Announcement PDF BUXTON RESOURCES LIMITED ABN 86 125 049 550 ANNUAL REPORT FOR THE YEAR ENDED 30 JUNE 2024 FINANCIAL REPORT JUNE 2024 1 Contents Corporate information 3 Directors report 4 Review and results of operations 6 Auditors independence declaration 27 Consolidated statement of profit and loss & other comprehensive income 29 Consolidated statement of financial position 30 Consolidated statement of changes in equity 31 Consolidated statement of cashflows 32 Noted to the consolidated financial statements 33 Consolidated entity disclosure statement 60 Director’s declaration 61 Independent auditor’s report to the members of Buxton Resources Limited 62 Shareholder Information 63 FINANCIAL REPORT JUNE 2024 2 CORPORATE INFORMATION Bux t on Res our ces L imit ed ABN: 86 125 049 550 D ir ect or s Seamus Cornelius Anthony Maslin Stuart Fogarty Chief Ex ecut ive Officer Martin Moloney Company Secr et ar y Sam Wright Regis t er ed office and pr incipal place of bus ines s 15 Robinson Avenue Belmont WA 6104 PO Box 661 Nedlands WA 6909 Ph: 08 9380 6063 Fax: 08 9467 6111 Web: www.buxtonresources.com.au Audit or s Incorp Audit & Assurance Pty Ltd (Formerly known as Rothsay Audit & Assurance Pty Ltd) Level 1, Lincoln Building 4 Ventnor Avenue West Perth WA 6005 Shar e Regis t er Computershare Investor Services Pty Limited Level 2, 45 St Georges Terrace Perth WA 6000 Home Ex change Australian Securities Exchange Level 40 Central Park 152-158 St Georges Terrace Perth WA 6000 ASX Code: BUX FINANCIAL REPORT JUNE 2024 3 DIRECTORS’ REPORT Your directors are pleased to present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the “consolidated entity” or “group”) consisting of Buxton Resources Limited (referred to hereafter as the “Company’ or “parent entity”) and the entities it controlled at the end of, or during, the year ended 30 June 2024. D IRECT ORS The names of the directors who held office during the year and until the date of this report are: Seamus Cornelius Eamon Hannon (resigned 15 January 2024) Anthony Maslin Stuart Fogarty Directors were in office for the entire period unless stated otherwise. CHIEF EXECUT IVE OFFICER Martin Moloney (appointed 9 August 2023) COMPANY SECRET ARY Sam Wright INFORMAT ION ON D IRECT ORS & OFFICERS OF T HE COMPANY Mr Seamus Cor nelius - Non-Ex ecut ive Chair man Qualifications: B.Juris, LLB, LLM Mr Cornelius brings to the Board 22 years of corporate experience in both legal and commercial negotiations. Mr Cornelius lived and worked as a corporate lawyer in China for 17 years. He was based in Shanghai and Beijing between 1993 and 2010. From 2000 to 2010 he was an international partner with one of Australia’s leading law firms and specialised in dealing with cross border investments, particularly in energy and resources. Mr Cornelius has for many years advised large international companies on their investments in China and in recent years has advised Chinese state-owned entities on their investments in natural resource projects outside of China including in Australia. Mr Cornelius is also currently the Non-Executive Chairman of Duketon Mining Limited (since 8 February 2013), E25 Limited (since 30 June 2011) and Danakali Limited (since 15 July 2014). Mr Ant hony Mas lin - Non-Ex ecut ive D ir ect or Qualifications: B.Bus (Finance and Enterprise) Mr Maslin brings to the Board over 20 years of corporate experience in both management and promotion, along with an extensive understanding of financial markets. In his 6 years as a stockbroker at Hartley Poynton Stockbrokers in Perth, Mr Maslin was instrumental in the capital raisings and promotion of several resource development companies. In the subsequent 7 years in his role as founding Managing Director of Solar Energy Systems Ltd (Now Solco Ltd (ASX Code: SOO)) he had significant experience in capital raisings and management of both people and projects. Mr Maslin has also worked as a corporate promotion consultant to a number of listed companies. FINANCIAL REPORT JUNE 2024 4 DIRECTORS’ REPORT Mr Maslin is the founder and Non-Executive Director of Wide-Open Agriculture Limited (since 23 March 2015) During the past 3 years Mr Maslin has not served as a director of any other listed company. Mr St uar t Fogar t y - Non-Ex