expectations continuing to grow and evolve over time. Our achievements in this area and our ambitions for the future are reflected in our second dedicated Sustainability Report.

I would like to extend my gratitude to my fellow Directors and the entire Greatland team for their support, dedication and hard work during 2023. In particular, I thank Alex Borrelli for his Chairmanship of Greatland for the five years prior to my appointment, a period of tremendous success. Alex's stewardship of the Company during this period was commendable and he remains a valuable contributor to the Board. I also thank our Managing Director, Shaun Day, for his leadership of our exceptional management team through another important year in Greatland's continued development.

This past year has laid the foundation and I believe this next chapter for Greatland is only just the beginning. We have a busy exploration and development program with a number of key catalysts for growth and I look forward to the year ahead.

Finally, I would also like to thank our shareholders for their continued support and I look forward to bringing you further updates as we embark on another exciting year.

Mark Barnaba

Chairman

5 November 2023

Strategic Report

The Managing Director presents the strategic report on the Group for the year ended 30 June 2023.

Principal activities, strategies and business model

The principal activity of the Group is to explore for and develop precious and base metal assets. The Group aspires to become a profitable multi-mine resources company by focusing on the responsible and sustainable discovery, development, extraction, processing and sale of precious and base metals.

Greatland has a clear strategy to achieve this growth which is built on three pillars:

(1) Continued advancement of the world class Havieron gold-copper project through to production.

(2) Exploration to identify new precious and base metals deposits with a particular focus on the highly prospective Paterson region of Western Australia.

(3) Disciplined assessment and, where compelling, pursuit of new investment and acquisition opportunities in the resources sector.

Greatland's strategy and business model is developed by the Managing Director and approved by the Board. The Managing Director reports to the Board and is responsible for implementing the Group's strategy and operating its business, with the leadership team.

Corporate

On 14 July 2022, the Company announced it had successfully renegotiated the contingent consideration due under the original 2016 Havieron acquisition. The Company agreed with the vendor a two-year restriction on dealing with the Greatland shares to be issued and a reduction of 4.5% in the number of Greatland shares to be issued, a saving of over 6.5 million shares. This reflected the vendor's support for the Company and conviction in the Havieron project.

The Company then announced the successful conclusion of the Havieron Joint Venture 5% option process, with the Company retaining its 30% interest in Havieron. This was a key objective for the Group and an excellent outcome.

In August 2022, the Group's financial position was strengthened by a successful placing of new shares. The fundraise experienced strong demand and was oversubscribed, with total gross proceeds raised of GBP29.7 million at a price of 8.2 pence per share. The equity raising enabled the Company to add a significant institutional presence to our share registry, reflecting the evolution of our business.

Shortly afterwards in October 2022, the Group's financial position was further strengthened through a strategic equity investment from Wyloo of A$60 million (c.GBP33.5m) at an AUD equivalent price of 8.2 pence per share, with the potential for a further equity contribution of GBP35m (if warrants exercisable at 10.0 pence per share that were granted as part of the transaction are exercised). The Wyloo investment was strongly supported by shareholders at a general meeting in October 2022 which approved the transaction.

On 30 May 2023, the Company announced that it had received a signed non-legally binding Letter of Support from a syndicate of banks comprising of Australia and New Zealand Banking Group Limited, HSBC Bank and ING Bank (Australia) (together, the Banking Syndicate). The Letter of Support provides that the Banking Syndicate are fully supportive and interested in the provision of A$220 million seven-year syndicated debt and associated hedging facilities.

Greatland advanced its preparations for a proposed cross-listing on the ASX, with significant progress made during the year. Subsequent to year end, having regard to the listing timetable and activities and opportunities for the business, Greatland decided to defer the ASX cross-listing until 2024. Greatland remains committed to listing on the ASX at the appropriate time and is well positioned by the work undertaken this year to efficiently resume and complete the ASX listing process.

Havieron, Western Australia (Greatland: 30%)

 
 Havieron is an exciting gold-copper development project and 
  is the cornerstone of Greatland's strategic position in the 
  Paterson region of Western Australia, one of the leading frontiers 
  for the discovery of world-class precious and base metals deposits. 
  Discovered by Greatland in 2018, Havieron is being progressed 
  under a joint venture with Australia's largest gold producer, 
  Newcrest. Newcrest, through its wholly-owned subsidiary Newcrest 
  Operations Limited (Newcrest Operations), has earnt a 70% joint 
  venture interest in Havieron. 
  Newcrest assumed management of Havieron in May 2019, undertaking 
  the orebody definition and technical studies required to support 
  regulatory approvals and early works. The decline development 
  commenced in May 2021, with the Pre-Feasibility Study completed 
  on 12 October 2021 and the Feasibility Study currently progressing. 
===================================================================== 
 

During the year, decline development continued to progress with total development at Havieron having reached in excess of 2,820 metres including over 2,030 metres of advance in the main access decline (as of October 2023).

Throughout the year exploration drilling continued at Havieron, with a focus on infilling the South East Crescent below the 4200mRL, continued evaluation of the Eastern Breccia along with continuing to assess the mineral system at depth.

The aim of the South East Crescent drilling was to improve the understanding and confidence in the lower South East Crescent Resource so that it may potentially be included in an updated mine design and subsequent Ore Reserve update. This infill drill program was completed in May 2023.

Last year's March 2022 Mineral Resource Estimate represented the first time Resources were defined within the Eastern Breccia, as a result of successful drilling during 2021. Since this time drilling has continued, focusing on defining the extent of the Eastern Breccia, expanding the known mineralisation and achieving an appropriate spacing of drilling to provide the confidence required to support classified material as Mineral Resource.

Newcrest Operations is required to prepare a Havieron Feasibility Study before a Decision to Mine can be made. Preparation of the Feasibility Study is ongoing and has been extended to further assess several value enhancing options to maximise value and derisk the project.

Paterson South Farm-In and Joint Venture Arrangement, Western Australia (Greatland earning up to 75%)

 
 In May 2023, Greatland entered into the Paterson South farm-in 
  and joint venture agreement with RTX, a wholly-owned subsidiary 
  of global mining group Rio Tinto to accelerate exploration at 
  nine exploration licences (Paterson South Tenements) within the 
  Paterson region of Western Australia, located near Havieron. 
  Greatland has the right to earn up to a 75% interest in the Paterson 
  South Tenements by spending at least A$21.1 million and completing 
  24,500 metres of drilling as part of a two-stage farm-in over 
  seven years. Under stage one, Greatland is subject to minimum 
  commitment spend of A$1.1 million to be completed before 31 December 
  2024. 
====================================================================== 
 

In late June 2023, Greatland commenced its maiden exploration drilling campaign at the Paterson South Tenements to test the Stingray and Decka targets. The Stingray target is a magnetic anomaly 10km along strike north-northwest of the Havieron magnetic anomaly, itself associated with mineralisation. The Decka target is a basement magnetic and conductive anomaly 20km northwest of Havieron. Both targets show consistent periodicity in that Stingray is approximately 10km from Havieron and Decka is approximately 10km from Stingray on the same trend, which may indicate a consistent paragenesis for all three anomalies. In addition, both targets are also modelled within 250 metres of surface, making them shallower than Havieron.

The rapid commencement of drilling on the Paterson South Tenements within four weeks of entering into the Paterson South farm-in and joint venture arrangement is testament to both the high quality of the targets and Greatland's drive to rapidly unlock greater value from its Paterson region exploration portfolio. Greatland is currently reviewing historic work across the remainder of the +1,500km(2) Paterson South Tenements and developing access to several other tenements to allow on-ground work to commence as statutory and heritage approvals are obtained.

Juri, Western Australia (Greatland: 49%)

 
 Juri is an unincorporated joint venture between Greatland (49%) 
  and Newcrest Operations (51%), to explore the Paterson Range 
  East and Black Hills exploration licences located in the Paterson 
  region, near Havieron. Newcrest Operations has the right to earn 
  up to a 75% interest in the Juri tenements by spending up to 
  A$20 million as part of a two-stage farm-in over five years. 
=================================================================== 
 

Following an initial drilling programme which commenced in April 2021, a second exploration programme commenced in May 2022. Five additional holes were drilled for a total of 2,086 metres to test three targets comprising of two holes each at the Tama and A9 targets on Paterson Range East and one hole at the Black Hills North / A27 target on Black Hills. Black Hills drill hole BHRD004 intersected anomalous gold mineralisation with Bismuth geochemistry. Bismuth is associated with higher-grade gold intersections in the hole, similar to the relationship observed at Havieron. Surface sampling identified low tenor but coherent anomalism around the CAW10-A7 prospect at Paterson Range East.

Mineralisation in drill hole BHRD004 is interpreted by Greatland to sit within a lithological unit near the prospective Telfer Formation contact with the Malu, known to host the mineralisation at Telfer.

Prior to year end, Newcrest elected to assume management of the Juri Joint Venture. Greatland and Newcrest are two of the largest landholders in the Paterson region. Our partnerships at Havieron and Juri are central to unlocking the full potential of the Paterson region and we remain very excited about the prospectivity of the Juri Joint Venture tenure. Importantly, the shift of Juri Joint Venture management to Newcrest provides our exploration team the opportunity to put greater focus on our portfolio of highly prospective 100% owned tenure, together with our responsibilities as the new manager of the Paterson South farm-in and joint venture arrangement with RTX.

Exploration, Western Australia (Greatland: 100%)

Greater Paterson

 
 Greatland's 100% owned Paterson region exploration projects comprise 
  of the Scallywag, Canning and Citadel Hill projects: 
   *    Scallywag comprises of four wholly-owned granted 
        exploration licences: Scallywag, Pascalle, Rudall and 
        Black Hills North located adjacent to and around 
        Havieron. Exploration work is focused on the 
        discovery of intrusion related gold-copper deposits 
        similar to Havieron, Telfer and Winu. 
 
 
   *    Canning comprises of two wholly-owned granted 
        exploration licences: Canning and Salvation Well 
        located approximately 175km south-east of Havieron 
        within the south-eastern extensions of the Paterson 
        region in Western Australia. The tenements contain 
        two large magnetic 'bullseye' anomalies similar to 
        the Havieron deposit magnetic signature. 
 
 
   *    Citadel Hill is a pending exploration licence 
        application located approximately 145km 
        north-northwest of Havieron. The tenement area was 
        identified as a regional anomaly as part of an 
        internal Pilbara prospectivity analysis. 
===================================================================== 
 

During the year, a third drilling programme was conducted at the Scallywag licence to further test ground electromagnetic conductors for Telfer style mineralisation at the Pearl, Swan and Swan East targets. A specialised reverse circulation rig was used to drill pre-collars ahead of completing the holes with a diamond drill rig with the aim of improving result turnarounds. A total of eight reverse circulation pre-collar holes for 1,238 metres and one diamond hole with a total depth of 489 metres, for a total of 1,727 metres, were completed.

The diamond drill hole (PDD003) returned promising anomalous gold, copper, silver and bismuth in the drill hole, while one of the pre-collars (A35RD001) intersected anomalous gold over 2 metres near surface from 69 metres downhole.

At the Rudall tenement, a single diamond hole, which was co-funded by the Government of Western Australia's Exploration Incentive Scheme, was drilled to test the Ramses magnetic anomaly to a total depth of 943 metres. The results of this drilling included 18.25 metres at 22.0g/t Au from 924 metres to the end of hole at 942.25, including 1 metre at 393g/t Au from 926 metres (see RNS announcement titled "Rudall Exploration Results" dated 20 April 2023 for further information). Structural and geochemical work and a future downhole electromagnetic survey is planned in the second half of the 2023 calendar year to refine the potential for mineralisation to extend into shallower positions within the system.

At Canning, Greatland has completed a heritage exclusion survey allowing access for a magneto telluric survey. The survey will identify any conductive response associated with the magnetic anomaly and the depth of cover over it.

Ernest Giles

 
 The Ernest Giles project consists of two granted wholly-owned 
  adjoining exploration licences: Calanchini and Peterswald, and 
  four pending exploration licence applications: Westwood North, 
  Westwood West, Mount Smith and Welstead Hill which are located 
  approximately 250km north-east of the town of Laverton in the 
  Yilgarn region of Western Australia. The eastern Yilgarn Craton 
  is one of the most highly mineralised areas globally and is considered 
  by Greatland to be prospective for large gold deposits. 
======================================================================== 
 

In October 2022, Greatland was awarded a drilling grant for Ernest Giles under the Government of Western Australia's Exploration Incentive Scheme. Greatland continued positive ongoing Native Title land access agreement negotiations with Traditional Owners during the year and subsequent to year end, a landmark land access agreement with the Manta Rirrtinya Native Title Holders was entered into, the first since their native title determination in 2018. The agreement provides for the consent to the grant of tenure to, and land access by, Greatland over approximately 75% of the Ernest Giles project area. Diamond drill testing on the Meadows prospect will commence during the 30 June 2024 financial year.

Panorama

 
 The Panorama project consists of three granted wholly-owned adjoining 
  exploration licences: Panorama, Panorama North and Panorama East, 
  and one pending exploration licence application: Corrunna Downs, 
  located in the Pilbara region of Western Australia. The tenements 
  are considered by Greatland to be highly prospective for gold, 
  nickel and cobalt. 
====================================================================== 
 

Greatland has conducted a detailed review of historic work and carried out soil and rock chip sampling which has identified multiple gold anomalies. The most significant samples identified to date lie along a north-south trending zone approximately 3.2km long. The geological setting is a prominent ridge marking the structural contact of basaltic and ultramafic rocks of Archean age. Field reconnaissance along this zone has since been completed and visual indications of mineralisation are present. A programme of surface geology mapping and soil sampling has been planned for nine distinct areas, encompassing targets from the airborne electromagnetic survey previously completed.

Bromus

 
 The Bromus project consists of two granted wholly-owned adjoining 
  exploration licences: Bromus and Bromus West which are considered 
  prospective for nickel and gold, located approximately 20km southwest 
  of the town of Norseman in southern Western Australia. 
======================================================================= 
 

During the year, Greatland finalised a heritage agreement with the Native Title Holders, the Ngadju Native Aboriginal Corporation as trustee for and representative of the Ngadju people. The heritage agreement provides the protocol for carrying out heritage surveys and for the monitoring of certain works.

Firetower and Warrentinna, Tasmania

In November 2022, Greatland entered into an agreement with Flynn Gold Ltd (ASX:FG1) (Flynn Gold), under which Flynn Gold had the option to purchase Greatland's Firetower and Warrentinna tenements. Greatland was paid A$100,000 by Flynn Gold (satisfied by the issue of Flynn Gold shares) in respect of this option, which was exercisable no later than 30 June 2023. Flynn Gold exercised this option in June 2023. The consideration for the purchase consisted of:

(a) Initial consideration: A$200,000 (satisfied by the issue of 2,000,000 Flynn Gold shares at a deemed issue price of A$0.10 per Flynn Gold share); and

   (b)    Deferred Consideration: 

(i) A$500,000 upon the definition of a JORC-compliant Mineral Resource of at least 500,000 ounces of gold in aggregate within one or both tenements (payable in cash or Flynn Gold shares, at Flynn Gold's election);

(ii) A$500,000 upon the issue of a permit to mine by Mineral Resources Tasmania in respect of any part of the tenements (payable in cash or Flynn Gold shares, at Flynn Gold's election); and

(iii) a 1% Net Smelter Royalty payable to Greatland in respect of any production from the tenements.

Safety

Greatland's most important priority is safety. Greatland achieved its goal of maintaining a safe workplace with no fatalities at the Company's projects and nil Total Recordable Injury Frequency Rate for the Company (fully owned or operated projects) during the year.

Sustainability

On 30 June 2023, Greatland published its 2023 Sustainability Report, the second release of a dedicated Sustainability Report which follows Greatland's inaugural Sustainability Report which was released in May 2022. Greatland's 2023 Sustainability Report allows Greatland's stakeholders to obtain a better understanding of Greatland's approach to sustainability as Greatland continues on its journey of enhancing its approach to sustainability practices and reporting. A copy of Greatland's 2023 Sustainability Report can be found at: https://greatlandgold.com/sustainability .

