GreenX Metals Limited
Interim Financial Report for
the Half-Year Ended 31 December 2023
ABN 23 008
677 852
CORPORATE DIRECTORY
DIRECTORS:
Mr Ian Middlemas
Chairman Mr Benjamin Stoikovich
Director and CEO
Mr Garry Hemming
Non-Executive Director
Mr Mark
Pearce
Non-Executive Director
Mr Dylan
Browne
Company Secretary
PRINCIPAL
OFFICES: London:
Unit 3C, 38 Jermyn Street
London SW1Y 6DN
United Kingdom
Tel: +44
207 487 3900
Australia (Registered
Office):
Level 9, 28 The Esplanade
Perth WA 6000
Tel: +61 8 9322 6322
Fax: +61 8 9322 6558
Greenland:
ARC Joint
Venture Company ApS
c/o Nuna Advokater
Box 59
Qulilerfik 2, 6.
3900 Nuuk
SOLICITORS:
Thomson Geer
AUDITOR:
UHY Haines Norton - Sydney
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BANKERS:
National
Australia Bank Ltd
Australia and New Zealand Banking Group Ltd
SHARE
REGISTRIES:
Australia: Computershare Investor Services Pty Ltd
Level 17, 221 St Georges Terrace
Perth WA 6000
Tel: +61 8 9323 2000
United
Kingdom:
Computershare Investor Services PLC
The Pavilions, Bridgewater Road
Bristol BS99 6ZZ
Tel: +44 370 702 0000
Poland:
Komisja Nadzoru Finansowego (KNF)
Plac Powstańców Warszawy 1, skr. poczt. 419
00-950 Warszawa
Tel: +48 22 262 50 00
STOCK EXCHANGE
LISTINGS:
Australia:
Australian Securities Exchange - ASX Code: GRX
United
Kingdom: London Stock Exchange
(Main Board) - LSE Code: GRX
Poland:
Warsaw Stock Exchange - GPW Code: GRX
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CONTENTS
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Selected Financial Data
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Directors' Report
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Directors' Declaration
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Consolidated Statement of Profit or
Loss and other Comprehensive Income
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Consolidated Statement of Financial
Position
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Consolidated Statement of Changes in
Equity
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Consolidated Statement of Cash
Flows
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Condensed Notes to the Consolidated
Financial Statements
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Auditor's Independence
Declaration
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Independent Auditor's Review
Report
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SELECTED FINANCIAL DATA (CONVERTED INTO PLN AND
EUR)
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Half-Year Ended
31 December 2023
PLN
|
Half-Year Ended
31 December 2022
PLN
|
Half-Year Ended
31 December 2023
EUR
|
Half-Year Ended
31 December 2022
EUR
|
|
|
|
|
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Arbitration
finance facility income
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1,088,623
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15,028,789
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244,981
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3,174,012
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Gas and
property lease revenue
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7,193
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418,291
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1,619
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88,341
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Exploration
and evaluation expenses
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(1,253,279)
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(2,093,485)
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(282,035)
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(442,135)
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Arbitration
related expenses
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(1,599,361)
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(15,137,985)
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(359,916)
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(3,197,074)
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Net loss
for the period
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(5,372,179)
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(4,488,239)
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(1,208,943)
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(947,896)
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Net cash
flows from operating activities
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(3,885,394)
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(4,264,524)
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(874,360)
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(900,648)
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Net cash
flows from investing activities
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(4,737,288)
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(10,072,066)
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(1,066,068)
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(2,127,175)
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Net cash
flows from financing activities
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(429,445)
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3,267,631
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(96,641)
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690,109
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Net
increase in cash and cash equivalents
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(9,052,127)
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(11,068,959)
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(2,037,070)
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(2,337,714)
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Basic and
diluted loss per share (Grosz/EUR cents per share)
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(1.97)
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(1.73)
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(0.44)
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(0.37)
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31 December 2023
PLN
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30 June 2023
PLN
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31 December 2023
EUR
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30 June 2023
EUR
|
|
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|
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Cash and
cash equivalents
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24,952,597
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23,572,705
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5,738,868
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5,296,880
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Total
Assets
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52,464,610
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48,746,541
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12,066,378
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10,953,540
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Total
Liabilities
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(4,944,625)
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6,024,909
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(1,137,218)
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1,353,821
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Net
Assets
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47,519,985
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42,721,632
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10,929,159
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9,599,720
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Contributed
equity
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241,744,490
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216,970,230
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54,401,623
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51,912,177
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Figures of the consolidated
statement of profit or loss and other comprehensive income and
consolidated statement of cash flows have been converted into PLN
and EUR by applying the arithmetic average for the final day of
each month for the reporting period, as published by the National
Bank of Poland (NBP). These
exchange rates were 2.6889 AUD:PLN and
4.4437 PLN:EUR for the six months ended 31 December 2023, and
3.1337 AUD:PLN and 4.7350
PLN:EUR for the six months ended 31 December
2022.