ecut ive D ir ect or Qualifications: B.Sc (Geology) (Hons) Mr Fogarty has over 20 years of exploration experience with BHP Billiton and Western Mining Corporation. Stuart was BHP's Senior Exploration Manager for North and South America and currently serves as the Managing Director of Duketon Mining. Mr Fogarty has a very strong background in nickel exploration, having commenced his career at Kambalda Nickel Operations in 1994. He has had senior roles with BHP including Senior Geoscientist for nickel exploration in the Leinster and Mt Keith region, Project Manager WA Nickel Brownfields and Regional Manager Australia/Asia where he was responsible for $100 million per annum exploration budget. Mr Fogarty is currently Managing Director of Duketon Mining Limited (since 21 October 2013). More recently, Mr Fogarty was a Non-executive Director of Windward Resources during the successful takeover of the company by Independence Group. Mr Eamon Hannon – Non-Ex ecut ive D ir ect or ( Res igned 15 Januar y 2024) Qualifications: BSc (Geol) Mr Hannon, a geologist and Fellow of the AusIMM, has a wealth of experience within the minerals industry from grass roots exploration through to project development., Having previously worked for Fortescue Metals Group (ASX: FMG) from early 2004 to late 2012 in the role of Director, Exploration and Evaluation, he led the teams to delineate in excess of 10 billion tonnes of iron ore resources and greater than 1 billion tonnes of iron ore reserves. During his 21 years of experience, Mr Hannon has explored for and developed gold, base metals and industrial materials over 4 continents and more than 10 countries including Tanzania, Mexico, Mongolia, New Zealand, Sweden and Australia. He was integral to the major mining development of the Svartliden gold mine in Scandinavia. In addition, Mr Hannon was the Director for the Bankable Feasibility Study of Fortescue Metals Group’s Solomon mine. The Solomon mine at 60 million tonnes per annum iron ore production was the single biggest tonnage start up mine in Australia’s mining history. The feasibility was signed off for construction by the Fortescue Board with full Environmental Approval in under 18 months. During the past 3 years Mr Hannon has not served as a director of any other listed company. Mr Mar t in Moloney – Chief Ex ecut ive Officer ( Appoint ed 9 Augus t 2023) Qualifications: BSc (Geol) Mr Moloney was promoted to the role of Chief Executive Officer after 4 years with the company in the roles of Chief Geologist and Head of Resources. Prior to joining Buxton Mr Moloney held a number of senior Geologist roles with exploration companies including, but not limited to, Squadron Resources Pty Ltd, Iluka Resources Limited, Dalradian Gold Limited and Thundelarra Exploration Limited. Mr Moloney graduated with a Bachelor of Applied Science with honours in Geology (B.A.Sc.). He is a member of the Australian Institute of Geoscientists (AIG) and the Society of Exploration Geologists (SEG). FINANCIAL REPORT JUNE 2024 5 DIRECTORS’ REPORT Mr Sam W r ight - Company Secr et ar y Sam Wright has twenty years’ experience in the administration of ASX listed companies, corporate governance and corporate finance. He is a member of the Australian Institute of Company Directors, the Financial Services Institute of Australasia, and the Chartered Secretaries of Australia. Mr Wright is currently a Director of ASX listed companies, Great Dirt Resources Limited, Reach Resources Limited and Structural Monitoring Systems plc. He has also filled the role of Director and Company Secretary with a number of unlisted companies. Mr Wright is the Managing Director of Perth-based corporate advisory firm Straight Lines Consultancy, specialising in the provision of corporate services to public companies. Mr Wright has extensive experience in relation to public company responsibilities, including ASX and ASIC compliance, control and implementation of corporate governance, statutory financial reporting, and shareholder relations with both retail and institutional investors. Int er es t s in t he s har es and opt ions of t he Company and r elat ed bodies cor por at e As at the date of this report, the interests of the directors in the shares and options of