Principal Risks and Uncertainties

Management of the business and the execution of the Board's strategy are subject to a number of key risks and uncertainties, our approach to managing these are detailed below:

 
 Risk                                    Description                             Key Mitigators 
 Occupational health and safety          Safety risks are inherent in            Every Director and employee of the 
                                         exploration and mining activities and   Company is committed to promoting and 
                                         include both internal and               maintaining a safe 
                                         external factors requiring              and sustainable workplace 
                                         consideration to reduce the             environment. The Company regularly 
                                         likelihood of negative impacts. The     reviews occupational health and 
                                         current highest risk, due to the        safety policies and compliance with 
                                         geological spread of exploration        those policies. The Company also 
                                         activities, is associated               engages where required 
                                         with transportation of people to and    with external occupational health and 
                                         from the project areas.                 safety expert consultants to ensure 
                                                                                 that policies and 
                                                                                 procedures are appropriate as the 
                                                                                 Company expands its activity levels. 
 Commodity price risk                    The principal commodities that are      On an ongoing basis we look at 
                                         the focus of our exploration and        opportunities to further diversify 
                                         development efforts (precious           our commodity portfolio. 
                                         metals and base metals assets) are      In addition, we continuously review 
                                         subject to highly cyclical patterns     our costs as well as consider hedging 
                                         in global demand and                    strategies to make 
                                         supply, and consequently, the price     our projects more resilient. 
                                         of those commodities can be highly 
                                         volatile. 
 Havieron Feasibility Study and          A Decision to Mine between the          Various workstreams to support the 
 Decision to Mine                        Havieron Joint Venture participants     Havieron Feasibility Study are 
                                         is required to commence                 continuing to be progressed 
                                         construction, development and           with several value enhancing options 
                                         commercial scale mining operations at   underway to maximise value and 
                                         Havieron. Before a Decision             de-risk the project. 
                                         to Mine can be made, a Havieron 
                                         Feasibility Study is required, which 
                                         Newcrest Operations as 
                                         the Havieron Joint Venture Manager is 
                                         responsible for preparing. 
                                         Preparation of the Havieron 
                                         Feasibility Study is ongoing. 
 Funding Havieron development            Raising sufficient debt and equity to   In August 2022, the Company raised 
                                         fund the Company's share of the         GBP29.7 million through the issuance 
                                         Havieron Joint Venture                  of new shares. Subsequently, 
                                         is crucial to enable the Group to       Greatland executed an equity 
                                         fast track the development of           investment by Wyloo of an initial 
                                         Havieron including early works          strategic subscription of A$60 
                                         and mine development activities.        million (GBP33.5 million) plus an 
                                                                                 option to acquire up to an additional 
                                                                                 GBP35 million of Greatland 
                                                                                 shares at GBP0.10 per share. 
                                                                                 On 30 May 2023, Greatland announced 
                                                                                 that it had received a signed 
                                                                                 non-binding Letter of Support 
                                                                                 from a syndicate of banks providing 
                                                                                 that the banks are fully supportive 
                                                                                 and interested in 
                                                                                 the provision of A$220 million 
                                                                                 seven-year syndicated debt and 
                                                                                 associated hedging facilities. 
                                                                                 In addition, subsequent to year end, 
                                                                                 Greatland executed a A$50 million 
                                                                                 standby loan facility 
                                                                                 with Wyloo. 
                                                                                 The above strengthens our financial 
                                                                                 position to fast track the 
                                                                                 development of Havieron. 
 Recruiting and retaining highly         The Company's ability to execute its    We undertake ongoing initiatives to 
 skilled directors and employees         strategy is highly dependent on the     foster strong staff engagement and 
                                         skills and abilities                    ensure that remuneration 
                                         of its people.                          packages are competitive in the 
                                                                                 market. 
 Mineral exploration discovery           Inherent with mineral exploration is    The Board regularly reviews our 
                                         that there is no guarantee that the     exploration and development 
                                         Company can identify                    programmes and allocates capital 
                                         a mineral resource that can be          in a manner that it believes will 
                                         extracted economically.                 maximise risk-adjusted return on 
                                         Exploration work is conducted on a      capital, within our capital 
                                         systematic basis. More specifically,    management plan. 
                                         exploration work is                     We apply advanced exploration 
                                         carried out in a phased,                techniques to undercover areas and 
                                         results-based fashion and leverages a   regions that we believe are 
                                         wide range of exploration methods       relatively under-explored. 
                                         including modern geochemical and        We focus our activities on 
                                         geophysical techniques and various      jurisdictions that we believe 
                                         drilling methods.                       represent low political and 
                                                                                 operational 
                                                                                 risk. We operate in jurisdictions 
                                                                                 where our team has considerable on 
                                                                                 the ground experience. 
                                                                                 Presently all of the Company's 
                                                                                 projects are in Australia, a country 
                                                                                 with established mining 
                                                                                 codes, stable government, skilled 
                                                                                 labour force, excellent 
                                                                                 infrastructure and well-established 
                                                                                 mining industry. 
======================================  ======================================  ====================================== 
 

Directors' Report

The Directors present their report on the consolidated entity (Greatland or the Group) consisting of the parent entity, Greatland Gold Plc (Company) and the entities it controlled at the end of the year ended 30 June 2023.

Directors

The Directors of Greatland in office during the year and until the date of this report, their qualifications, experience, other directorships held in listed companies, are as follows.

 
          Director                                   Experience and background 
 Mark Barnaba                              Mark is a highly experienced investment banker 
                                            and corporate advisor, having focused predominantly 
  Independent Non-Executive                 in the natural resources sector. He currently 
  Chairman                                  serves as Deputy Chairman and Lead Independent 
                                            Director of the world's fourth largest iron 
  (Appointed 7 December                     ore producer Fortescue Metals Group Ltd. 
  2022)                                     Mark also chairs the Hospital Benefit Fund (HBF) 
                                            Investment Committee, is an Emeritus Board Member 
                                            of University of Western Australia, Senior Fellow 
                                            for Ernst & Young Oceania and a Board Member 
                                            for Centre of Independent Studies. Mark has 
                                            previously served as a Board Member of the Reserve 
                                            Bank of Australia and as a director and Deputy 
                                            Chair of Williams Advanced Engineering Limited. 
 Elizabeth Gaines                          Elizabeth is a highly experienced business leader 
                                            with extensive international experience as a 
  Independent Non-Executive                 Chief Executive Officer. She has significant 
  Director and Deputy                       experience in the resources sector and is a 
  Chair                                     part-time Executive Director of Fortescue Metals 
                                            Group Ltd, where she was previously CEO and 
  (Appointed 7 December                     presided over a heralded period of operational 
  2022)                                     delivery and significant growth in shareholder 
                                            value. 
                                            Elizabeth is a Board Member of the Victor Chang 
                                            Cardiac Institute, West Coast Eagles Football 
                                            Club and the Curtin University Advisory Board. 
 Shaun Day                                 Shaun has substantial experience in executive 
                                            and financial positions across mining and infrastructure, 
  Managing Director                         investment banking and international consulting 
                                            firms. Shaun has considerable capital markets 
  (Appointed 15 December                    experience with a track record of leading successful 
  2020)                                     transactions including M&A of publicly listed 
                                            companies, farm-in agreements and raising capital. 
                                            Prior to joining Greatland, Shaun spent six 
                                            years as CFO of Northern Star Resources Limited, 
                                            an ASX100 company and a global-scale Australian 
                                            gold producer. Prior to Northern Star, Shaun 
                                            spent five years as CFO of SGX listed Sakari 
                                            Resources Plc which operated multiple mines 
                                            before its sale for over US$2 billion. 
                                            Shaun is currently a Non-Executive Director 
                                            of Aurumin Limited, Blue Ocean Monitoring Limited 
                                            and is an Audit and Risk Committee Member of 
                                            the University of Western Australia. 
 James (Jimmy) Wilson                      Jimmy is a highly experienced mining and natural 
                                            resources executive with deep operational experience 
  Executive Director                        across a range of commodities and jurisdictions. 
                                            He spent more than twenty five years with the 
  (Appointed 12 September                   world's biggest mining company BHP and held 
  2022)                                     various senior executive positions including 
                                            President of the Iron Ore, Energy Coal and Stainless 
                                            Steel Materials divisions. 
                                            Jimmy was appointed to the Export Finance Australia 
                                            Board in December 2020 for a three-year term 
                                            and holds a Bachelor of Science (Mechanical 
                                            Engineering) from the University of Natal. He 
                                            is also the Deputy Chair of the University of 
                                            Western Australia. 
 Michael Alexander                         Alex is a senior Non-Executive Director of Greatland. 
  (Alex) Borrelli                           Alex qualified as a Chartered Accountant and 
                                            has many years experience in investment banking 
  Senior Independent                        encompassing flotations, takeovers, and mergers 
  Non-Executive Director                    and acquisitions for private and quoted companies. 
                                            Alex is also a Non-Executive Director of UK 
  (Appointed 18 April                       listed companies Bradda Head Lithium Limited, 
  2016)                                     Kendrick Resources plc, Red Rock Resources plc 
                                            and Tiger Royalties and Investments plc. 
 Yasmin Broughton                          Yasmin Broughton is a qualified lawyer with 
                                            significant experience as a non-executive director 
  Independent Non-Executive                 in a diverse range of industries with a particular 
  Director                                  focus on natural resources. With over twenty 
                                            years of experience working with ASX-listed 
  (Appointed 2 May                          companies, Yasmin has a deep understanding of 
  2023)                                     governance, risk management, compliance and 
                                            regulation. 
                                            Yasmin currently serves as a Non-Executive Director 
                                            of RAC, Synergy (Electricity Generation and 
                                            Retail Corporation), Wright Prospecting and 
                                            VOC Group Limited. Yasmin has previously served 
                                            as Non-Executive Director of Resolute Mining 
                                            (ASX/LSE-listed gold producer), Western Areas 
                                            (ASX-listed nickel producer) and the Insurance 
                                            Commission of Western Australia. 
 Paul Hallam                               Paul is a senior mining industry professional 
                                            with more than forty years of Australian and 
  Independent Non-Executive                 international resource experience across a range 
  Director                                  of commodities including both surface and underground 
                                            mining. He has global operational and corporate 
  (Appointed 1 September                    experience from his executive roles including 
  2021)                                     Director of Operations with Fortescue Metals 
                                            Group Ltd, Executive General Manager of Developments 
                                            & Projects with Newcrest Mining Limited, Director 
                                            of Victorian Operations with Alcoa as well as 
                                            Executive General Manager of Base and Precious 
                                            Metals at North Ltd. Since his retirement in 
                                            2011, Paul has advised several boards as a Non-Executive 
                                            Director. 
                                            Paul is currently Non-Executive Director for 
                                            CODA Minerals Limited. 
 Clive Latcham                             Clive is a chemical engineer and mineral economist 
                                            with over thirty years experience in senior 
  Independent Non-Executive                 roles in the mining sector. Clive joined Greatland 
  Director                                  from ERM - Environmental Resource Management, 
                                            the world's leading sustainability consultancy 
  (Appointed 15 October                     group, where he worked as Senior External Advisor, 
  2018)                                     and advisor to the Chairman and Chief Executive 
                                            Officer. 
                                            Prior to his role at ERM, Clive worked as an 
                                            independent advisor to private equity and mining 
                                            consultancy firms, and spent nine years in senior 
                                            roles with Rio Tinto. During his time at Rio 
                                            Tinto, Clive spent four years as Copper Group 
                                            Mining Executive, where he was responsible for 
                                            managing Rio Tinto's investments in the operating 
                                            businesses of Escondida in Chile, Grasberg in 
                                            Indonesia, and Palabora in South Africa and 
                                            for the initial development of new projects 
                                            and acquisitions, including La Granja in Peru 
                                            and La Sampala in Indonesia. 
===========================  ======================================================================== 
 

Directors' Interests

The Directors' holdings of shares and options in the Company as at 30 June 2023 were as follows:

 
 Director            Number of     Number of     Number of 
                       Shares       Options      Performance 
                                                   Rights 
 Mark Barnaba            -        100,000,000        - 
 Elizabeth Gaines        -        55,000,000         - 
 Shaun Day           1,089,000     5,000,000     12,000,000 
 James Wilson            -        40,000,000         - 
 Alex Borrelli       26,403,372   19,000,000         - 
 Yasmin Broughton        -             -             - 
 Paul Hallam             -        40,000,000         - 
 Clive Latcham       3,150,000     2,750,000         - 
==================  ===========  ============  ============= 
 

It is noted that:

-- On 1 October 2023, after the end of the financial year, Mr Borrelli exercised his remaining 19,000,000 options and sold 10,000,000 of the resulting shares to fund the associated exercise costs and tax liabilities, retaining the remaining 9,000,000 resulting shares.

-- On 24 September 2023, after the end of the financial year, Mr Latcham exercised his remaining 2,750,000 options and sold 2,050,000 of the resulting shares to fund the associated exercise costs and tax liabilities, retaining the remaining 700,000 resulting shares.

-- On 19 September 2023, after the end of the financial year, Mr Day was issued a further 72,700,000 options, 7,300,000 retention rights and 3,898,737 performance rights, as detailed in the Remuneration Report.

Principal activities

The principal activities of the Group during the year consisted of the early works development, feasibility study and exploration of the Havieron gold-copper project and the exploration and evaluation of mineral tenements in Australia.

Results and dividends

-- Closing cash position of GBP31.1 million (2022: GBP10.4 million )

-- Closing debt balance of GBP41.5 million (2022: GBP43.1 million)

-- Net assets of GBP52.5 million (2022: GBP5.7 million)

-- Havieron project costs capitalised of GBP 23.4 million (2022: GBP21.2 million) during the year

-- Loss before finance items and share-based payments of GBP 11.0 million (2022: GBP8.4 million); statutory loss of GBP 21.1 million (2022: GBP11.4 million )

-- Exploration expense of GBP3.4 million (2022: GBP3.0 million) for the year

Going Concern

Greatland's principal activities include the development of Havieron. At 30 June 2023 the Group had net current assets of GBP 35.4 million (2022: GBP14.8 million), with cash of GBP 31.1 million (2022: GBP10.4 million) and advanced Havieron joint venture cash contributions of GBP12.6 million (2022: GBP8.4 million).

In addition, as outlined in note 28 Greatland has access to a A$50 million (c. GBP26.3 million) undrawn standby loan facility with Wyloo.

If required, the Group has a number of options available to manage liquidity including:

-- significantly reduce expenditure on its own exploration programmes;

-- significantly reduce corporate costs;

-- raising additional funding through debt, equity or a combination of both, which the Group considers it has the ability to do, should it be required and has demonstrated an ability to do so in the past.

Having prepared forecasts for the next twelve months, based on current resources and assessing methods of obtaining additional finance, the Directors believe the Group has sufficient resources to meet its obligations.

Should the Group not achieve the matters set out above, there may be significant uncertainty about whether it will continue as a going concern and therefore whether it would be able to realise its assets and extinguish its liabilities in the normal course of business and at the amounts stated in the financial report.

Taking these matters into consideration, the Directors continue to adopt the going concern basis of accounting in the preparation of the financial statements. The financial statements do not include the adjustments that would be required should the going concern basis of preparation no longer be appropriate.

Likely developments and expected results

A review of the current and future development of the Group's business is given in the Strategic Report.

Risk Management

The Board considers risk assessment to be important in achieving its strategic objectives. There is a process of evaluation of performance targets through regular reviews by senior management to forecasts. Project milestones and timelines are regularly reviewed.

A risk register is maintained by the Company that identifies key risks in areas including corporate strategy, financial, staff, occupational health and safety, environmental and traditional owner engagement. The register is reviewed periodically and is updated as and when necessary, with all employees and directors being responsible for identifying, managing and mitigating risks.

Refer to the Annual Report for detailed information on the principal risks and uncertainties and for further detailed information on the financial risks refer to note 15.