Assets and liabilities in the
consolidated statement of financial position have been converted
into PLN and EUR by applying the exchange rate on the final day of
each respective reporting period as published by the NBP. These
exchange rates were: 2.6778 AUD:PLN and 4.3480 PLN:EUR on 31 December 2023, and 2.7174 AUD:PLN and 4.4503 PLN:EUR on
30 June 2023.
DIRECTORS REPORT
The Directors of GreenX Metals
Limited present their report on the Consolidated Entity consisting
of GreenX Metals Limited (Company or GreenX) and the entities it controlled
during the half-year ended 31 December 2023 (Consolidated Entity or Group).
DIRECTORS
The names and details of the
Company's Directors in office at any time during the half-year and
until the date of this report are:
Directors:
Mr Ian
Middlemas
Chairman
Mr Benjamin Stoikovich
Director and CEO
Mr Garry
Hemming
Non-Executive
Director
Mr Mark Pearce
Non-Executive Director
Unless otherwise shown, all Directors were in
office from the beginning of the half-year until the date of this
report.
OPERATING AND FINANCIAL
REVIEW
Operations
Highlights:
·
In July 2023 GreenX entered into an Option
Agreement with Greenfields Exploration Limited (Greenfields) to acquire up to 100% of
the Eleonore North Gold Project (Eleonore North or ELN) in eastern Greenland.
o 2023
field work at Eleonore North was focused on determining the depth
of an intrusion within the project area by deployment of an array
of seismic nodes. The nodes have been retrieved with the recorded
data now being processed by a geophysics specialist consulting
firm.
o During the period, GreenX visited the Geological Survey of
Denmark and Greenland in Copenhagen and discussed general
co-operation and data sharing in respect of the Eleonore North
region. GreenX also met with specialised arctic logistics service
providers having extensive experience in East Greenland.
o Eleonore North has the potential to host a "reduced
intrusion-related gold system" (RIRGS), analogous to large bulk-tonnage
deposit types found in Canada.
·
In November 2022, the hearing for the claim
against the Republic of Poland under both the Energy Charter Treaty
and the Australia-Poland Bilateral Investment Treaty was concluded
(Claim).
o Combined arbitration hearing took place in front of the
Tribunal in London under the UNCITRAL Arbitration Rules.
o With
completion of the hearing, the Tribunal will render an Award
(decision) in due course.
o Damages of up to £737 million (A$1.3 billion / PLN4.0 billion)
have been claimed including the assessed value of GreenX's lost
profits and damages related to both the Jan Karski and Debiensko
projects, and accrued interest related to any damages.
·
Cash balance as at 31 December 2023 was A$9.3
million.
Arctic Rift Copper
Project
The Arctic
Rift Copper Project (ARC) is an
exploration joint venture between GreenX and Greenfields. ARC is
targeting large scale copper in multiple settings across a 5,774
km2 Special Exploration Licence in eastern North
Greenland. The area has been historically underexplored yet is
prospective for copper, forming part of the newly identified
Kiffaanngissuseq metallogenic province.
The results of the work program
announced last year have demonstrated the high-grade nature of the
known copper sulphide mineralisation and wider copper
mineralisation in fault hosted Black Earth zones and adjacent
sandstone units. The exact position of a native copper fissure at
the Neergaard Dal prospect was also identified.
The Company is in the process of
analysing further remote-sensing options for ARC, which would
be used to supplement current understanding of the known copper
sulphide mineralisation and refine plans for the next exploration
program.
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Figure 1: Map of Greenland showing
GreenX's ARC and Eleonore North license areas
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Eleonore North Gold Project
In July 2023, GreenX entered into an
Option Agreement (Agreement) with Greenfields to acquire
up to 100% of Eleonore North in eastern Greenland.
Eleonore North has the potential to
host a RIRGS, analogous to large bulk-tonnage deposit types found
in Canada including Donlin Creek, Fort Knox and Dublin
Gulch.