Buxton Resources Limited were: Opt ions over Or dinar y s har es Or dinar y Shar es Unlis t ed Seamus Cornelius Anthony Maslin Stuart Fogarty 2,905,655 943,829 292,763 2,176,471 2,000,000 2,000,000 PRINCIPAL ACT IVIT IES The principal activities of the consolidated entity during the year were the acquisition of mining tenements, and the exploration and evaluation of these tenements with the objective of identifying economic mineral deposits. D IVID END S No dividends were paid or declared during the year. No recommendation for payment of dividends has been made. FINANCIAL REPORT JUNE 2024 6 REVIEW OF OPERAT IONS DIRECTORS’ REPORT During FY24, Buxton has continued detailed studies and exploration at the Graphite Bull project, and completed a drilling program at Copper Wolf, the first such program at that project in over 30 years. JV partner IGO reported a significant nickel sulphide exploration discovery at the Dogleg prospect, part of the West Kimberley Project. Exploration was also undertaken at the Narryer Project and Heritage Protection Agreements executed at the Centurion Project, and Buxton has also progressed technical due diligence on the extensive suite of high-quality grassroots exploration plays which include Shogun, Royale, Lateron and Madman. Gr aphit e Bull Pr oject ( BUX 100%) The Graphite Bull Project (Exploration License E09/1985) is located 280 km East of Carnarvon in the Murchison Region of Western Australia. In 2014, Buxton released an updated, JORC 2012 compliant, Mineral Resource Estimate for the main zone of graphite mineralisation. The Inferred Mineral Resource is 4.0Mt @ 16.2% TGC, using a 4% TGC cut-off (see ASX announcement 24th October 2014). During FY24, Buxton reported successful results from downstream processing, including electrochemical results that establishes Graphite Bull as a potential source of natural graphite flake for refining to Active Anode Material and eventual use in lithium ion batteries. Buxton also commenced preparation of a bulk concentrate sample aimed at qualification work with potential customers. Initial results from ProGraphite on the first bulk concentrate sample directed toward the assessment of Li-ion battery quality benchmarks showed these were exceeded by simple caustic bake purification achieving 99.97% TGC. Spheronising gave excellent shape and size distribution, yield also above average. Concentrate micronised well with relatively little energy input (see ASX Announcement 7th August 2023 for further details). Buxton announced successful final results from electrochemical & anode testing by ProGraphite GmbH in Germany (see ASX Announcement 25th January 2024). The successful electrochemical work clearly demonstrates the suitability of Graphite Bull feed for Li-ion Battery Anode manufacture and that Graphite Bull uncoated Purified Spherical Graphite (uPSG) performed better in anode testing than uPSG from other projects. This critical milestone, reached after just 14 months of work in WA and Germany is a very positive result and has facilitated strong interest in the project from several potential development partners. A major heritage survey was undertaken, and the results of high-resolution, ground EM targeting shallow graphitic mineralisation was announced. These site works paved the way for the commencement of diamond and reverse circulation drilling program in FY25. FINANCIAL REPORT JUNE 2024 7 REVIEW OF OPERAT IONS DIRECTORS’ REPORT Buxton undertook substantial efforts in research and development of potential markets for Graphite Bull, including conference attendance in Japan, Los Angeles and New York. W es t Kimber ley Pr oject ( 3 s epar at e JVs w it h IGO - BUX 16% – 20%) The West Kimberley Project is targeting Nova-style magmatic Ni-Cu sulphide mineralisation in Proterozoic belts of the West Kimberley Region of Western Australia. Buxton have Farm In and JV agreements over three separate Project areas (Merlin Project, Quickshears Project and West Kimberley Regional Project) which fall within the overall West Kimberly Region. On the 4th October 2022, Buxton received shareholder approval for Buxton and IGO to amend the existing Merlin Project Joint Venture in the West Kimberley (then at IGO 51% and BUX 49% ownership