Key performance indicators

The Board has defined the following Key Performance Indicators (KPIs) during the year to monitor and assess the performance of the Group as it advances from an exploration company into a resource development company. These KPIs apply to the FY23 Performance Rights, defined and described in the Remuneration Report, which have a three-year performance period from 1 July 2022 to 30 June 2025.

 
 Performance Target                      Rationale                               Our performance in 2023 
 Total Shareholder Return ( TSR) is      The performance of Greatland's share    TSR performance for the financial 
 equal to or greater than that of the    price demonstrates the total return     year 2023 was negative 27%, compared 
 VanEck Junior Gold                      to the shareholders.                    to 9% for GDXJ. 
 Miners ETF (GDXJ)                       Our strategy aims to maximise           The TSR performance over the 
                                         shareholder returns through the         three-year performance period from 1 
                                         commodity cycle, and TSR is             July 2022 to 30 June 2025 
                                         a direct measure of that.               is a performance target for the FY23 
                                                                                 Performance Rights issued under the 
                                                                                 Group's Long Term 
                                                                                 Incentive Plan. 
 Investor engagement                     The proposed ASX cross-listing is an    During the financial year, the 
 The Group completes its proposed ASX    important pillar to create a            Company completed an institutional 
 cross-listing, actively engages with    fit-for-purpose platform                equity placement of approximately 
 a broad cross section                   and pursue objectives including         GBP30m including a cornerstone 
 of investors and grows the proportion   increasing equity research and          investment by Tribeca Investment 
 of its shares held by institutional     institutional ownership, enhanced       Partners, and a further equity 
 investors.                              capital markets profile, access to      investment by Wyloo of approximately 
                                         deeper pools of capital to support      GBP33.5m. The Company significantly 
                                         longer term growth,                     advanced the proposed 
                                         and enhanced flexibility for growth     ASX listing during the year and is 
                                         initiatives including corporate and     well positioned to resume the process 
                                         asset level transactions.               in 2024. 
 ESG Sustainability Report               Greatland is committed to safe,         In June 2023, the Group published its 
 The Group publishes an annual           responsible and sustainable             2023 Sustainability Report. This 
 Sustainability Report with enhanced     exploration and development. The        assessment reveals 
 levels of disclosure relative           Company continues to focus on           a compliance driven approach to ESG 
 to financial year 2022.                 improving health and safety training    and forms a baseline for business 
                                         and processes, and on further           operations to enhance 
                                         strengthening relationships with the    our sustainability footprint. 
                                         indigenous communities in the areas 
                                         that we operate, 
                                         as well as on our ESG focus for 
                                         developing a responsible and 
                                         sustainable resources company. 
 Native Title and Environment            In areas that the Group operates, we    Through formal processes outlined in 
 The Group maintains positive            are committed to understanding,         Land Access Agreements, Greatland has 
 relations with all Native Title         respecting and responsibly              engaged Traditional 
 groups in respect of the land           managing our impacts on Aboriginal      Owners to undertake several surveys 
 it operates on, preserves heritage      cultural heritage, and co-operating     in advance of field activities. 
 sites of cultural significance as       and forming positive                    Additionally, Greatland 
 required to comply with                 relationships with Aboriginal           has worked alongside Aboriginal 
 applicable permits and remains in       communities.                            consultants for ground disturbance 
 compliance with granted environmental   The Group is committed to operating     activities where cultural 
 approvals.                              in an environmentally responsible       heritage monitoring has been deemed 
                                         manner and has developed                appropriate through survey or by 
                                         this Policy to assist in managing the   direction of the prescribed 
                                         impacts its activities have on the      body corporate. 
                                         environment. 
                                                                                 Greatland continues to work with our 
                                                                                 many traditional owners to understand 
                                                                                 and manage our 
                                                                                 potential impacts to Aboriginal 
                                                                                 cultural heritage. 
 Performance Target                      Rationale                               Our performance in 2023 
 Feasibility Study for Havieron          Havieron provides an outstanding        The Feasibility Study for the 
 The Group actively manages its          cornerstone project on which to         Havieron project continued during the 
 relationship with its joint venture     develop and pursue the Company's        year and explored further 
 partner and critically                  aim to become a multi asset producer.   value enhancing options to maximise 
 reviews, analyses and provides          It enables the Company to leverage      value and derisk the project. It also 
 detailed input (based on its review     our established footprint               considered various 
 and analysis) into the                  and proven methodology in the           factors including but not limited to 
 Havieron Feasibility Study.             Paterson region, one of the world's     environmental, social and economic 
                                         most attractive jurisdictions           impacts. 
                                         for discoveries of tier-one, 
                                         gold-copper deposits. 
 Funding                                 Raising sufficient debt and equity to   During the financial year the Company 
 The Group has sufficient funding in     fund the Company's share of the         raised approximately GBP64 million in 
 place to fund its share of the          Havieron Joint Venture                  additional capital 
 Havieron development without            is crucial to enable the Group to       through the issuance of new shares 
 dilution of its joint venture           fast track development of Havieron      and progressed a funding process with 
 interest.                               including early works                   top tier banks resulting 
                                         and other mine development              in a non-binding Letter of Support in 
                                         activities, plus accelerate             respect of a proposed A$220 million 
                                         exploration activities at the Group's   debt financing facility. 
                                         100% owned licences to target new       In addition, subsequent to year end, 
                                         discoveries similar to Havieron in      Greatland executed a A$50 million 
                                         the Paterson region.                    standby loan facility 
                                                                                 with Wyloo. 
                                                                                 The above strengthened our financial 
                                                                                 position to continue the development 
                                                                                 of Havieron. 
 JORC Resource                           Growth of the JORC Resource is a        Over 55,000 metres of drilling was 
 The Group grows its Mineral Resource    crucial component to Greatland's long   completed during the year, focusing 
 base by at least 20% (noting that       term strategy.                          on increasing confidence 
 joint venture mining                                                            in the lower levels of the South East 
 tenements are assessed on a 100%                                                Crescent, as well as further 
 basis).                                                                         evaluation of the Eastern 
                                                                                 Breccia. 
                                                                                 This drilling will be incorporated 
                                                                                 into an Updated Mineral Resource that 
                                                                                 will be included 
                                                                                 in the Feasibility Study. 
 Corporate development                   Corporate development activity is a     Significant corporate activity was 
 The Group actively pursues portfolio    crucial component to amplify            undertaken during 2023, including 
 enhancing business development          Greatland's growth strategy             successful conclusion 
 opportunities which are                 and support the transition of the       of the Havieron 5% option process, 
 presented to the Board for approval.    business from an explorer to a          sale of the Tasmanian tenements to 
                                         developer and producer.                 Flynn Gold, entering 
                                                                                 into the farm-in and joint venture 
                                                                                 agreement with RTX, progressing the 
                                                                                 proposed ASX Listing 
                                                                                 in 2023, and consideration and 
                                                                                 analysis of potential merger and 
                                                                                 acquisition opportunities. 
======================================  ======================================  ====================================== 
 

Share Capital

Information relating to shares issued during the year is given in note 14 to the accounts.

Substantial Shareholdings

On 30 June 2023 and 31 October 2023, the following were registered as being interested in 3% or more of the Company's ordinary share capital:

 
                                          31 October 2023          30 June 2023 
                                         Ordinary     Share      Ordinary     Share 
                                          shares         %        shares         % 
                                        of GBP0.001             of GBP0.001 
                                           each                    each 
 
  Hargreaves 
  Lansdown 
  (Nominees) 
  Limited 
  (15942)                              596,018,544    11.71%   594,359,327    11.73% 
 
  Lynchwood 
  Nominees 
  Limited 
  (2006420)                            456,729,841    8.97%    458,734,422    9.05% 
 
  Interactive 
  Investor 
  Services 
  Nominees 
  Limited 
  (SMKTISAS)                           361,347,494    7.10%    358,867,954    7.08% 
 
  Hargreaves 
  Lansdown 
  (Nominees) 
  Limited 
  (HLNOM)                              348,483,959    6.85%    347,409,795    6.85% 
 
  Hargreaves 
  Lansdown 
  (Nominees) 
  Limited 
  (VRA)                                316,783,852    6.22%    309,745,208    6.11% 
 Vidacos Nominees Limited (FGN)        213,926,382    4.20%    258,015,555    5.09% 
 Barclays Direct Investing Nominees 
  Limited                              226,281,530    4.45%    230,608,624    4.55% 
 Interactive Investor Services 
  Nominees Limited (SMKTNOMS)          216,820,713    4.26%    221,958,097    4.38% 
 
  State 
  Street 
  Nominees 
  Limited 
  (OM02)                               196,214,615    3.85%    209,395,552    4.13% 
 
  HSDL 
  Nominees 
  Limited 
  (MAXI)                               187,400,374    3.68%    185,721,320    3.66% 
====================================  =============  =======  =============  ======= 
 

Additionally, the Company has been notified, in accordance with DTR 5 of the FCA's Disclosure and Transparency Rules, or is aware, of the following interests in its ordinary shares of shareholders with an interest of 3% or more of the Company's ordinary share capital:

 
                                     31 October 2023          30 June 2023 
                                     Ordinary     Share     Ordinary     Share 
                                      shares        %        shares        % 
                                    of GBP0.001            of GBP0.001 
                                       each                   each 
 Wyloo Consolidated Investments 
  Pty Ltd                          430,024,390    8.45%   430,024,390    8.45% 
 Van Eck Associates Corporation    250,743,036    4.93%   250,743,036    4.93% 
================================  =============  ======  =============  ====== 
 

Political donations

During the period there were no political donations (2022: nil).

Auditors

PKF Littlejohn LLP has served as the Company's auditors since 2020. The Directors will place a resolution before the annual general meeting to reappoint PKF Littlejohn LLP as auditors for the coming year.

PKF Littlejohn LLP has signified its willingness to continue in office as auditor.

Directors' Indemnity

The Company has maintained Directors' and Officers' insurance during the year. Such provisions remain in force at the date of this report.

Events after the reporting period

Standby loan facility executed

Subsequent to year end, the Company executed an unsecured A$50 million standby facility with Wyloo Consolidated Investments Pty Ltd (Wyloo). Drawdown is available to Greatland from 1 November 2023, with repayment required by the maturity date of 31 December 2024. The facility has a 3% upfront fee and 1% utilisation fee. Interest is charged at benchmark (Australian BBSY) plus a margin of 7.5% p.a. The debt was undrawn at the date of this report.

Grant of employee incentive options

On 19 September 2023, Greatland granted 302,700,000 Co-Investment Options with an exercise price of GBP0.119, 31,100,000 Retention Rights and 13,306,047 FY23 Performance Rights at an exercise price of GBP0.001 to employees under the Company's employee share plan. Collectively the options and rights are an important element in the attraction and retention of individuals pivotal to Greatland's growth and their alignment with shareholder outcomes. Further details are included in the Annual Report.

Exercise of Options and Director Dealings

On 1 October 2023, Mr Borrelli, Non-Executive Director, exercised his remaining 14,000,000 options over ordinary shares at a price of GBP0.0028 per share, 2,500,000 options at GBP0.014 and 2,500,000 options at GBP0.02 per share for a total consideration of GBP124,200. Mr Borrelli retained 9,000,000 of the resulting shares and sold 10,000,000 of the resulting shares to fund the associated exercise cost and tax liabilities. Mr Borrelli's shareholding has now increased to 35,403,372 ordinary shares representing 0.70% of the total voting rights.

In addition, on 24 September 2023, Mr Latcham, Non-Executive Director, exercised 1,500,000 existing options over ordinary shares at a price of GBP0.025 per share and 1,250,000 at a price of GBP0.03 per share, for a total consideration of GBP75,000. Mr Latcham retained 700,000 of the resulting shares and sold 2,050,000 of the resulting shares to fund the associated exercise cost and tax liabilities. Mr Latcham's shareholding has now increased to 3,850,000 ordinary shares representing 0.08% of the total voting rights.

Newmont Corporation's acquisition of Newcrest Mining Limited becomes effective

On 18 October 2023, Newcrest, the ultimate parent company of Newcrest Operations which is the Joint Venture Manager of Havieron, announced that the scheme of arrangement under which Newcrest will be acquired by Newmont Corporation was legally effective. Implementation date is planned for 6 November 2023. For further updates refer to www.newmont.com.

Streamlined energy and carbon reporting ("SECR")

Greenhouse gas emissions, energy consumption and energy efficiency disclosures have not been provided because the Company has consumed less than 40,000 kWh of energy during the period in the UK.

Corporate Governance

A corporate governance statement follows in the Annual Report.

Control Procedures

The Board has approved financial budgets and cash forecasts. In addition, it has implemented procedures to ensure compliance with accounting standards and effective reporting.

Environmental Responsibility

The Company is aware of the potential impact that its subsidiary companies and operations may have on the environment. The Company ensures that it and its subsidiaries at a minimum comply with the local regulatory requirements with regard to the environment.

Cultural awareness

The Company continues to engage with the traditional land owners to understand and respect cultural heritage as a necessary part in obtaining access to projects across its Australian operations and operate within the appropriate protocols.

Health and Safety

The Group aims to achieve and maintain a high standard of workplace health, safety and wellbeing. In order to achieve this objective, the Group provides mental health wellbeing training, mentoring and supervision for employees and ongoing pastoral care support plus regularly reviewing and implementing high standards for workplace safety.

Employment Policies

The Group is committed to promoting policies which ensure that high calibre employees are attracted, retained and motivated, to ensure the ongoing success for the business. Employees and those who seek to work within the Group are treated equally regardless of gender, marital status, disability, race, ethnicity or any other basis. We provide equal opportunities for career development and promotion as well as providing employees with appropriate training opportunities.

Provision of Information to Auditor

So far as each of the Directors is aware at the time this report is approved:

-- there is no relevant audit information of which the Company's auditor is unaware; and

-- the Directors have taken all steps that they ought to have taken to make themselves aware of any relevant audit information and to establish that the auditor is aware of that information.

By order of the Board

Shaun Day

Managing Director

5 November 2023

consolidated statement of comprehensive income

for the year ended 30 June 2023

 
                                             Note       2023        2022 
                                                     GBP'000    GBP '000 
 Revenue                                                   -           - 
 Exploration and evaluation expenses                 (3,383)     (3,022) 
 Administrative expenses                             (5,723)     (5,223) 
 Share-based payment expense                   24    (9,787)       (193) 
 Transaction costs related to proposed               (1,879)           - 
  IPO 
 Loss before finance items and tax                  (20,772)     (8,438) 
 
 Net foreign exchange losses                   13    (1,668)     (2,736) 
 Other income                                   4        194           - 
 Finance income                                 6      1,228           2 
 Finance costs                                  6      (102)       (194) 
 Loss before tax                                    (21,120)    (11,366) 
 Income tax expense                             7          -           - 
 Loss for the year                                  (21,120)    (11,366) 
 
 Other comprehensive income: 
 Exchange differences on translation 
  of foreign operations                              (4,906)         518 
 Total comprehensive income for the year 
  attributable to equity holders of the 
  Company                                           (26,026)    (10,848) 
 
 Earnings per share for loss attributable 
  to the ordinary equity holders of the 
  Company: 
 Basic and diluted earnings per share 
  (pence)                                       8     (0.44)      (0.28) 
==========================================  =====  =========  ========== 
 

The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.