Gold indicators documented at the
high-priority Noa Pluton prospect within Eleonore North
include:
· Geophysical "bullseye" anomaly 6 km wide co-incident with
elevated gold mineralisation from historical geochemical
sampling.
· Anomalous gold mineralisation associated with quartz veining
exposed at surface over a length of up to 15 km.
· Historical sampling includes 4 m chip sample grading 1.93 g/t
Au and 1.9% Sb (refer to Appendix 1 of the Company's announcement
on 10 July 2023).
Eleonore North has potential to host
large scale, shallow, bulk tonnage gold deposits. Eleonore North
remains underexplored, with the existence of a possible RIRGS being
a relatively new geological interpretation based on the historical
data. Initial field work consists of a seismic survey to determine
the depth from surface to the Noa Pluton to aid in drill
targeting.
Figure 2: Eleonore North licence area showing the 6km diameter
geophysical anomaly co-incident with gold veining visible at
surface over some 15km at the high priority Noa Pluton
prospect
The Eleonore North license area
contains other gold targets as well as copper, antimony and
tungsten prospects. At Holmesø there is copper and antimony
mineralisation outcropping at surface. Historical mapping and
sampling in the 1970s at Holmesø show a prospective horizon between
15 m and 20 m thick, with per cent level grades for both
metals.
Eleonore North provides GreenX with
gold exposure in Greenland and complements GreenX's existing
exploration prospect in Greenland, the Arctic Rift Copper Project
(ARC). There are
significant synergies with regards to personnel, logistics and
equipment in having multiple exploration projects in Greenland.
Field works were conducted during the 2023 field season at Eleonore
North, with data collected from the seismic survey presently being
analysed to inform follow-on exploration program design.
Results from the seismic analysis are expected in
the coming months.
Greenland is a mining friendly
jurisdiction with strong Government support for expanding its
mining industry, simple laws and regulations, and a competitive
fiscal regime.
The primary target in Eleonore North
is the Noa Pluton, followed by the Holmesø prospect and its source
intrusion. The Noa Veins provide a near-term drill target,
however, the Company's 2023 field work was focussed on determining
the depth of the causative intrusion with greater precision using a
passive seismic survey. Once analysed, this information will assist
with the magnetic interpretation, provide more certainty for a
future exploration program, and help identify the size of the
intrusion within the well-defined hornfels.
Figure 3: Map showing prospects and
geological features within the Eleonore North license
areas
Dispute with the Polish
Government
In November 2022, the Company
reported the conclusion of the Claim against the Republic of Poland
under both the Energy Charter Treaty (ECT) and the Australia-Poland Bilateral
Investment Treaty (BIT)
(together the Treaties).
The hearing took place in London and lasted two weeks.
Following completion of the hearing,
the Tribunal will render an Award (i.e., the legal term used for a
'decision' by the Tribunal) in due course with no specified date
available for the Tribunal decision.
As previously advised, the
arbitration and hearing proceedings in relation to the Claim are
required to be kept confidential.
Details of the Claim
The Company's Claim against the
Republic of Poland is being prosecuted through an established and
enforceable legal framework, with GreenX and Poland agreeing to
apply the United Nations Commission on International Trade Law
Rules (UNCITRAL) rules to
the proceedings. The arbitration claims are being administered
through the Permanent Court of Arbitration in the Hague.
The evidentiary hearing phase of the
arbitration proceedings has now been completed in front of the
Arbitral Tribunal. With completion of the hearing, the Arbitral
Tribunal will render an Award in due course. There is no specified
date for an Award to be rendered. The Company's claims for damages
against Poland are in the amount of up to £737 million (A$1.3
billion/PLN4.0 billion), which includes a revised assessment of the
value of GreenX's lost profits and damages related to both the Jan
Karski and Debiensko projects, and accrued interest related to any
damages. The Claim for damages has been assessed by independent
external quantum experts appointed by GreenX specifically for the
purposes of the Claim.
In February 2019, GreenX formally
notified the Polish Government that there exists an investment
dispute between GreenX and the Polish Government. GreenX's
notification called for prompt negotiations with the Government to
amicably resolve the dispute and indicated GreenX's right to submit
the dispute to international arbitration in the event of the
dispute not being resolved amicably.