level) allowing IGO to earn a further 29% interest to take IGO to 80% for a cash payment to Buxton of $1,000,000. During FY24, IGO reported that they had intersected massive sulphides in the maiden drillhole at the Dogleg prospect (16% BUX). A second hole intersected semi-massive sulphides. Assays received for the first Dogleg hole contained 13.85m (true width 13.24m) at 4.35% Ni, 0.34% Cu, 0.15% Co from 177.34m, including: 5.86m (true width 5.60m) at 7.47% Ni, 0.31% Cu, 0.25% Co from 179.08m. Buxton then announced assay results for the second hole 23WKDD004 returned 2.89 m (True Width 2.63 m) at 4.17% Ni, 0.83% Cu, 0.14% Co from 233.63 m (see ASX Announcement 1st Feb 2024). These extremely high tenor results lie outside the initial ground moving loop EM plate / drill target. JV partner IGO Ltd has indicated that they intend to undertake a significant drilling program in the 2024 field season (Q3-Q4) at Dogleg to follow-up this outstanding nickel sulphide discovery. Buxton remain free carried until completion of a feasibility study. Fr as er Range Pr oject ( BUX 10% / IGO 90%) Exploration at the Fraser Range Project is targeting magmatic Ni-Cu sulphide mineralisation along strike from IGO’s operating Nova mining operation. During the Half Year IGO have continued their thorough exploration of these licenses. Buxton remain free carried until completion of a feasibility study with Buxton retaining an exclusive right to explore and develop iron ore on the Tenements. Nar r yer Pr oject ( BUX 100%) The Narryer Project is targeting magmatic Ni-Cu-PGE sulphide mineralisation along the Yilgarn Craton margin within the Murchison Region of WA. The Narryer Project ELs initially covered > 1800 km2 During FY24, Buxton completed a soil sampling program aimed at testing anomalies defined by Buxton’s detailed gravity and airborne EM programs. FINANCIAL REPORT JUNE 2024 8 REVIEW OF OPERAT IONS DIRECTORS’ REPORT Buxton also completed a high-power Moving Loop Electromagnetic (MLEM) survey which defined several new high conductance EM plates (up to 10,000 Siemens) at the Oculus prospect (see ASX 22nd May 2024). Follow-up RC drilling was undertaken in H2 2024 (FY25). Results from visual logging indicates this hole intersected potentially significant graphite mineralisation. Buxton also undertook voluntary reductions to the exploration license tenure – the Project now covers 147 blocks, or approximately 450 km2 resulting in a reduction in exploration commitments from $624,000 to $147,000. Copper W olf Pr oject ( BUX 100% / IGO ear ning 70% on cer t ain t enement s ) Buxton’s Copper Wolf Project consists of Lode Mining Claims and Mineral Exploration Permits in Yavapai County, Arizona. The Copper Wolf Project has multiple historical resource estimates available that confirm the presence of a large Laramide porphyry Cu-Mo system (see ASX Announcement 25 October 2021). BUX’s tenure interest comprise a 100% interest in ~41.2 km2 of tenure consisting of Federal Lode Mining Claims SM1-SM54 and CW01-CW342 issued by the Bureau of Land Management (BLM) and Arizona State Lands Department (ASLD) Mineral Exploration Permits 008-121028, 1213390, 124215 and 124640. On the 4th of October 2022, Buxton satisfied all conditions precedent for Buxton and IGO to enter into an earn-in and joint venture agreement for the Copper Wolf Project (Arizona, USA) then held as 100% by BUX. By that agreement, IGO has an exclusive right to earn a 51% interest in the initial Copper Wolf Project tenements (SM1-SM54, CW01-CW44, 008-121028 and 008-1213390, covering approximately 11.0 km2) by incurring and sole funding A$350,000 of exploration expenditure in a 24month period from 4/10/2022. Upon IGO incurring the A$350,000 earn-in expenditure, it may elect to earn-in and form a 51% IGO / 49% BUX unincorporated joint venture. During the earn-in period, BUX will be the project manager. IGO will be the initial manager of the joint venture. Within 6 months of the commencement of the joint venture, IGO has the exclusive right to elect to earn a further 19% joint venture interest (to take its joint venture interest to 70%) by sole funding exploration expenditur e of A$5,000,000 over 3 years (stage 2 earn-in). For a 5 year period from the date of the agreement, BUX