Consolidated Statement of Financial Position

as at 30 June 2023

 
                                                         2023       2022 
                                              Note               GBP'000 
-------------------------------------------  -----  ---------  --------- 
 ASSETS 
 Exploration and evaluation assets              16        264         94 
 Mine development                               17     59,931     35,582 
 Right of use asset                             18        418        272 
 Property, plant and equipment                  19         84         95 
 Financial assets held at fair value                       88          - 
  through profit and loss 
 Total non-current assets                              60,785     36,043 
-------------------------------------------  -----  ---------  --------- 
 Cash and cash equivalents                       9     31,149     10,386 
 Advanced joint venture cash contributions      10     12,576      8,415 
 Trade and other receivables                    11        116          - 
 Other current assets                                     414        427 
 Total current assets                                  44,255     19,228 
-------------------------------------------  -----  ---------  --------- 
 TOTAL ASSETS                                         105,040     55,271 
-------------------------------------------  -----  ---------  --------- 
 
 LIABILITIES 
 Trade and other payables                       12      8,511      3,269 
 Lease liabilities                              18        128        208 
 Provisions                                     25        186        919 
 Total current liabilities                              8,825      4,396 
-------------------------------------------  -----  ---------  --------- 
 Borrowings                                     13     41,503     43,103 
 Lease liabilities                              18        284         70 
 Provisions                                     25      1,950      1,976 
 Total non-current liabilities                         43,737     45,149 
-------------------------------------------  -----  ---------  --------- 
 TOTAL LIABILITIES                                     52,562     49,545 
-------------------------------------------  -----  ---------  --------- 
 
 NET ASSETS                                            52,478      5,726 
-------------------------------------------  -----  ---------  --------- 
 
 EQUITY 
 Share capital                                  14      5,069      4,071 
 Share premium                                  14     70,821     36,166 
 Merger reserve                                 14     27,494        225 
 Foreign currency translation reserves                (4,259)        647 
 Share-based payment reserve                           10,173        335 
 Retained earnings                                   (56,820)   (35,718) 
-------------------------------------------  -----  ---------  --------- 
 TOTAL EQUITY                                          52,478      5,726 
-------------------------------------------  -----  ---------  --------- 
 

The above consolidated statements of financial position should be read in conjunction with the accompanying notes.

Mark Barnaba Shaun Day

Chairman Managing Director

Consolidated Statement of Changes in Equity

for the year ended 30 June 2023

 
 
                                                                Foreign 
                                                               currency   Share-based 
                              Share      Share     Merger   translation       payment    Retained      Total 
                            capital    premium    reserve       reserve      reserves    earnings     equity 
                    Note    GBP'000    GBP'000    GBP'000       GBP'000       GBP'000     GBP'000    GBP'000 
---------------  -------  ---------  ---------  ---------  ------------  ------------  ----------  --------- 
 At 1 July 2022               4,071     36,166        225           647           335    (35,718)      5,726 
 Loss for the 
  year                            -          -          -             -             -    (21,120)   (21,120) 
 Other 
  comprehensive 
  income                          -          -          -       (4,906)             -           -    (4,906) 
---------------  -------  ---------  ---------  ---------  ------------  ------------  ----------  --------- 
 Total 
  comprehensive 
  loss for the 
  year                            -          -          -       (4,906)             -    (21,120)   (26,026) 
 Transactions 
 with 
 owners in 
 their capacity 
 as owners: 
 Share-based 
  payments            24          -          -          -             -         9,995           -      9,995 
 Transfer on 
  exercise 
  of options                      -          -          -             -         (157)         157          - 
 Share capital 
  issued              14        998     34,685     29,393             -             -       (139)     64,937 
 Cost of share 
  issue               14          -       (30)    (2,124)             -             -           -    (2,154) 
---------------  -------  ---------  ---------  ---------  ------------  ------------  ----------  --------- 
 Total 
  contributions 
  by and 
  distributions 
  to owners of 
  the Company                   998     34,655     27,269             -         9,838          18     72,778 
---------------  -------  ---------  ---------  ---------  ------------  ------------  ----------  --------- 
 At 30 June 
  2023                        5,069     70,821     27,494       (4,259)        10,173    (56,820)     52,478 
---------------  -------  ---------  ---------  ---------  ------------  ------------  ----------  --------- 
 
 
                                                                Foreign 
                                                               currency   Share-based 
                              Share      Share     Merger   translation       payment    Retained      Total 
                            capital    premium    reserve       reserve      reserves    earnings     equity 
                    Note    GBP'000    GBP'000    GBP'000       GBP'000       GBP'000     GBP'000    GBP'000 
---------------  -------  ---------  ---------  ---------  ------------  ------------  ----------  --------- 
 At 1 July 2021               3,948     24,064        225           129           178    (24,388)      4,156 
 Loss for the 
  year                            -          -          -             -             -    (11,366)   (11,366) 
 Other 
  comprehensive 
  income                          -          -          -           518             -           -        518 
---------------  -------  ---------  ---------  ---------  ------------  ------------  ----------  --------- 
 Total 
  comprehensive 
  loss for the 
  year                            -          -          -           518             -    (11,366)   (10,848) 
 Transactions 
 with 
 owners in 
 their capacity 
 as owners: 
 Share-based 
  payments            24          -          -          -             -           193           -        193 
 Transfer on 
  exercise 
  of options                      -          -          -             -          (36)          36          - 
 Share capital 
  issued              14        123     12,797          -             -             -           -     12,920 
 Cost of share 
  issue               14          -      (695)          -             -             -           -      (695) 
---------------  -------  ---------  ---------  ---------  ------------  ------------  ----------  --------- 
 Total 
  contributions 
  by and 
  distributions 
  to owners of 
  the Company                   123     12,102          -             -           157          36     12,418 
---------------  -------  ---------  ---------  ---------  ------------  ------------  ----------  --------- 
 At 30 June 
  2022                        4,071     36,166        225           647           335    (35,718)      5,726 
---------------  -------  ---------  ---------  ---------  ------------  ------------  ----------  --------- 
 
 

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

Consolidated Statement of Cash Flows

for the year ended 30 June 2023

 
                                              Note       2023       2022 
-------------------------------------------  -----  ---------  --------- 
 Cash flows from operating activities 
 Loss before tax                                     (21,120)   (11,366) 
 Adjustments for: 
 Share-based payment expense                    24      9,787        193 
 Depreciation and amortisation                   4        224        171 
 Other non-cash items                                   (103)         14 
 Unwind of discount on provisions               25         91        177 
 Unrealised foreign exchange loss                       1,668      2,736 
 Investing interest income                       6    (1,228)        (2) 
 Lease liability interest expense               18          7         14 
 Movement in operating assets / 
  liabilities: 
 Decrease in other current assets                         105         83 
 (Increase) in trade and other receivables               (99)          - 
 (Decrease) / increase in payables 
  & other liabilities                                   (836)      2,022 
 Increase / (decrease) in provisions                       37        (3) 
 Net cash outflow from operating 
  activities                                         (11,467)    (5,961) 
-------------------------------------------  -----  ---------  --------- 
 
 Cash flows from investing activities 
 Interest received                                      1,082          2 
 Interest paid                                              -       (16) 
 Payments for exploration and evaluation 
  assets                                                    -       (90) 
 Payments for mine development and 
  fixed assets                                       (14,522)   (20,453) 
 Payments in advance for joint venture 
  contributions                                      (13,406)    (8,415) 
 Net cash outflow from investing 
  activities                                         (26,846)   (28,972) 
-------------------------------------------  -----  ---------  --------- 
 
 Cash flows from financing activities 
 Proceeds from issue of shares                  14     63,909     12,920 
 Transaction costs from issue of 
  shares                                        14    (2,154)      (695) 
 Proceeds from borrowing facilities             13          -     26,495 
 Repayment of lease obligations                         (206)       (55) 
 Payments for prepaid borrowing costs 
  for debt                                                  -      (276) 
 Net cash inflow from financing 
  activities                                           61,549     38,389 
-------------------------------------------  -----  ---------  --------- 
 
 Net increase in cash and cash equivalents             23,236      3,456 
 Effects of exchange rate differences 
  on cash and cash equivalents                        (2,473)        718 
 Cash and cash equivalents at the 
  beginning of the period                              10,386      6,212 
-------------------------------------------  -----  ---------  --------- 
 Cash and cash equivalents at the 
  end of the year                                9     31,149     10,386 
-------------------------------------------  -----  ---------  --------- 
 

The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.

PRINCIPAL ACCOUNTING POLICIES

   1          Corporate information 

The consolidated financial statements of Greatland Gold plc and its subsidiaries (collectively, the Group) for the year ended 30 June 2023 were authorised for issue in accordance with a resolution of the Directors on 5 November 2023.

Greatland Gold plc is a public limited company incorporated and domiciled in England and Wales. The Company's ordinary shares are traded on LSE AIM (AIM:GGP).

   2          Basis of preparation 

The consolidated financial statements of Greatland Gold plc (Greatland or the Group) have been prepared in accordance with UK-adopted international accounting standards and in accordance with the requirements of the Companies Act 2006.

The financial statements have been prepared on the historical cost basis, except for certain financial instruments and cash-settled share-based payments which have been measured at fair value.

Going Concern

The Group's principal activities include the development of Havieron. As at 30 June 2023, the Group's net current assets of GBP35.4 million (2022: GBP14.8 million), with cash of GBP 31.1 million (2022: GBP10.4 million) and advanced Havieron joint venture cash contributions of GBP12.6 million (2022: GBP8.4 million).

In addition, as outlined in note 28, Greatland has access to a A$50 million (c. GBP26.3 million) undrawn standby loan facility with Wyloo Consolidated Investments Pty Ltd (Wyloo).

Management has prepared cash flow forecasts for the next twelve months under various scenarios. These scenarios anticipate the Group will be able to meet its commitments and pay its debts as and when they fall due.

If required, the Group has a number of options available to manage liquidity including:

-- significantly reduce expenditure on its own exploration programmes;

-- significantly reduce corporate costs;

-- raising additional funding through debt and equity, or a combination of both, which the Company considers it has the ability to do so, should it be required and has demonstrated an ability to do so in the past.

Should the directors not achieve the matters set out above, there is significant uncertainty whether the Company will continue as a going concern and therefore whether they will realise its assets and extinguish its liabilities in the normal course of business and at the amounts stated in the financial report.

Greatland has considered sensitivities which include increases to the Havieron development costs. In this situation, the Company can mitigate expenditure including ceasing exploration activities and reducing corporate costs. Having prepared forecasts based on current resources and assessing methods of obtaining additional finance, the Directors believe the Group has sufficient resources to meet its obligations for a period of twelve months from the date of approval of these financial statements. Taking these matters into consideration, the Directors continue to adopt the going concern basis of accounting in the preparation of the financial statements.

Rounding

The amounts presented in this financial report have been rounded to the nearest GBP1,000 where noted (GBP'000) under the option available to the Company under the Companies Act 2006.

Significant accounting judgements, estimates and assumptions

The preparation of financial statements requires management to use estimates, judgements and assumptions. Application of different assumptions and estimates may have a significant impact on Greatland's net assets and financial results. Estimates and assumptions are reviewed on an ongoing basis and are based on the latest available information at each reporting date.

This note provides an overview of the areas that involved a higher degree of judgement and complexity, or areas where assumptions are significant to the financial statements. Detailed information about each of these estimates and judgements is included in other notes together with information about the basis of calculation for each affected line item in the financial statements.

   2          Basis of preparation (continued) 
 
 Description        Key estimate or judgement                                  Notes 
 Mine development   The recoverable amount of mine development is              Note 
                     dependent on the successful development and                17 
                     commercial exploration, or alternatively, sale 
                     of the respective area of interest. 
 Provisions         Rehabilitation, restoration and dismantling                Note 
                     provisions are reassessed at the end of each               25 
                     reporting period. The estimated costs include 
                     judgement regarding the Group's expectation 
                     of the level of rehabilitation activities that 
                     will be undertaken, timing of cash flows, technological 
                     changes, regulatory obligations, cost inflation 
                     and discount rates. 
 Share-based        The Group measures the cost of share-based payment         Note 
  payment expense    expenses with employees by reference to the                24 
                     fair value of the equity instruments at the 
                     date at which they are granted. The fair value 
                     was determined using a Monte Carlos and Black-Scholes 
                     model which includes key assumptions. 
 Going concern      The ability of the Company to continue as a                Note 
                     going concern depends upon continued access                2 
                     to sufficient capital. Judgement is required 
                     in the estimation of future cash flows. 
 Loan due           The parent entity holds a loan due from a 100%             Note 
  from subsidiary    owned subsidiary. The recoverable amount of                11 
                     the loan is dependent on the successful development 
                     and commercial exploration , or alternatively, 
                     sale of the respective area of interest. 
=================  =========================================================  ====== 
 

Basis of consolidation

The consolidated financial statements comprise of the financial statements of Greatland Gold plc and its subsidiaries it controls (as outlined in note 21). Accounting for joint ventures is included in note 22.

Subsidiaries are those entities controlled directly or indirectly by the Company. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The results of the subsidiaries are included in the Consolidated Statement of Comprehensive Income from the date of acquisition using the same accounting policies as those of the Group.

The consideration transferred in a business combination is the fair value at the acquisition date of the assets transferred and the liabilities incurred by the Group and includes the fair value of any contingent consideration arrangement. Acquisition-related costs are recognised in the income statement as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair value at the acquisition date.

All intra-group balances and transactions, including any unrealised income and expenses arising from intragroup transactions, are eliminated in full in preparing the consolidated financial statements. Unrealised gains arising from transactions with equity accounted investees are eliminated against the investment to the extent of the Group's interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.

Foreign currencies

Both the functional and presentational currency of Greatland Gold plc is sterling (GBP). Each entity in the Group determines its own functional currency, the primary economic environment in which the entity operates, and items included in the financial statements of each entity are measured using that functional currency.

Transactions in foreign currencies are recorded at the spot rate at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the balance sheet date. All differences are taken to the Statement of Comprehensive Income .

On consolidation of a foreign operation, assets and liabilities are translated at the balance sheet rate, income and expenses are translated at average foreign currency rates prevailing for the relevant period. Gains/losses arising on translation of foreign controlled entities into pounds sterling are taken to the foreign currency translation reserve.

Other accounting policies

Significant and other accounting policies that summarise the measurement basis used and are relevant in understanding the financial statements are provided throughout the notes to the financial statements.

New standards, amendments and interpretations adopted by the Group

There are no IASB and IFRIC standards that have been issued with an effective date after the date of the financial statements which are expected to have a material impact on the Group.

   2          Basis of preparation (continued) 

New and amended Standards and Interpretations issued but not effective

At the date of approval of these financial statements, the following standards and interpretations which have not been applied in these financial statements were in issue but not yet effective (and in some cases had not been adopted by the UK):

-- Amendments to IFRS 17: Insurance Contracts - effective 1 January 2023

-- Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current - effective 1 January 2023*

-- Amendments to IAS 1: Presentation of Financial Statements and IFRS Practice Statement 2: Disclosure of Accounting Policies - effective 1 January 2023*

-- Amendments to IAS 8: Accounting policies, Changes in Accounting Estimates and Errors - Definition of Accounting Estimates - effective 1 January 2023*

-- Amendments to IAS 12: Income Taxes - Deferred Tax related to Assets and Liabilities arising from a Single Transaction - effective 1 January 2023*

*subject to UK endorsement

The new and amended Standards and Interpretations which are in issue but not yet mandatorily effective are not expected to be material.

FINANCIAL PERFORMANCE

   3          Segmental information 

An operating segment is a component of the Group that engages in business activities from which it may earn revenue and incur expenditure and about which separate financial information is available that is evaluated regularly by the Group's Chief Operating Decision Makers, who is the Managing Director, in deciding how to allocate resources and in assessing performance.

 
 Segment name   Description 
 UK             The UK sector consists of the parent company which 
                 provides investor relations and corporate functions 
                 as well as administrative and management services 
                 to its subsidiaries based in Australia. 
 Australia      This segment consists of the development activities 
                 for Havieron and exploration and evaluation activities 
                 throughout Australia. 
=============  ======================================================== 
 

Segment information is evaluated by the executive management team and is prepared in conformity with the accounting policies adopted for preparing the financial statements of the Group.