In July 2020, the Company announced
it had executed a litigation funding agreement (LFA) for US$12.3 million with
Litigation Capital Management (LCM). US$10.7 million of the facility
has been drawn down to cover legal, tribunal and external expert
costs as well as defined operating expenses associated with the
Claim. The Company does not anticipate further material drawdowns
in relation to the ongoing BIT and ECT Tribunal proceedings. The
LFA is a limited recourse loan with LCM that is on a "no win - no
fee" basis.
In September 2020, GreenX announced
that it had formally commenced with the Claim by serving the
Notices of Arbitration against the Republic of Poland. In June
2021, GreenX announced that it had formally lodged its Statement of
Claim in the BIT arbitration, including the first assessed claim
for compensation. The Company's Statement of Reply, the last
material filing to be made by the Company for the BIT arbitration
proceedings, was submitted in July 2021. The Statement of Reply
addresses various points raised by the Republic of Poland in its
Statement of Defence. The Statement of Reply also contains a
re-evaluation of the claim for damages based on responses to
Poland's Statement of Defence.
GreenX's dispute alleges that the
Republic of Poland has breached its obligations under the
applicable Treaties through its actions to block the development of
the Company's Jan Karski and Debiensko projects in Poland which
effectively deprived GreenX of the entire value of its investments
in Poland.
CORPORATE
Share Placing
In July 2023, the Company
successfully completed a placing of 5.2 million new ordinary shares
at a price of A$0.80 (41 pence) per share to raise gross proceeds
of approximately A$4.2 million (~£2.1 million) from new and
existing investors.
The net proceeds from the placing
will be used for exploration activities at the Company's projects
in Greenland and to ensure that GreenX retains its strong balance
sheet position.
Financial Position
GreenX had cash of A$9.3 million as
at 31 December 2023.
Results of Operations
The net loss of the Consolidated
Entity for the half-year ended 31 December 2023 was $1,997,911 (31
December 2022: $1,432,272 ). Significant items contributing to the
current half-year loss and the substantial differences from the
previous half-year include to the following:
(i)
Arbitration related expenses of $594,802 (31 December 2022:
$4,830,784) relating to the Claim against the Republic of Poland.
This has been offset by the arbitration funding income of $404,858
(31 December 2022: $4,795,937);
(ii) Exploration and
evaluation expenses of $466,094 (31 December 2022: $298,378), which
is attributable to the Group's accounting policy of expensing
exploration and evaluation expenditure incurred by the Group
subsequent to the acquisition of rights to explore and up to the
commencement of a bankable feasibility study for each separate area
of interest;
(iii) Business development
expenses of $195,882 (31 December 2022: $132,578) which includes
expenses relating to the Group's review of new business and project
opportunities plus also investor relations activities during the
six months to 31 December 2023 including public relations, digital
marketing, legal related expenses and business development
consultant costs; and
(iv) Revenue of $252,221
(31 December 2022: $161,385) consisting of interest income of
$249,546 (31 December 2022: $27,901) and the receipt of $ 2,675 (31
December 2022: $133,484) of gas and property lease income derived
at Debiensko.
Financial Position
At 31 December 2023, the Group had
cash reserves of $9,318,320 (30 June 2023: $8,674,728) placing it in a good
financial position to continue with exploration activities at in
Greenland as well as pursuing business development
activities.
At 31 December 2023, the Company had
net assets of $17,745,904 (30 June 2023: $15,721,510) an increase of
approximately 11% compared with 30 June 2023. This is largely
attributable to the increase in exploration and evaluation assets
which amounts to A$8,984,599 (30 June 2023: $7,750,883).
Business Strategies and Prospects for Future Financial
Years
GreenX's strategy is to create
long-term shareholder value through the discovery, exploration,
development and acquisition of technically and economically viable
mineral deposits. This also includes pursuing the Claim against the
Republic of Poland through international arbitration in the short
to medium term.
To date, the Group has not commenced
production of any minerals, nor has it identified any Ore reserves
in accordance with the JORC Code. To achieve its objective,
the Group currently has the following business strategies and
prospects over the medium to long term:
·
Continue to enforce its rights through an
established and enforceable legal framework in relation to
international arbitration for the investment dispute between GreenX
and the Polish Government that has arisen out of certain measures
taken by Poland in breach of the Treaties;
·
Identify and assess other suitable business
opportunities in the resources sector; and
·
Continue with current exploration activities in
Greenland for minerals, including for copper and gold.