are committed to present all copper projects it secures or generates in Arizona to IGO by way of a right of first refusal. FINANCIAL REPORT JUNE 2024 9 REVIEW OF OPERAT IONS DIRECTORS’ REPORT On the 10th November 2023, Buxton entered into a “Copper Chief Lease and Option Agreement ” with the private owner of 7 Lode Mining Claims (Copper Chief #1-5 & Copper Chief #18-19) covering approximately 58 hectares and a parcel of private property covering approximately 16 hectares which is wholly contained within the area of the Copper Chief Lode Mining Claims (see Figure 12). This package of surface and subsurface rights is contiguous with existing BUX tenure. The agreement provides BUX the option to acquire 100% of the surface and subsurface rights at any time prior to 10th November 2028. Should BUX chose to exercise the option, BUX will grant the seller a five percent (5%) Net Smelter Returns Royalty, with rights to purchase up to 3.5% of that Royalty. Porphyry Cu-Mo mineralisation at Copper Wolf is largely concealed by a post-mineral (Tertiary) sequence of volcanic and sedimentary rocks. The Project is located within one of the most prolifically endowed copper belts in the world, yet it has not seen any drilling since the early 1990s. Buxton’s 2022 airborne magnetic survey was the first geophysical work undertaken since the early 1960s. Historic exploration has consisted of relatively wide spaced drilling which focussed on significant supergene copper mineralisation. Buxton is targeting high grade, underground bulk mineable copper-molybdenum mineralisation. Copper W olf JV During FY24 Buxton completed the first drilling campaign in the Project in over 30 years and reported assay results from CPW0001DD, visual results from CPW0002DD, and reported assay results from CPW0002DD, including 405.38m @ 0.35% Cu and 0.05% Mo. A site visit was undertaken by an independent expert, which confirmed a large, mineralised porphyry Cu-Mo system, the hypogene Cu-Mo grades equalling or higher than those reported by previous explorers and recognition of multiple Cu-Mo mineralising vein events and associated potassic alteration over a vertical extent of >600 m. The scale and continuity of mineralisation provides evidence of a large multi-phase porphyry copper-molybdenum mineral system. Buxton also continued preparations for the re-commencement of drilling activities on the BUX/IGO Joint Venture ground. FINANCIAL REPORT JUNE 2024 10 REVIEW OF OPERAT IONS DIRECTORS’ REPORT Copper W olf – BUX 100% During FY24 Buxton undertook mapping, rock chip sampling and drone magnetic surveys at the Wolverine, Sun Devil and Aztecs prospects – see ASX Announcements: - 11th Jan 2024: Extension to Cu-Mo Porphyry System Discovered at Surface on 100% BUX Tenure at Wolverine Prospect 24th Jan 2024: Intense Porphyry Style Veining at Sun Devil on 100% BUX Ground, Tenure Expansion & Wolverine Drill Permitting 13th Feb 2024: Porphyry drill targets identified at Sun Devil and Aztecs prospects (BUX 100%) 11 Mar 2024: Highly Anomalous Rock Chip Assays at Sun Devil and Aztecs, Drone Magnetics Commenced at Wolverine Buxton also received permits to drill and reported results from a drone magnetic survey which enhanced Cu-Mo porphyry prospectivity at the Wolverine Prospect (see ASX Announcement 1st May 2024). Cent ur ion Pr oject ( BUX 100%) The Centurion Project consists of Exploration License E80/5579 located approximately 180 km southsouthwest of Balgo Western Australia on unclaimed crown land and accessible via shire roads and several 1960s-1980s seismic lines. This license covers a prominent dipolar magnetic anomaly exceeding 1,500 nanoteslas in amplitude and 3,500 m by 5,000 m in extent. Recently released data from a 2017 Falcon airborne gravity gradiometer survey reveals a similarly dipolar gravity high in a slightly offset position to the magnetic feature. Such relationships between magnetic and gravity features is characteristic of Iron Oxide Copper Gold deposits including Olympic Dam and Prominent Hill. Results from Magnetic Vector Inversion of open file 400 m line spaced magnetic data indicates that the target is remnantly magnetised and is approximately 700 metres below ground level. During FY24, Buxton entered into Heritage