Segment results

 
 Income statement for the year ended                UK   Australia      Group 
  30 June 2023                                 GBP'000     GBP'000    GBP'000 
 Revenue                                             -           -          - 
 Exploration and evaluation costs                    -     (3,286)    (3,286) 
 Administrative costs                          (1,102)     (4,494)    (5,596) 
 Transaction costs related to the proposed 
  IPO                                          (1,879)           -    (1,879) 
 Loss for the segment                          (2,981)     (7,780)   (10,761) 
 Depreciation and amortisation expenses           (13)       (211)      (224) 
 Segment result                               ( 2,994)     (7,991)   (10,985) 
 Share-based payment expense                                          (9,787) 
 Foreign exchange gain / (losses)                                     (1,668) 
 Other income                                                             194 
 Finance income                                                         1,228 
 Finance expense                                                        (102) 
 Loss before income tax                                              (21,120) 
 Income tax expense                                                         - 
 Loss after income tax                                               (21,120) 
===========================================  =========  ==========  ========= 
 
   3          Segmental information (continued) 
 
 Income statement for the year ended             UK   Australia      Group 
  30 June 2022                              GBP'000     GBP'000    GBP'000 
 Revenue                                          -           -          - 
 Exploration and evaluation costs                 -     (2,985)    (2,985) 
 Administrative costs                       (1,980)     (3,109)    (5,089) 
 Loss for the segment                      (1 ,980)     (6,094)    (8,074) 
 Depreciation and amortisation expenses        (38)       (133)      (171) 
 Segment result                             (2,018)     (6,227)    (8,245) 
 Share-based payment expense                                         (193) 
 Foreign exchange losses                                           (2,736) 
 Finance income                                                          2 
 Finance expense                                                     (194) 
 Loss before income tax                                           (11,366) 
 Income tax expense                                                      - 
 Loss after income tax                                            (11,366) 
========================================  =========  ==========  ========= 
 

Adjustments and eliminations

Share-based payment expense, foreign exchange losses, other income, finance income, finance costs and taxes are not allocated to individual segments as they are managed on a Group basis.

Segment assets and liabilities

 
 Assets and liabilities as at 30 June          UK   Australia      Group 
  2023                                    GBP'000     GBP'000    GBP'000 
 Segment assets                               568     104,472    105,040 
 Segment liabilities                        (383)    (52,179)   (52,562) 
 
 Assets and liabilities as at 30 June          UK   Australia      Group 
  2022                                    GBP'000     GBP'000    GBP'000 
 Segment assets                               711      54,560     55,271 
 Segment liabilities                      (1,954)    (47,591)   (49,545) 
======================================  =========  ==========  ========= 
 
 
   4          Other income and expenses 

Other income

 
                          Note       2023       2022 
                                  GBP'000    GBP'000 
 Government grants         (a)         90          - 
 Other gains                          104          - 
 Total other income                   194          - 
===================  =========  =========  ========= 
 

(a) Government grant

Greatland was awarded a government grant of GBP0.1 million to co-fund exploration drilling and mobilisation costs at its 100% owned Rudall licence in the Paterson region under the Western Australian Government's Exploration Incentive Scheme. There are no unfulfilled conditions or other contingencies attached to this grant.

Breakdown of expense by nature

 
                                             2023       2022 
                                          GBP'000    GBP'000 
 Amortisation of right-of-use asset           197        133 
 Depreciation                                  27         38 
 Total amortisation and depreciation          224        171 
======================================  =========  ========= 
 
   5          Employee information 
 
                                   Group      Group    Company    Company 
                                    2023       2022       2023       2022 
                                 GBP'000    GBP'000    GBP'000    GBP'000 
 Wages and salaries                3,352      2,150        501        185 
 Bonus                               863        729          -          - 
 Pension / superannuation            349        171         24          2 
 Share-based payments              9,787        193      8,687         76 
 Total director and employee 
  benefit expense                 14,351      3,243      9,212        263 
                                 Average    Average    Average    Average 
                                  Number     Number     Number     Number 
 Exploration                          11          9          -          - 
 Corporate and other                  14          8          4          2 
=============================  =========  =========  =========  ========= 
 

For further details on Director's remuneration refer to Remuneration Report.

Recognition and measurement

Employee benefits

Wages, salaries and defined contribution superannuation expenses are recognised as and when employees render their services. Expenses for non-accumulating personal leave are recognised when the leave is taken and measured at the rates paid or payable.

Share-based payments

The accounting policy, key estimates and judgements relating to employee share-based payments are set out in note 24 of the Annual Report.

   6          Finance income and finance costs 
 
                                        Note       2023       2022 
                                                GBP'000    GBP'000 
 Finance income 
 Interest income                                  1,228          2 
 Total finance income                             1,228          2 
 Finance costs 
 Interest on lease liabilities                      (7)       (15) 
 Unwinding of discount on provisions      25       (91)      (177) 
 Other                                              (4)        (2) 
 Total finance costs                              (102)      (194) 
=====================================  =====  =========  ========= 
 

Recognition and measurement

Interest income is recognised as interest accrues using the effective interest method.

Provisions and other payables are discounted to their present value when the effect of the time value of money is significant. The impact of the unwinding of these discounts is reported in finance costs.

Borrowing costs

General and specific borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale.

All other borrowing costs are recognised in income in the period in which they are incurred.

   7          Taxation 
 
                                              2023       2022 
                                           GBP'000    GBP'000 
 Components of income tax: 
 Deferred tax - temporary differences            -          - 
 Current tax                                     -          - 
 Income tax expense                              -          - 
=====================================    =========  ========= 
 

There was no deferred or current tax during the year or in prior year.

Factors affecting tax charge for the year

The tax assessed on the loss on ordinary activities for the period differs from the standard rate of corporation tax in the UK of 19% (2022: 19%) and Australia of 30% (2022: 30%). The differences are explained below:

 
                                                   2023       2022 
                                                GBP'000    GBP'000 
 Loss before income tax                        (21,120)   (11,366) 
 Weighted average applicate rate of tax of 
  24% (2022: 28%)                               (5,052)    (3,148) 
 Increase (decrease) in income 
  tax due to: 
 Share-based payments                             1,981        652 
 Unwind of rehabilitation provision                  30         53 
 Temporary differences                          (1,730)    (1,131) 
 Net deferred tax assets not 
  brought to account                              4,771      3,574 
 Income tax expense                                   -          - 
============================================  =========  ========= 
 

Tax losses

 
                                                   2023       2022 
                                                GBP'000    GBP'000 
 Unused tax losses for which no deferred 
  tax asset has been recognised                  57,967     35,433 
 Potential tax benefit - average effective 
  tax rate of 28%                                16,063      9,921 
============================================  =========  ========= 
 

The Group has unrecognised carried forward losses for which no deferred tax asset is recognised as the statutory requirements for recognising those deferred tax assets have not yet been met. The Group recognises the benefit of tax losses only to the extent of anticipated future taxable income or gains in relevant jurisdictions. These losses do not expire. Unrecognised UK revenue losses for which no deferred tax asset has been recognised are GBP11.3 million (2022: GBP9.8 million). Unrecognised Australian revenue losses for which no deferred tax asset has been recognised are approximately A$88.3 million (GBP46.4 million) (2022: GBP25.6 million).

Recognition and measurement

Current tax assets and liabilities for the period are measured at the amount expected to be recovered from, or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantially enacted by the reporting date in the countries where the Group operates.

Full provision is made for deferred taxation resulting from timing differences which have arisen but not reversed at the reporting date.

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset realised. Deferred tax is charged or credited to profit or loss, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.

The Group offsets deferred tax assets and deferred tax liabilities if, and only if, it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Deferred tax assets on carried forward losses are only recorded where it is expected that future trading profits will be generated in which this asset can be offset. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

   7          Taxation (continued) 

Tax consolidation

Greatland Holdings Group Pty Ltd, a 100% owned subsidiary of Greatland Gold plc, and its 100% owned Australian resident subsidiaries formed a tax consolidated group with effect from 14 February 2023. Greatland Holdings Group Pty Ltd is the head entity of the tax consolidated group. Members of the tax consolidated group have entered into a tax funding agreement under which the wholly-owned entities fully compensate Greatland Holdings Group Pty Ltd for any current tax payable assumed and are compensated by Greatland Holdings Group Pty Ltd for any current tax receivable and deferred tax assets related to unused tax losses or unused tax credits that are transferred to Greatland Holdings Group Pty Ltd under the tax consolidation.

   8          Earnings per Share 
 
                                                  2023            2022 
                                               GBP'000         GBP'000 
 Loss for the period                          (21,120)        (11,366) 
 Weighted average number of ordinary 
  shares of GBP0.001 in issue            4,849,928,345   4,016,373,291 
 Loss per share                           (0.44) pence    (0.28) pence 
======================================  ==============  ============== 
 

The weighted average number of the Group's shares including outstanding options is 4,921,573,345 (2022: 4,097,373,291). Dilutive earnings per share are not included on the basis inclusion of potential ordinary shares would result in a decrease in loss per share and is considered anti-dilutive.

Subsequent to year end , the following transactions occurred that were not retrospectively adjusted in the calculation of earnings per share:

-- Greatland granted 302,700,000 Co-Investment Options with an exercise price of GBP0.119, 31,100,000 Retention Rights and 13,306,047 FY23 Performance Rights at an exercise price of GBP0.001 to employees under the Company's employee share plan. These transactions were not retrospectively adjusted in the calculations of earnings per share.

-- Mr Borrelli exercised his remaining 19,000,000 options and Mr Latcham exercised his 2,750,000 remaining options.

For further details, refer to events after the reporting period in note 28.

Recognition and measurement

Basic earnings per share

Basic earnings per share is calculated by dividing:

-- the profit attributable to owners of the company, excluding any costs of servicing equity other than ordinary shares

-- by the weighted average number of ordinary shares outstanding during the financial year, adjusted for any bonus elements in the ordinary shares issued during the year and excluding treasury shares

Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account:

-- the after-income tax effect of interest and other financing costs associated with dilutive potential ordinary shares; and

-- the weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares.

CAPITAL MANAGEMENT

   9          Cash and cash equivalents 
 
                                       Group      Group    Company    Company 
                                        2023       2022       2023       2022 
                                     GBP'000    GBP'000    GBP'000    GBP'000 
 Cash at bank                         25,794     10,386        489        634 
 Short-term deposits                   5,355          -          -          - 
 Total cash and cash equivalents      31,149     10,386        489        634 
=================================  =========  =========  =========  ========= 
 

Recognition and measurement

Cash and cash equivalents in the consolidated statement of financial position and consolidated statement of cash flows comprise cash at bank and short-term deposits that are readily convertible to known amounts of cash with insignificant risk of change in value. Short-term deposits are usually between one to three months depending on the short-term cash flow requirements of the Group. The Group holds short-term deposits with financial institutions that have a long term credit rating of AA- or above.

   10         Advanced joint venture cash contributions 
 
                                    Group      Group    Company    Company 
                                     2023       2022       2023       2022 
                                  GBP'000    GBP'000    GBP'000    GBP'000 
 Havieron joint venture cash 
  calls in advance                 12,576      8,415          -          - 
 Total advanced joint venture 
  cash contributions               12,576      8,415          -          - 
==============================  =========  =========  =========  ========= 
 

Recognition and measurement

Joint venture cash calls are paid in advance of expenditure being incurred. Once the funds have been incurred they are transferred out of current assets and into the relevant asset or expenditure depending on the nature of the transaction.

   11         Trade and other receivables 
 
                                   Group      Group    Company    Company 
                                    2023       2022       2023       2022 
                                 GBP'000    GBP'000    GBP'000    GBP'000 
 GST receivable                      116          -          -          - 
 Loans due from subsidiaries           -          -     92,721     33,046 
 Total trade and other 
  receivables                        116          -     92,721     33,046 
=============================  =========  =========  =========  ========= 
 

Recognition and measurement

Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less any allowance for the expected future issue of credit notes and for non-recoverability due to credit risk. The Group applies the simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables and contract assets. To measure expected credit losses, trade receivables and contract assets have been grouped based on shared risk characteristics. No such credit loss has been recorded in these financial statements as any effect would be immaterial.

 
 Key estimates and assumptions - Impairment on loan due from subsidiary 
  The Company holds loans due from its 100% owned subsidiaries. 
  The recoverable amount of the loan is dependent on the successful 
  development and commercial exploration of Havieron, or alternatively, 
  sale of the respective area of interest. Management has concluded 
  the loans will be recoverable on this basis. 
======================================================================= 
 
   12         Trade and other payables 
 
                                       Group      Group    Company    Company 
                                        2023       2022       2023       2022 
                                     GBP'000    GBP'000    GBP'000    GBP'000 
 Trade and other payables              1,492        101        197          - 
 Payroll tax and other statutory 
  liabilities                            192        281          -          - 
 Juri joint venture funds 
  received in advance                     28        949          -          - 
 Accruals                              6,799      1,938          -      1,023 
 Total trade and other payables        8,511      3,269        197      1,023 
=================================  =========  =========  =========  ========= 
 
   12         Trade and other payables (continued) 

Recognition and measurement

Trade and other payables

Trade payables and other payables are carried at amortised cost and represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of these goods and services. The amounts are unsecured and are usually paid within 30 days of recognition.

Employee benefits

Short term employee benefits are liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees' services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current other payables and accruals in the statement of financial position.

   13         Borrowings 
 
                                    Group      Group    Company    Company 
                                     2023       2022       2023       2022 
                                  GBP'000    GBP'000    GBP'000    GBP'000 
 Opening balance                   43,103     12,189          -          - 
 Debt drawdown                          -     24,235          -          - 
 Facility fees                          -        186          -          - 
 Capitalised interest                  45      2,074          -          - 
 Effect of foreign exchange 
  revaluation                       1,661      2,736          -          - 
 Adjustment of currency 
  translation                     (3,306)      1,683          -          - 
 Total non-current borrowings      41,503     43,103          -          - 
==============================  =========  =========  =========  ========= 
 

The borrowings presented above relate to a loan agreement with Newcrest Operations Limited dated 29 November 2020 in respect of Havieron. As at 30 June 2023, the loan was fully drawn down. The key terms of the facility with Newcrest include:

-- The loan is made up of Facility A and Facility B with values of US$20 million and US$30 million respectively, in addition to capitalised interest;

-- Interest is calculated on the LIBOR rate plus a margin of 8% annually and is calculated every 90 days. . Following the removal of LIBOR this was subsequently updated to SOFR plus a margin of 8.26161%;

-- The facility is secured against Greatland's share of the Havieron asset;

-- Repayment of the loan is from 80% of net proceeds from the sale of Havieron products and must be repaid by the earlier of 10 years from the date of the Feasibility Study or 12 years from the date of the Newcrest Loan Agreement;

-- There are no financial covenants.

Unrealised foreign exchange loss of GBP1.7 million (2022: GBP2.7 million) was incurred on the US$52.4 million loan balance held by the Australian subsidiary. The functional currency of the Australian subsidiary is Australian dollars while the loan is denominated in US dollars. The exchange rate decreased during the year from 0.69 USD/AUD at 30 June 2022 to 0.66 USD/AUD at 30 June 2023.

Exchange differences arising on the translation of the functional currency of the Australian subsidiary differing from the Group's presentation currency resulted in a reduction to borrowings of GBP3.3 million during the year (2022: addition of GBP1.7 million). The exchange rate decreased during the year from 0.545 GBP/AUD at 30 June 2022 to 0.525 GBP/AUD at 30 June 2023.

Details of the Group's exposure to risks and the maturity of the loan are set out i n note 15 of the Annual Report.

Recognition and measurement

At initial recognition, financial liabilities are classified as financial liabilities at fair value through profit or loss, amortised cost, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. All financial liabilities are recognised initially at fair value and, in the case of those measured at amortised cost, net of directly attributable transaction costs. The subsequent measurement of financial liabilities depends on their classification, as described below.

Financial liabilities measured at amortised cost

Borrowings are measured at amortised cost using the effective interest method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the effective interest method amortisation process.

Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest. Refer to note 17 of the Annual Report for interest capitalised to mine development.