Protection and Access Agreements with Native Title holders. A Heritage Survey was then undertaken in July 2024 (FY25). Buxton also Shogun & Royale Pr oject s ( BUX 100%) The Shogun and Royale Projects form a contiguous package covering 2617 km2 located in the Paterson Region of Western Australia. Exploration on the two (2) Shogun Project ELA 45/6533 and 45/6534 is targeting magmatic Ni-Cu-Co-PGE sulphide deposits. The five (5) Royale Project ELAs (E45/6228 through E45/6232) cover exploration targets for hydrothermal Cu +/- Au – Mo deposits. FINANCIAL REPORT JUNE 2024 11 REVIEW OF OPERAT IONS DIRECTORS’ REPORT During FY24, Buxton progressed negotiations related to Native Title agreements. L at er on Pr oject ( BUX 100%) The Lateron Project Exploration License E80/5545 was granted during the year. The Lateron Project covers a series of magnetic anomalies which are prospective for Cu/Au. Lateron is located on unclaimed crown land approximately 10 km East of Billiluna and 150 km South of Halls Creek in Western Australia. During FY24, Buxton received the results of petrological analysis on fragments of diamond drill core recovered from the site of AFMECO’s 1982 diamond drillhole S19. The report indicates the core fragments consist of “biotite hornblende quartz diorite, with coarse titanite and sericite / muscovite pyrite-magnetite-chalcopyrite overprint” – such rocks are typically associated with magmatichydrothermal Cu-Au mineralisation. Airborne magnetics indicates these intrusive rocks cover > 7 km2. During FY24, Buxton also progressed negotiations related to Native Title agreements. Madman Pr oject ( BUX 100%) Buxton applied for the Madman Project Exploration License E69/4182 during the FY24, and this license was subsequently granted on 15th April 2024. The Madman Project is located on unclaimed crown land approximately 370 km south-east of Newman. The EL is host to a “bullseye” magnetic feature which is the primary exploration objective. During FY24, Buxton progressed negotiations related to Native Title agreements. FINANCIAL REPORT JUNE 2024 12 REVIEW OF OPERAT IONS DIRECTORS’ REPORT Mat r ix Pr oject ( BUX ear ning 100%) During FY24, Buxton announced that it had entered into a binding Earn-In Agreement to acquire 100% of the Matrix Manganese Project ("Matrix") located in Mohave County, Arizona, from Solution Mining Pty Ltd ("Solution") (ASX 14th May 2024). The Matrix Project consists of 154 Lode Mining Claims (MTX 001 - MTX 154) covering ~12 km2 in Mohave County, Arizona. The Matrix Project claims cover the interpreted western extension of the Artillery Peak manganese mineralisation. The material terms of the Agreement are as follows: 1. Buxton will Earn-In to 100% ownership of 154 BLM Lode Mining Claims by spending AU$1.0M over a maximum of 2 years. 2. Buxton will issue Solution AU$150k equivalent in shares within 20 days after the agreement is executed (priced at the 20-day VWAP), and a 1.5% NSR royalty. 3. Buxton retains a right of first refusal over this royalty. 4. Buxton will issue Solution a second tranche of AU$100k in shares at the 2 years anniversary, or on completing the Earn-In, whichever comes earliest. 5. Mandatory commitments are limited to the claim maintenance fees (currently US$25,410) , which are to be paid on Jan 1 each year. 6. Should BUX subsequently either; a. IPO the project: Solution will get 10% of the new entity's capital structure, plus priority right to subscribe to an additional 9.9% on the same terms as for other investors of that IPO; or b. Progress the project: Solution to get milestone payments payable, at BUX's discretion in BUX shares or cash, as follows; 3% (of fair market value of the project) at Resource, 2% at Feasibility Study and 1% at Decision to Mine Manganese was first discovered in the region around 1880. The deposits at the Artillery Peak occur as two distinct types of deposit, stratiform manganese deposits and vein manganese deposits. In 2011 American Manganese Inc. (now Recyclico AMY.V) defined Indicated & Inferred Resources of 277 Mt @ 2.8% Mn. A Tetra Tech study in 2012 focused on a smaller area with Indicated and Inferred Resources of 82 Mt @ 2.3% Mn (with 198 Mt remaining current outside this area). In the 1980s the US Bureau of Mines (USBoM) evaluated the feasibility of in-situ and heap leaching for Mn extraction from domestic US ores. Of the 25 deposits examined, the material tested from the Artillery Peak project area presented the fastest and highest Mn recovery characteristics in column leaching, and was the only deposit selected for further evaluation targeting suitability for in-situ recovery (ISR) methods - work which was curtailed when the USBoM was abolished in 1996. Buxton will undertake exploration programs targeting saturated deposits of highly soluble manganese hosted by porous sandstones which will provide a basis for ISR mining method amenability. FINANCIAL REPORT JUNE 2024 13 DIRECTORS’ REPORT REVIEW OF OPERAT IONS FINANCIAL REVIEW The consolidated entity recorded a loss after tax for the year of $4,041,862 (2023; $2,826,343). At the reporting date the consolidated entity had cash and term deposit investments of $2,886,845 (2023: $4,145,740). During the year total exploration expenditure incurred by the consolidated entity amounted to $3,642,594 (2023: $3,327,025). In line with the consolidated entity’s accounting policies all exploration expenditure is written off as incurred. Other significant expenses for the year included salaries of $1,074,662 and share based payments of $1,058,764. Basic loss per share for the year was 2.31 cents (2023: 1.77 cents). CORPORAT E The Company held its Annual General Meeting on 17 November 2023 at Suite 1, First Floor, 14-16 Rowland Street, Subiaco, Western Australia. All resolutions that were put to shareholders were passed by a poll. On 20 September 2023 the Company granted 5,000,000 incentive options to various management staff under the Company’s Employee’s Incentive Plan. The options, which vested immediately, are unlisted, have an exercise price of 30 cents and an expiry date of 30 November 2026. On 13 November 2023 1,218,324 shares were issued as part of the consideration for the West Kimberley Tenement dated 6 November 2018 following drill intercept results announced 6 November 2023. The fair value of the shares that were issued was $250,000. On 17 November 2023 at the Annual General Meeting of the Company, shareholders approved the issue of 4,000,000 options to directors of the Company under the Company’s Employee Incentive Plan. The options, which are unlisted, have an exercise price of 30 cents and an expiry date of 30 November 2026. On 30 November 2023 750,000 options exercisable at 15 cents per option were exercised raising $112,500. The Company provided a loan of $75,000 to one of its employees to finance the exercise of options carrying an interest rate of 5% per annum and a repayment date of not later than 30 June 2024. FINANCIAL REPORT JUNE 2024 14 DIRECTORS’ REPORT REVIEW OF OPERAT IONS CORPORAT E On 23 May 2024 the Company issued 1,357,466 shares to Solution Metals Pty Ltd in part consideration for a binding Earn-In agreement to acquire 100% of the Matrix Manganese project located in Arizona, USA. The fair value of the shares that were issued was $150,000. On 6 June 2024 the Company raised $2,500,000 before issue costs via a placement of 29,411,767 shares at an issue price of $0.085 per share. The shares are to be issued with a free attaching option for every 2 shares subscribed in the placement. The options have an exercise price of $0.16 and a term of 2 years. The purpose of the placement is to fund exploration across a number of projects including Graphite Bull, Narryer and Centurion projects in Western Australia and the newly acquired Matrix Manganese project in Arizona, USA. In order for existing shareholders to participate in a capital raising on the same terms the Company undertook a Share Purchase Plan (SPP) to eligible shareholders. The SPP closed on 22 July 2024 with funds received of $0.368m. The SPP offer was approved by shareholders at a general meeting held on 17 July 2024. RISK MANAGEMENT The Board is responsible for ensuring that risks and opportunities, are identified on a timely basis and that activities are aligned with the risks and opportunities identified by the Board. The Company believes that it is crucial for all board members to be a part of this process, and as such the board has not established a separate risk management c