   14         Equity 
 
                                           Note          No. of      Share      Share     Merger      Total 
                                                         Shares    Capital    Premium    Reserve    GBP'000 
                                                                   GBP'000    GBP'000    GBP'000 
 Balance at 1 July 2022 of authorised 
  fully paid shares                               4,070,547,171      4,071     36,166        225     40,462 
 Issued at GBP0.001 - Havieron 
  contingent consideration on 2 
  Aug 2022                                  (a)     138,981,150        138          -          -        138 
 Issued at GBP0.082 - from equity 
  raise on 25 Aug 2022                      (b)     362,880,180        362          -     29,393     29,755 
 Issued at GBP0.078 - from Wyloo 
  subscription on 7 Oct 2022                (c)     430,024,390        430     33,104          -     33,534 
 Issued at GBP0.0765 - Havieron 
  5% option fee to advisor on 11 
  Nov 2022                                           13,443,391         13      1,015          -      1,028 
 Issued at GBP0.020 - exercise 
  of options on 9 January 2023                       25,000,000         25         25          -         50 
 Issued at GBP0.025 - exercise 
  of options on 9 January 2023                        8,750,000          9        210          -        219 
 Issued at GBP0.070 - exercise 
  of options on 9 January 2023                        7,500,000          8         45          -         53 
 Issued at GBP0.025 - exercise 
  of options on 30 January 2023                       5,000,000          5        120          -        125 
 Issued at GBP0.03 - exercise of 
  options on 30 January 2023                          3,000,000          3         87          -         90 
 Issued at GBP0.001 - exercise 
  of options on 13 February 2023                        500,000          1          -          -          1 
 Issued at GBP0.025 - exercise 
  of options on 9 March 2023                          1,500,000          2         36          -         38 
 Issued at GBP0.03 - exercise of 
  options on 9 March 2023                             1,500,000          2         43          -         45 
 Less: transaction costs on share 
  issue                                                       -          -       (30)    (2,124)    (2,154) 
 Balance at 30 June 2023 of authorised 
  fully paid shares                               5,068,626,282      5,069     70,821     27,494    103,384 
===============================================  ==============  =========  =========  =========  ========= 
 
 
                                                  No. of      Share      Share     Merger      Total 
                                                  Shares    Capital    Premium    Reserve    GBP'000 
                                                            GBP'000    GBP'000    GBP'000 
 Balance at 1 July 2021 of authorised 
  fully paid shares                        3,947,270,143      3,947     24,064        225     28,236 
 Issued at GBP0.03 - exercise 
  of options on 29 Jul 2021                      250,000          1          7          -          8 
 Issued at GBP0.025 - under block 
  listing authority on 2 Aug 2021              6,216,216          6        149          -        155 
 Issued at GBP0.025 - under block 
  listing authority on 1 Sep 2021             10,810,812         11        260          -        271 
 Issued at GBP0.145 - from fundraise 
  on 19 Nov 2021                              82,000,000         82     11,808          -     11,890 
 Issued at GBP0.014 - exercise 
  of options on 18 Mar 2022                    3,000,000          3         39          -         42 
 Issued at GBP0.02 - exercise 
  of options on 18 Mar 2022                    3,000,000          3         57          -         60 
 Issued at GBP0.03 - exercise 
  of options on 17 May 2022                    9,000,000          9        261          -        270 
 Issued at GBP0.025 - exercise 
  of options on 17 May 2022                    9,000,000          9        216          -        225 
 Less: transaction costs on share 
  issue                                                -          -      (695)          -      (695) 
 Balance at 30 June 2022 of authorised 
  fully paid shares                        4,070,547,171      4,071     36,166        225     40,462 
========================================  ==============  =========  =========  =========  ========= 
 

(a) Contingent deferred acquisition consideration

In July 2022 (prior to the outcome of the Havieron 5% option process), Greatland successfully renegotiated the deferred consideration that was due to be paid in respect of its 2016 acquisition of Havieron. The original terms of the acquisition comprised an initial payment of A$25,000 in cash and 65,490,000 new ordinary shares. A further 145,530,000 new ordinary shares were payable if Greatland's ownership interest in Havieron reduced to 25% or less, or upon a decision to mine at Havieron whichever occurs earlier.

The 145,530,000 deferred share payment was renegotiated as follows:

i) 138,981,150 Greatland shares were issued to the vendor nominee, Five Diggers, during the year. This represented a 4.5% reduction in total shares issued relative to the ordinary agreed quantum

ii) In respect of the 138,981,150 shares issued, Five Diggers are subject to the following restrictions:

-- A lock up which prohibits any shares from being disposed of for the first 12 months from grant, subject to carveouts (such as recommend takeovers), and

-- Orderly market arrangement, under which the shares may only be traded through Greatland's broker (subject to customary carve outs)

The new ordinary shares were issued in Greatland on 2 August 2022. The fair value of the contingent consideration formed part of the original acquisition in 2016 and as such the equity instruments were issued to share capital for GBP0.001 as required by the Companies Act 2006, with nil value attributable to share premium in August 2022.

   14         Equity (continued) 

(b) August 2022 equity raise

On 25 August 2022, Greatland raised total gross proceeds of GBP29.8 million through placing 362,880,180 new ordinary shares at an issue price of GBP0.082. The raise was facilitated through an incorporated Jersey registered company, Ferdinand (Jersey) Limited. The proceeds of the share issue were held in trust by Greatland on behalf of Ferdinand (Jersey) Limited, which was then acquired by way of share for share exchange in circumstances which qualified for merger relief, therefore no amount was recognised as share premium on the share issue as required under section 612 of the Companies Act.

The amount recognised in the merger reserve reflects the amount by which the fair value of the shares issued exceeded their nominal value and is recorded within the merger reserve on consolidation, rather than in a share premium account.

(c) Strategic placement to Wyloo

On 12 September 2022, Greatland entered into an agreement for a strategic equity investment with Wyloo, a privately owned minerals investment company. Wyloo subscribed for 430,024,390 shares for A$60 million (GBP33.5 million), an equivalent at the date of the agreement of GBP0.082 per share. This placement occurred at the same price as the August 2022 raise which equated to a small premium to the five-day VWAP of 9 September 2022. The transaction was approved by shareholders on 7 October 2022, resulting in Wyloo becoming Greatland's largest shareholder with approximately 8.6% of shares on issue. Settlement occurred on 14 October 2022 at a converted share price of GBP0.078 per share. On settlement, the A$60 million (GBP33.5 million) consideration received from Wyloo was allocated to share capital and share premium reflecting the fair value of the ordinary shares at settlement date.

As part of the equity subscription, a further GBP35 million may be raised from Wyloo in the future through the conversion of 352,620,000 warrants with a strike price of GBP0.10 per share and expiry date of 6 October 2025. The warrants were recognised in the statement of financial position at nil value on issue.

(d) Farm-in to Rio Tinto Exploration's Paterson South

In May 2023, Greatland entered into a farm-in and joint venture agreement with Rio Tinto in respect of the Paterson South Project which comprises of nine exploration licences. Under the farm-in and joint venture arrangement, Greatland is required to make an up-front payment to RTX of A$350,000 which Greatland has elected to settle in shares within 6 months from the date of execution. As the farm-in and joint venture agreement was executed during the year, the up-front payment has been capitalised as part of the acquisition costs of the tenements and recognised in share-based payment reserves until the shares are issued.

Capital management

Greatland's capital includes shareholders' equity, reserves and net debt. Net debt is defined as borrowings and lease liabilities less cash and cash equivalent.

Management controls the capital of the Group in order to generate long-term shareholder value and ensure that the Group can fund operations and continue as a going concern. Management effectively manages the Group's capital by assessing the Group's financial risks and adjusting its capital structure in response to changes in these risks and in the market. These responses include share issues and debt considerations. Given the nature of the Group's current activities, the entity will remain dependent on debt and equity funding in the short to medium term until such time as the Group becomes self-financing from the commercial production of mineral resources.

Recognition and measurement

Share capital and share premium

Share capital is the nominal value of shares issued at GBP0.001.

Share premium is the amount subscribed for share capital in excess of nominal value, less share issue cost.

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

Merger reserve

Where the Company issues equity shares in consideration for securing a holding of at least 90% of the nominal value of each class of equity in another company, the application of merger relief is compulsory. Merger relief is a statutory relief from recognising any share premium on shares issued. A merger reserve is recorded equal to the value of share premium which would have been recorded if the provisions of section 612 of the Companies Act 2006 had not been applicable.

   15         Financial risk management 

This note explains the Group's material exposure to financial risks and how these risks could affect the Group's future financial performance.

 
 Financial Risks     Exposure arising          Measurement                          Management 
                      from 
 Market risk -       Recognised financial                                           Assessment of use 
  foreign exchange    assets and liabilities     *    Cash flow forecasting          of financial instruments, 
                      not denominated                                                hedging contracts 
                      in GBP                                                         or techniques to 
                                                 *    Sensitivity analysis           mitigate risk 
 Market risk -       Long-term borrowings                                           Assessment of use 
  interest rate       at variable rates          *    Cash flow forecasting          of financial instruments, 
                                                                                     hedging contracts 
                                                                                     or techniques to 
                                                 *    Sensitivity analysis           mitigate risk 
 Credit risk         Cash and cash                                                  Diversification 
                      equivalents                *    Credit ratings                 of banks, credit 
                                                                                     limits, investment 
                                                                                     grade credit ratings 
 Liquidity risk      Borrowings and                                                 Availability of 
                      other liabilities          *    Rolling cash flow forecasts    committed credit 
                                                                                     lines and borrowing 
                                                                                     facilities, equity 
                                                                                     raises 
==================  ========================  ===================================  =========================== 
 

There have been no changes in financial risks from the previous year. The Group did not have any hedging in place at 30 June 2023 or in prior year. Details on commodity price risk is included in Principal Risks and Uncertainties of the Annual Report.

Market Risk

(a) Foreign currency risk and sensitivity analysis

The Group's exposure to foreign currency risk at the end of the reporting period was as follows:

 
                                    2023                2022 
                                   USD      AUD        USD      AUD 
                                 $'000    $'000      $'000    $'000 
 Cash and cash equivalents           -   58,400          -   17,196 
 Borrowings                   (52,412)        -   (52,360)        - 
===========================  =========  =======  =========  ======= 
 
 

The following table demonstrates the sensitivity of the exposure at the balance sheet date to a reasonably possible change in AUD/USD/GBP exchange rate, with all other variables held constant. The impact on the Group's profit before tax and equity is due to changes in the fair value of monetary assets and liabilities, expressed in GBP.

 
 Effect on profit before tax 
                                          2023       2022 
                                       GBP'000    GBP'000 
 USD/GBP exchange rate - increase 
  4% (2022: 10%)                       (1,660)    (4,310) 
 USD/GBP exchange rate - decrease 
  4% (2022: 10%)                         1,660      4,310 
 AUD/GBP exchange rate - increase 
  10% (2022: 10%)                        3,066        975 
 AUD/GBP exchange rate - decrease 
  10% (2022: 10%)                      (3,066)      (975) 
===================================  =========  ========= 
 

(b) Interest rate risk management and sensitivity analysis

The Group's policy is to retain its surplus funds in interest bearing deposit accounts including term deposits available up to twelve months' maximum duration. An increase / decrease of 2% in interest rates will impact the Group's income statement by a gain/loss of GBP1.2 million (2022: GBP0.2 million). The Group considers that a +/-2% movement in interest rates represents reasonable possible changes.

The Group has borrowing facilities with Newcrest as part of the Havieron project with a total facility limit of US$50 million, excluding interest. Interest is calculated on the LIBOR rate plus a margin of 8% pa. Interest is calculated every 90 days. Under the Group's accounting policy, interest on the loan is capitalised to mine development and therefore movements in interest rates had no impact on the profit or loss in the current year.

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its financing activities, including deposits with financial institutions. At the reporting date, the carrying amount of the Group's financial assets represents the maximum credit exposure.

15 Financial risk management (continued)

The credit risk on cash and cash equivalents is managed by restricting dealing and holding of funds to banks which are assigned high credit ratings by international credit rating agencies. The Group's cash and cash equivalents as at 30 June 2023 are predominately held with financial institutions with an investment grade long term credit rating with Standard & Poor's. As short-term deposits have maturity dates of less than twelve months , the Group has assessed the credit risk on these financial assets using life time expected credit losses. In this regard, the Group has concluded that the probability of default on the term deposits is relatively low. Accordingly, no impairment allowance has been recognised for expected credit losses on the short-term deposits.

Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. The Group's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group's reputation. The Group manages liquidity risk by conducting regular reviews of the timing of cash flows in order to ensure sufficient funds are available to meet these obligations.

(a) Maturities of financial liabilities

The table below analyses the Group's financial liabilities into relevant maturity groupings based on their contractual maturities. The amounts disclosed in the table are contractual discounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.

 
 Contractual                                                                             Total 
  maturities               Less       6- 12     Between     Between        Over    contractual     Carrying 
  of financial           than 6      months       1 and       2 and     5 years      cashflows       amount 
  liabilities            months     GBP'000     2 years     5 years     GBP'000        GBP'000      GBP'000 
  At 30 June            GBP'000                 GBP'000     GBP'000 
  2023 
 Trade payables           8,511           -           -           -           -          8,511        8,511 
 Borrowings                   -           -      41,503           -           -         41,503       41,503 
 Lease liabilities           75          76         129         155           -            435          412 
 Total liabilities        8,586          76      41,632         155           -         50,449       50,426 
===================  ==========  ==========  ==========  ==========  ==========  =============  =========== 
 
 
 Contractual                                                                             Total 
  maturities               Less       6- 12     Between     Between        Over    contractual     Carrying 
  of financial           than 6      months       1 and       2 and     5 years      cashflows       amount 
  liabilities            months     GBP'000     2 years     5 years     GBP'000        GBP'000      GBP'000 
  At 30 June            GBP'000                 GBP'000     GBP'000 
  2022 
 Trade payables           3,269           -           -           -           -          3,269        3,269 
 Borrowings                   -           -      43,103           -           -         43,103       43,103 
 Lease liabilities          114         100          70           -           -            284          278 
 Total liabilities        3,383         100      43,173           -           -         46,656       46,650 
===================  ==========  ==========  ==========  ==========  ==========  =============  =========== 
 

INVESTED CAPITAL

   16         Exploration and evaluation assets 
 
                                                    2023       2022 
                                         Note    GBP'000    GBP'000 
 As at 1 July                                         94          - 
 Additions                                (a)        189         90 
 Adjustment of currency translation                 (19)          4 
 As at 30 June                                       264         94 
=============================================  =========  ========= 
 

(a) Farm-in to Rio Tinto Exploration's Paterson South

Greatland entered into a farm-in and joint venture agreement with RTX during the year in respect of the Paterson South Project which comprises of nine exploration licences. Greatland elected to settle the up-front payment to RTX of A$350,000 in shares within 6 months from the date of execution. Refer to note 14(d) for further details.

Recognition and measurement

Exploration and evaluation and development assets includes acquisition costs, costs associated with exploring, investigating, examining and evaluating an area of mineralisation, and assessing the technical feasibility and commercial viability of extracting the mineral resource from that area.

Exploration and evaluation expenditure is capitalised and carried forward to the extent that it relates to:

(i) acquisition costs; or

(ii) costs are expected to be recouped through successful development and exploitation of the area of interest or alternatively through sale.

If the above criteria are not met, exploration expenditure is expensed when incurred.

The recoverability of the exploration and evaluation assets is dependent on the successful development and commercial exploration, or alternatively, sale of the respective area of interest. Exploration and evaluation assets are assessed for impairment if one or more of the following facts and circumstances exist:

-- the right to explore the specific area has expired during the period or will expire in the near future, and is not expected to be renewed;

-- substantive expenditure on further exploration for and evaluation of mineral resources is the specific areas is neither budgeted nor planned;

-- exploration and evaluation of mineral resources in the specific area have not led to the discovery of commercially viable quantities of mineral resources and the company has decided to discontinue such activities in the specific area;

-- sufficient data exists to indicate that, although development in the specific area is likely to proceed, the carrying amount of the exploration and evaluation asset is unlikely to be recovered in full from successful development or by sale.

An exploration and evaluation asset will be reclassified to mine development when the technical feasibility and commercial viability of extracting a mineral resource are demonstrable.

   17         Mine Development 
 
                                                     Assets   Rehabilitation      Total 
   2023                                  under construction            asset    GBP'000 
                                                    GBP'000 
 As at 1 July                                        33,835            1,747     35,582 
 Additions                                           23,367                -     23,367 
 Capitalised interest                                 5,406                -      5,406 
 Adjustment of currency translation                 (4,294)            (130)    (4,424) 
 As at 30 June                                       58,314            1,617     59,931 
=====================================  ====================  ===============  ========= 
 
 
                                                     Assets   Rehabilitation      Total 
   2022                                  under construction            asset    GBP'000 
                                                    GBP'000          GBP'000 
 As at 1 July                                         9,074            3,813     12,887 
 Additions                                           21,171                -     21,171 
 Adjustment to rehabilitation 
  provision                                               -          (2,230)    (2,230) 
 Capitalised facility fees                              186                -        186 
 Capitalised interest                                 2,074                -      2,074 
 Adjustment of currency translation                   1,330              164      1,494 
 As at 30 June                                       33,835            1,747     35,582 
=====================================  ====================  ===============  ========= 
 

Recognition and measurement

Mine Development

Mine development represents expenditure incurred when the technical feasibility and commercial viability of extracting a mineral resource are demonstrable and includes costs incurred up until such time as the asset is capable of being operated in a manner intended by management.

Mine development is stated at historical cost less impairment losses, if any. Historical cost includes expenditure that is directly attributable to the acquisition of the items and costs incurred in bringing the asset into use.

Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is de-recognised. All other repairs and maintenance costs are recognised in the income statement as incurred.

Depreciation does not commence until the asset is in the location and condition necessary for it to be capable of operating in the manner intended by management.

An item of mine development is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the income statement when the asset is derecognised.

Impairment

At each reporting date, the Company assesses whether there are any indicators of impairment. If any indicators exists, the Company estimates the asset's recoverable amount. An asset's recoverable amount is the higher of an asset's or cash generating unit's ( CGU ) fair value less cost of disposal and its value in use. Recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

The recoverable amount of mine development is dependent on the Company's estimate of the Ore Reserve that can be economically and legally extracted. The Company estimates its Ore Reserve and Mineral Resource based on information compiled by appropriately qualified persons relating to the geological data on the size, depth and shape of the ore body, and requires complex geological judgments to interpret the data.

Impairment losses are recognised in the profit or loss.

Capitalised borrowing costs

General and specific borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale.

   17         Mine Development (continued) 
 
 Key estimates and assumptions - Mine Development 
  Development activities commence after commercial viability and 
  technical feasibility of the project is established. Judgement 
  is applied by management in determining when a project is commercially 
  viable and technically feasible. In exercising this judgement, 
  management is required to make certain estimates and assumptions 
  as to future events. If, after having commenced the development 
  activity, a judgement is made that a development asset is impaired 
  the relevant capitalised amount will be written off to the income 
  statement. 
  The Group's estimate of the Havieron Ore Reserve and Mineral Resource 
  is based on information compiled by appropriately qualified persons 
  relating to the geological data on the size, depth and shape of 
  the ore body, and requires complex geological judgments to interpret 
  the data. The estimation is based on factors such as estimates 
  of foreign exchange rates, commodity prices, future capital requirements, 
  and production costs along with geological assumptions and judgments 
  made in estimating the size and grade of the ore body and removal 
  of waste material. Management have determined the mine development 
  asset to be recoverable based on the Havieron Reserve and Resource. 
  Future changes in these estimates may impact upon the carrying 
  value of mine properties, property, plant and equipment, and provision 
  for rehabilitation. A copy of the Havieron Reserve and Resource 
  is available on the company's website: https://greatlandgold.com 
=========================================================================== 
 
   18         Leases 

(a) Amounts recognised in the balance sheet

 
                                         Group        Group    Company     Company 
                                          2023         2022       2023        2022 
                                       GBP'000      GBP'000    GBP'000     GBP'000 
 Right-of-use asset 
 Office and other leases                   418          272          -          13 
 
 Lease liabilities 
 Current lease liabilities                 128          208          -          13 
 Non-current lease liabilities             284           70          -           - 
 Total lease liabilities                   412          278          -          13 
 
 Maturity analysis of undiscounted 
  future lease payments 
 Within one year                           128          214          -          14 
 Later than one year but 
  not later than five years                307           70          -           - 
 Later than five years                       -            -          -           - 
 Total undiscounted future 
  lease payments                           435          284          -          14 
===================================  =========  ===========  =========  ========== 
 

Additions to the right-of-use assets during the year were GBP0.4 million (2022: GBP0.3 million) associated with the extension to the office and warehouse leases.

(b) Amounts recognised in the statement of comprehensive income

 
                                      Group        Group    Company     Company 
                                       2023         2022       2023        2022 
                                    GBP'000      GBP'000    GBP'000     GBP'000 
 Depreciation charge of 
  right-of-use assets                   197          133         13          37 
 Interest expense (included 
  in finance cost)                        7           14          1           2 
 Expense relating to short-term 
  leases of low value (included 
  in administrative expense)              6           63          -           - 
================================  =========  ===========  =========  ========== 
 

(c) The group's leasing activities and how these are accounted for

The Group leases various offices, warehouses, equipment and vehicles. Rental contracts are typically made for fixed periods of 6 months to 8 years. Payments associated with short-term leases of equipment and vehicles and all leases of low-value assets are recognised on a straight-line basis as an expense in the statement of profit or loss. Short-term leases are leases with a lease term of 12 months or less without a purchase option. Low-value assets comprise IT equipment and office furniture.

(d) Extension and termination options

Extension options are included in the leases if it is reasonably certain the lease terms are to be extended. These are used to maximise operational flexibility in terms of managing the assets used in the group's operations.

   18         Leases (continued) 

Recognition and measurement

Assets and liabilities arising from a lease are initially measured on present value basis. Lease liabilities include the net present value of the following lease payments:

-- fixed payments (including in-substance fixed payments), less any lease incentives receivable

-- variable lease payments that are based on an index or a rate, initially measured using the index or rate as at the commencement date

-- amounts expected to be payable by the group is reasonably certain to exercise that option, and

-- payments of penalties for terminating the lease, if the lease term reflects the group exercising that option

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which is generally the case for leases in the group, the lessee's incremental borrowing rate is used, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions.

The group is exposed to potential future increases in variable lease payments based on an index or rate, which are not included in the lease liability until they take effect. When adjustments to lease payments based on an index or rate take effect, the lease liability is reassessed and adjusted against the right-of-use asset.

Lease payments are allocated between principal and finance costs. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.

Right-of-use assets are measured at cost comprising the following:

-- the amount of the initial measurement of lease liability

-- any lease payments made at or before the commencement date less any lease incentives received

-- any initial direct costs, and restoration costs.

Right-of-use assets are generally depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis. If the group is reasonably certain to exercise a purchase option, the right-of-use asset is depreciated over the underlying asset's useful life.

   19         Property, plant and equipment 
 
                                                 Property,   IT Equipment 
                               Motor Vehicles      Plant &        GBP'000       Total 
                                      GBP'000    Equipment                    GBP'000 
                                                   GBP'000 
 Year ended 30 June 2023 
 Opening net book amount                   59           36              -          95 
 Additions                                  -            -             21          21 
 Disposals                                  -            -              -           - 
 Depreciation                             (9)         (12)            (5)        (26) 
 Adjustment to currency 
  translation                             (3)          (2)            (1)         (6) 
 Closing net book value                    47           22             15          84 
 At 30 June 2023 
 Cost                                     145          191             20         356 
 Accumulated depreciation                (98)        (169)            (5)       (272) 
 Net book amount                           47           22             15          84 
==========================  =================  ===========  =============  ========== 
 
   19         Property, plant and equipment (continued) 
 
                                                 Property,   IT Equipment 
                               Motor Vehicles      Plant &        GBP'000       Total 
                                      GBP'000    Equipment                    GBP'000 
                                                   GBP'000 
 Year ended 30 June 2022 
 Opening net book amount                   78           42              -         120 
 Additions                                 20           24              -          44 
 Disposals                                  -         (18)              -        (18) 
 Depreciation                            (27)         (10)              -        (37) 
 Adjustment to currency 
  translation                            (12)          (2)              -        (14) 
 Closing net book value                    59           36              -          95 
 At 30 June 2022 
 Cost                                     156          206              -         362 
 Accumulated depreciation                (97)        (170)              -       (267) 
 Net book amount                           59           36              -          95 
==========================  =================  ===========  =============  ========== 
 

Recognition and measurement

Plant and equipment is stated at historical cost. Historical cost includes expenditure that is directly attributable to the acquisition of the items and costs incurred in bringing the asset into use.

Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is de-recognised. All other repairs and maintenance costs are recognised in the income statement as incurred.

An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the income statement when the asset is derecognised.

Depreciation methods and useful lives

Depreciation is calculated using the straight-line method to allocate their costs over their estimated useful lives, or in the case of leasehold improvements and curtained leased plant and equipment, the shorter lease term as follows:

   -- Motor vehicles:                             8 - 10 years 
   -- Equipment:                                   5 - 10 years 
   -- IT equipment:                               3 - 5 years 
   -- Leasehold improvements:        2 - 10 years 
   20         Commitments 

Capital commitments

Capital expenditure contracted for at the end of the reporting period but not recognised as liabilities is as follows:

 
 
                                   2023       2022       2023       2022 
                                GBP'000    GBP'000    GBP'000    GBP'000 
 Within one year                  4,589      5,384          -          - 
 Between one and five years           -          -          -          - 
 Later than five years                -          -          -          - 
 Total capital commitments        4,589      5,384          -          - 
============================  =========  =========  =========  ========= 
 

GROUP STRUCTURE AND RELATED PARTY INFORMATION

   21         Investment in subsidiaries 

As at, and throughout the financial year ended 30 June 2023, the ultimate parent entity of the Group was Greatland Gold plc. Information relating to subsidiaries is included below:

 
                                     Country of                % interest 
 Controlled entities      Notes    incorporation     Class    2023    2022 
 Greatland Pty Ltd         (a)       Australia      Common    100%    100% 
 Greatland Holdings        (b)       Australia      Common    100%     - 
  Group Pty Ltd 
 Greatland Exploration     (b)       Australia      Common    100%     - 
  Pty Ltd 
 Greatland Juri Pty        (b)       Australia      Common    100%     - 
  Ltd 
 Greatland Paterson        (b)       Australia      Common    100%     - 
  South Pty Ltd 
=======================  =======  ===============  ========  ======  ===== 
 

(a) During the year the Group undertook an internal re-organisation. This included the formation of Greatland Holdings Group Pty Ltd interposed between Greatland Gold plc and Greatland Pty Ltd. Greatland Holdings Group Pty Ltd became the head entity for the Australian group.

(b) The wholly owned subsidiaries were formed and incorporated in the current financial year.

The registered address of the Australian subsidiaries is Level 3, 502 Hay Street, Subiaco, WA 6008.

Recognition and measurement

Investments in subsidiary companies are classified as non-current assets and included in the statement of financial position of the Company at cost, less any provision for impairment.

Investments in subsidiaries that suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period.

   22         Interest in joint arrangements 

Set out below are the joint arrangements of the group:

 
                                           % interest 
 Joint arrangement      Holding entity     2023   2022   Nature of business 
 Havieron Joint           Greatland                      Development and exploration 
  Venture                   Pty Ltd         30%    30%    of precious and base metals 
                          Greatland                      Exploration of precious and 
 Juri Joint Venture      Juri Pty Ltd       49%    49%    base metals 
 Paterson South           Greatland           -      -   Exploration of precious and 
  Joint Venture*        Paterson South                    base metals, entered into on 
                            Pty Ltd                       30 May 2023 
====================  =================  ======  =====  ============================== 
 

* Formation of Paterson South JV is subject to Greatland Paterson South Pty Ltd satisfying the initial minimum expenditure and drilling commitments required as part of the farm-in with Rio Tinto.

Recognition and measurement

A joint operation is a joint arrangement whereby the parties of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement.

When the Group undertakes its activities under joint operations, the Group as a joint operator recognises in relation to its interest in a joint operation:

-- Its assets, including its share of any assets held jointly

-- Its liabilities, including its share of any liabilities incurred jointly

-- Its revenue from the sale of its share of the output arising from the joint operation

-- Its share of the revenue from the sale of the output by the joint operation

-- Its expenses, including its share of any expenses incurred jointly.

In some cases, Greatland participates in unincorporated joint venture arrangements where it has the rights to its share of the assets and obligations and its share of the revenue and expenses of the arrangement, but it does not share joint control. In such cases, Greatland accounts for its share of the assets, liabilities, revenues and expenses in accordance with the IFRSs applicable to the particular assets, liabilities, revenues and expenses and obligations for the liabilities relating to the arrangement similar to a joint operation noted above.

   23         Related party transactions 

Remuneration of key management personnel

 
                                       2023        2022 
                                        GBP         GBP 
 Short-term employee benefits     2,004,039   1,387,359 
 Share-based payments             9,420,547     193,195 
 Long-term employee benefits         18,799       9,802 
 Post-employment benefits            85,555      67,455 
 Total                           11,528,940   1,657,811 
==============================  ===========  ========== 
 

Detailed information about the remuneration received by each key management person is provided in the remuneration report.

Transactions with key management personnel

During the year, the following key management personnel of the Group participated in the share subscription in August 2022 at an issue price of GBP0.082 per share, as follows:

 
                                                 Number of      GBP 
                                         Shares Subscribed 
 Shaun Day (Managing Director)                     714,000   58,548 
 Christopher Toon (CFO)                             71,400    5,855 
 Damien Stephens (Group Exploration 
  Manager)                                          35,700    2,927 
=====================================  ===================  ======= 
 

OTHER NOTES

   24         Share-based payments 

The total expense arising from the share-based payment transactions recognised during the year was as follows:

 
                                       Note       2023       2022 
                                               GBP'000    GBP'000 
 Employee long term incentive plan      (a)        981          - 
 Directors' co-investment options       (b)      8,611          - 
 Other schemes                          (c)        195        193 
 Total                                           9,787        193 
===========================================  =========  ========= 
 

(a) Employee Long Term Incentive Plan (LTIP)

Greatland's Board approved LTIP became effective in February 2022. The LTIP is designed to provide long-term incentives for employees (including executive directors) to deliver long-term shareholder returns. Under the LTIP, participants are granted performance rights or options which vest if certain performance standards are met. Participation in the plan is at the Board's discretion and no individual has a contractual right to participate in the plan or to receive any guaranteed benefits.

The Group issued 22,000,000 performance rights on 27 July 2022 under the Greatland LTIP which were in respect of the 2022 financial year. The amount of performance rights will vest depending on a number of performance targets during the performance period from 27 July 2022 to 7 February 2025. The share-based payment expense to be recognised in future periods is GBP1.6 million.

The fair value at grant date is independently determined using an adjusted form of the Black-Scholes Model which includes a Monte Carlo simulation model for the TSR rights. The key assumptions were as follows:

 
 Fair value of performance rights and           2022 LTIP 
  assumptions 
 Grant date                                       27 July 
                                                     2022 
 Fair value                                     GBP0.1205 
 Share price at grant date                       GBP0.131 
 Exercise price                                  GBP0.001 
 Expected volatility                                  60% 
 Vesting date                                  7 February 
                                                     2025 
 Expected dividends                                 0.00% 
 Risk free interest rate                            1.82% 
 Valuation methodology                        Monte Carlo 
                                          & Black-Scholes 
======================================  ================= 
 
   24         Share-based payments (continued) 

The movements in the number of performance rights granted under the plan are as follows:

 
                                   Weighted    Number of            Weighted   Number of 
                           average exercise      options    average exercise     options 
                                      price         2023               price        2022 
                                       2023                             2022 
     Outstanding at the                   -            -                   -           - 
  beginning of the year 
     Granted during the            GBP0.001   22,000,000                   -           - 
                   year 
   Exercised during the            GBP0.001    (500,000)                   -           - 
                   year 
   Forfeited during the                   -            -                   -           - 
                   year 
     Outstanding at the            GBP0.001   21,500,000                   -           - 
      end of the period 
     Exercisable at the                   -            -                   -           - 
      end of the period 
=======================  ==================  ===========  ==================  ========== 
 

Set out below are the performance rights granted under the plan:

 
      Date of             Vesting         Expiry   Exercise        Number       Number     Number 
        grant     and exercisable           date     price        granted           at         at 
                             date                                              30 June    30 June 
                                                                                  2023       2022 
  27-Jul-2022          7-Feb-2025    27-Jul-2032   GBP0.001    22,000,000   21,500,000          - 
                      Weighted average remaining                             9.1 years          - 
                      contractual life of rights 
                       outstanding at the end of 
                                      the period 
================================================  ==========  ===========  ===========  ========= 
 

(b) Directors' Co-investment Options

The Company granted co-investment options to subscribe for new ordinary shares in the Company to four Directors, Mark Barnaba, Elizabeth Gaines, Paul Hallam and Jimmy Wilson. The co-investment option structure has been designed to create strong and immediate alignment with shareholders to deliver substantial share price growth, with the options being set at GBP0.119, representing a 45% premium to the equity placement in August 2022 of GBP0.082. There are no future amounts associated with these options to be expensed in future periods.

The Group issued 235,000,000 co-investment options on 12 September 2022. The fair value at grant date was independently determined using a Binomial simulation model. The key assumptions were as follows:

 
 Fair value of performance rights    Directors' 
  and assumptions                     options 
 Grant date                          12 September 
                                      2022 
 Fair value                          GBP0.0366 
 Share price at grant date           GBP0.0902 
 Exercise price                      GBP0.119 
 Expected volatility                 60% 
 Vesting date                        12 September 
                                      2022 
 Life of options                     4 years 
 Expected dividends                  0.00% 
 Risk free interest rate             2.92% 
 Valuation methodology               Binominal 
==================================  ============= 
 

Set out below are the options granted under the plan:

 
   Grant date             Vesting         Expiry    Exercise        Number        Number     Number 
                  and exercisable           date       price       granted            at         at 
                             date                                                30 June    30 June 
                                                                                    2023       2022 
  12-Sep-2022         27-Sep-2022    31-Aug-2026    GBP0.119   235,000,000   235,000,000          - 
                      Weighted average remaining                               3.2 years          - 
                      contractual life of rights 
                       outstanding at the end of 
                                      the period 
================================================  ==========  ============  ============  ========= 
 
   24         Share-based payments (continued) 

(c) Other schemes

Other schemes relate to previous issues of share options and performance rights. The share-based payment expense in relation to other schemes to be recognised in future periods is GBP0.2 million.

Share options for other schemes outstanding at the end of the year have the following expiry dates and exercise prices:

 
        Grant             Vesting            Expiry      Exercise        Number       Number       Number 
         date     and exercisable              date         price       granted           at           at 
                             date                                                    30 June      30 June 
                                                                                        2023         2022 
 Options 
  20-Apr-2016         20-Apr-2016       20-Apr-2023      GBP0.002   100,000,000            -   25,000,000 
  18-Jan-2017         18-Jul-2017    18-Jul-2023(1)     GBP0.0028    75,000,000   14,000,000   14,000,000 
  18-Aug-2017         18-Feb-2018       16-Feb-2023      GBP0.007    60,000,000            -    7,500,000 
   7-Sep-2018          7-Sep-2019     6-Sep-2023(1)      GBP0.014    39,500,000    2,500,000    2,500,000 
   7-Sep-2018          7-Sep-2019     6-Sep-2023(1)       GBP0.02    39,500,000    2,500,000    2,500,000 
  22-Mar-2019         21-Mar-2020       21-Mar-2023      GBP0.025    20,000,000            -   13,750,000 
  26-Sep-2019         26-Sep-2020       25-Sep-2023      GBP0.025    32,000,000    1,500,000    3,000,000 
  26-Sep-2019         26-Sep-2020       25-Sep-2023       GBP0.03    32,000,000    1,250,000    5,750,000 
   5-May-2021          3-May-2024        4-May-2026       GBP0.25     5,000,000    5,000,000    5,000,000 
  Total                                                             403,000,000   26,750,000   79,000,000 
                  Weighted average remaining contractual life                      0.6 years    1.0 years 
                 of rights outstanding at the end of the period 
===============================================================================  ===========  =========== 
 
 

(1) Remaining options outstanding relate to Mr Borrelli and the exercise period has been extended to 20 business days after the director ceases to be in possession of price sensitive information. Mr Borrelli exercised these options on 1 October 2023.

(2) Mr Latcham exercised these options on 24 September 2023.

Performance rights are subject to performance hurdles and have a nominal exercise price of GBP0.001:

 
              Date of              Vesting     Expiry date   Number granted      Number      Number 
                grant      and exercisable                                           at          at 
                                      date                                      30 June     30 June 
                                                                                   2023        2022 
 Performance rights 
           8-Jul-2021          30-Jun-2024      8-Jul-2031        2,000,000   2,000,000   2,000,000 
                                Weighted average remaining contractual life   8.0 years   9.0 years 
                             of rights outstanding at the end of the period 
===========================================================================  ==========  ========== 
 
 

The movements in the number of options and performance rights from other schemes are as follows:

 
                                     Weighted      Number of            Weighted      Number of 
                             average exercise        options    average exercise        options 
                                        price           2023               price           2022 
                                         2023                               2022 
 Options 
 Outstanding at the 
  beginning of the year              GBP0.026     79,000,000            GBP0.026    103,250,000 
 Exercised during the 
  year                               GBP0.012   (52,250,000)            GBP0.025   (24,250,000) 
 Outstanding at the 
  end of the period                  GBP0.054     26,750,000            GBP0.026     79,000,000 
 Exercisable at the 
  end of the period                  GBP0.011     21,750,000            GBP0.011     74,000,000 
========================  ===================  =============  ==================  ============= 
 
 
                                                Number of      Number of 
                                              performance    performance 
                                                   rights         rights 
                                                     2023           2022 
 Performance Rights 
 Outstanding at the beginning of the year       2,000,000              - 
 Exercised during the year                              -              - 
 Granted during the year                                -      2,000,000 
 Outstanding at the end of the period           2,000,000      2,000,000 
 Exercisable at the end of the period                   -              - 
==========================================  =============  ============= 
 
   24         Share-based payments (continued) 

Recognition and measurement

The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they were granted. Non-vesting conditions and market vesting conditions are factored into the fair value of the options granted. As long as all other vesting conditions are satisfied, a charge is made irrespective of whether the marketing vesting conditions are satisfied. The cumulative expense is not adjusted for failure to achieve market vesting conditions or where a non-vesting condition is not satisfied.

Estimating fair value for share-based payment transactions requires determining the most appropriate valuation model, which is dependent on the terms and conditions of the grant. This estimate also requires determining the most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield and making assumptions about them.

The fair value of options granted to directors and others in respect of services provided is recognised as an expense in the profit and loss account with a corresponding increase in equity reserves - the share-based payment reserve.

On exercise or cancellation of share options, the proportion of the share-based payment reserve relevant to those options is transferred to the profit and loss account reserve. On exercise, equity is also increased by the amount of the proceeds received. The fair value is measured at grant date and the charge is spread over the relevant vesting period.

 
 Key estimates and assumptions - Share-based payments 
  The fair value of performance rights is measured using a Black-Scholes 
  model which includes a Monte Carlo simulation model for the TSR 
  rights. The fair value includes assumptions for the expected volatility, 
  dividend yield and a risk-free rate as at the measurement date 
  which are detailed above. A 60% volatility was applied based on 
  the parent entity's historical volatility of the share price and 
  considering the volatility of several peer companies. 
========================================================================== 
 
   25         Provisions 
 
                                   Group       Group    Company     Company 
                                    2023        2022       2023        2022 
                                 GBP'000     GBP'000    GBP'000     GBP'000 
 Current provisions 
 Employee benefits                   186         919        186         918 
 Total current provisions            186         919        186         918 
 Non-current provisions 
 Employee benefits                    63          29          -           - 
 Lease make good provision            14          15          -           - 
 Rehabilitation, restoration 
  and dismantling                  1,873       1,932          -           - 
 Total non-current provision       1,950       1,976          -           - 
 Total provisions                  2,136       2,895        186         918 
=============================  =========  ==========  =========  ========== 
 

Movements in each class of provision during the financial year are set out below:

 
                                                Employee   Lease make 
                              Rehabilitation    benefits         good       Total 
                                     GBP'000     GBP'000      GBP'000     GBP'000 
 As at 1 July 2022                     1,932         948           15       2,895 
 Additional provisions 
  recognised                               -          37            -          37 
 Amounts used during the 
  year                                     -       (733)            -       (733) 
 Unwinding of discount                    91           -            -          91 
 Adjustment to currency 
  translation                          (150)         (3)          (1)       (154) 
 As at 30 June 2023                    1,873         249           14       2,136 
=========================  =================  ==========  ===========  ========== 
 
   25         Provisions (continued) 

Recognition and measurement

Employee Benefits

The leave obligations cover the Group's liabilities for long service leave which are classified as other long-term benefits. The Group has liabilities for long service leave that are not expected to be settled wholly within 12 months after the end of the period in which the employees render the related service. These obligations are therefore measured as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting period, using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the end of the reporting period of high-quality corporate bonds with terms and currencies that match, as closely as possible, the estimated future cash outflows. Remeasurements as a result of experience adjustments and changes in actuarial assumptions are recognised in profit or loss. The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to defer settlement for at least 12 months after the reporting period, regardless of when the actual settlement is expected to occur.

Lease make good provisions

The Group is required to restore the leased premises to their original condition at the end of the respective lease terms. A provision has been recognised for the present value of the estimated expenditure required to remove any leasehold improvements. These costs have been capitalised as part of the cost of leasehold improvements and are amortised over the shorter of the term of the lease and the useful life of the assets.

Rehabilitation, restoration and dismantling

The Group recognises a provision for the estimate of the future costs of restoration activities on a discounted basis at the time of disturbance. The nature of these restoration activities includes dismantling and removing structures, rehabilitating mines, dismantling operating facilities, closure of plant and waste sites, and restoration, reclamation and re-vegetation of affected areas. When the liability is initially recognised, the present value of the estimated costs is capitalised by increasing the carrying amount of the related assets to the extent that it was incurred by the development/construction of the asset.

Over time, the discounted liability is increased for the change in the present value based on a discount rate that reflects current market assessments. Additional disturbances or changes in rehabilitation costs will be recognised as additions or changes to the corresponding asset and rehabilitation liability when incurred. The unwinding of the effect of discounting the provision is recorded as a finance cost in the statement of comprehensive income. The carrying amount capitalised as a part of mining assets is depreciated/amortised over the life of the related asset.

Rehabilitation and restoration obligations arising from the Group's exploration activities are recognised immediately in the income statement. If a change to the estimated provision results in an increase in the rehabilitation liability and therefore an addition to the carrying value of the related asset, the Group considers whether this is an indication of impairment of the asset. If the revised assets, net of rehabilitation provisions, exceed the recoverable amount, that portion of the increase to the provision is charged directly to the statement of comprehensive income.

 
 Key estimates and assumptions - Rehabilitation provisions 
  The Group assesses its rehabilitation, restoration and dismantling 
  (rehabilitation) provision at each reporting date. Significant 
  estimates and assumptions are made in determining the provision 
  as there are numerous factors that will affect the ultimate amount 
  payable. These factors include estimates of the extent, timing 
  and costs of rehabilitation activities, technological changes, 
  regulatory changes and cost increases as compared to the inflation 
  rates. These uncertainties may result in future actual expenditure 
  differing from the amounts currently provided. The provision at 
  reporting date represents management's best estimate of the present 
  value of the future rehabilitation costs. 
  The provision for rehabilitation has been recorded assuming a 
  risk-free nominal discount rate derived from an Australian 10 
  year government bond rate of 4.0% and long-term inflation of 3.0%. 
  The discount rate approximates the estimated time period for when 
  the majority of the future rehabilitation costs are expected to 
  be incurred. 
===================================================================== 
 
   26         Contingent assets 

In November 2022, Greatland entered into an agreement with Flynn Gold to sell its Tasmanian tenements. The consideration for the purchase consisted of:

(a) Initial consideration: GBP0.1 million (satisfied by the issue of 2,000,000 Flynn Gold shares at a deemed issue price of A$0.10 per Flynn Gold share).

   (b)    Deferred contingent consideration: 

(i) A$500,000 upon the definition of a JORC-compliant Mineral Resource of at least 500,000 ounces of gold in aggregate within one or both tenements (payable in cash or Flynn Gold shares, at Flynn Gold's election);

(ii) A$500,000 upon the issue of a permit to mine by Mineral Resources Tasmania in respect of any part of the tenements (payable in cash or Flynn Gold shares, at Flynn Gold's election); and

(iii) a 1% Net Smelter Royalty payable to Greatland in respect of any production from the tenements.

The contingent asset associated with the deferred consideration has not been recognised as a receivable at 30 June 2023 as receipt of the amount is dependent on the outcome of the requirements outlined above.

   27         Remuneration of auditors 
 
                                                       2023     2022 
                                                        GBP      GBP 
 Auditors of the Group - PKF and related network 
  firms 
 Audit and review of financial reports 
  Group audit by PKF Littlejohn                      72,000   49,600 
  Controlled entities by PKF Perth                   19,700   11,405 
 Total audit and review of financial reports         91,700   61,005 
 
 Regulatory assurance services by PKF Littlejohn     90,000        - 
  - Reporting Accountant 
 Total services provided by PKF                     181,700   61,005 
=================================================  ========  ======= 
 
   28         Events after the reporting period 

Standby loan facility executed

Subsequent to year end, the Company executed an unsecured A$50 million standby facility with Wyloo. Drawdown is available to Greatland from 1 November 2023, with repayment required by the maturity date of 31 December 2024. The facility has a 3% upfront fee and 1% utilisation fee. Interest is charged at benchmark (Australian BBSY) plus margin of 7.5% p.a. The debt was undrawn at the date of this report.

Grant of employee incentive options

On 19 September 2023, Greatland granted 302,700,000 Co-Investment Options with an exercise price of GBP0.119, 31,100,000 Retention Rights and 13,306,047 FY23 Performance Rights at an exercise price of GBP0.001 to employees under the Company's employee share plan. Collectively the options and rights are an important element in the attraction and retention of individuals pivotal to Greatland's growth and their alignment with shareholder outcomes. Further details are included in the Annual Report.

Exercise of Options and Director Dealings

On 1 October 2023, Mr Borrelli, Non-Executive Director, exercised his remaining 14,000,000 options over ordinary shares at a price of GBP0.0028 per share, 2,500,000 options at GBP0.014 and 2,500,000 options at GBP0.02 per share for a total consideration of GBP124,200. Mr Borrelli retained 9,000,000 of the resulting shares and sold 10,000,000 of the resulting shares to fund the associated exercise cost and tax liabilities. Mr Borrelli's shareholding has now increased to 35,403,372 ordinary shares representing 0.70% of the total voting rights.

In addition, on 24 September 2023, Mr Latcham, Non-Executive Director, exercised 1,500,000 existing options over ordinary shares at a price of GBP0.025 per share and 1,250,000 at a price of GBP0.03 per share, for a total consideration of GBP75,000. Mr Latcham retained 700,000 of the resulting shares and sold 2,050,000 of the resulting shares to fund the associated exercise cost and tax liabilities. Mr Latcham's shareholding has now increased to 3,850,000 ordinary shares representing 0.08% of the total voting rights.

Newmont Corporation's acquisition of Newcrest Mining Limited becomes effective

On 18 October 2023, Newcrest, the ultimate parent company of Newcrest Operations which is the Joint Venture Manager of Havieron, announced that the scheme of arrangement under which Newcrest will be acquired by Newmont Corporation was legally effective. Implementation date is planned for 6 November 2023. For further updates refer to www.newmont.com.

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(END) Dow Jones Newswires

November 06, 2023 02:00 ET (07:00 GMT)

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