All of these activities are
inherently risky and the Board is unable to provide certainty of
the expected results of these activities, or that any or all of
these likely activities will be achieved. Furthermore, GreenX will
continue to take all necessary actions to preserve the Company's
rights and protect its investments in Poland, if and as
required. The material business risks faced by the Group that
could have an effect on the Group's future prospects, and how the
Group manages these risks, include the following:
·
Litigation
risk - All industries, including the
mining industry, are subject to legal and arbitration claims.
Specifically, and as noted above, the Company is continuing with
its Claim against the Republic of Poland, and will strongly defend
its position and will continue to take all relevant actions to
pursue its legal rights in the Claim process. In November 2022, the
hearing for the Claim was completed with the Tribunal to
render an Award (i.e., a decision) in due course
with no specified date available for the Tribunal decision.
There is however no certainty that the Claim will
be successful. If the Claim is unsuccessful, then this may have a
material impact on the value of the Company's
securities.
·
Earn-in and
joint venture contractual risk - The
Company's earn-in right to the ARC project is subject to the EIA
with Greenfields as announced in October 2021. The Company's
ability to achieve its objectives is dependent on it and other
parties complying with their obligations under the EIA. Any failure
to comply with these obligations may result in the Company not
obtaining its interests in ARC and being unable to achieve its
commercial objectives, which may have a material adverse effect on
the Company's operations and the performance and value of the
Shares. There is also the risk of disputes arising with the
Company's joint venture partner, Greenfields, the resolution of
which could lead to delays in the Company's proposed development
activities or financial loss.
When the Company earns in its
interest in ARC, an incorporated joint venture will be established
between the Company and Greenfields. The nature of the joint
venture may change in future, including the ownership structure and
voting rights in relation to ARC, which may have an effect on the
ability of the Company to influence decisions on ARC.
With regards to the Option Agreement
for ELN, it should be noted that the Option Agreement is subject to
a number of conditions precedent including the payment of the
option fee by the Company and there is a risk that the transaction
may not complete and the Company will not acquire the ELN
project.
·
Operations in
overseas jurisdictions risk - ELN
and ARC are located in Greenland, and as such, the operations of
the Company will be exposed to related risks and uncertainties
associated with the country, regional and local jurisdictions.
Opposition to the projects, or changes in local community support
for the projects, along with any changes in mining or investment
policies or in political attitude in Greenland and, in particular
to the mining, processing or use of copper, may adversely affect
the operations, delay or impact the approval process or conditions
imposed, increase exploration and development costs, or reduce
profitability of the Company. Moreover, logistical difficulties may
arise due to the assets being located overseas such as the
incurring of additional costs with respect to overseeing and
managing the projects, including expenses associated with taking
advice in relation to the application of local laws as well as the
cost of establishing a local presence in Greenland. Fluctuations in
the currency of Greenland may also affect the dealings and
operations of the Company.
Failure to comply strictly with
applicable laws, regulations and local practices relating to
mineral rights applications and tenure, could result in loss,
reduction or expropriation of entitlements, or the imposition of
additional local or foreign parties as joint venture partners with
carried or other interests. Further, the outcomes in courts in
Greenland may be less predictable than in Australia, which could
affect the enforceability of contracts entered into by the
Company.
The projects are remotely located in
an area that has an arctic climate and that is categorised as an
arctic desert, and as such, the operations of the Company will be
exposed to related risks and uncertainties of arctic exploration,
including adverse weather or ice conditions which may and has
prevented access to the projects, which can impact exploration and
field activities or generate unexpected costs. It is not possible
for the Company to predict or protect the Company against all such
risks.
The Company also had previous
operations in Poland which may be subject to regulations concerning
protection of the environment, including at the Debiensko and
Kaczyce projects which have both been relinquished by the Company.
As with all exploration projects and mining operations, activities
will have an impact on the environment including the possible
requirement to make good any disturbed or damaged land.
Existing and possible future
environmental protection legislation, regulations and actions could
cause additional expense, capital expenditures and restrictions,
the extent of which cannot be predicted which could have a material
adverse effect on the Company's business, financial condition and
results of operations.
·
The Group's
exploration and development activities will require further
capital - The exploration and any
development of the Company's exploration properties will require
substantial additional financing. Failure to obtain sufficient
financing may result in delaying or indefinite postponement of
exploration and any development of the Company's properties or even
a loss of property interest. There can be no assurance that
additional capital or other types of financing will be available if
needed or that, if available, the terms of such financing will be
favourable to the Company.
·
The Group's
exploration properties may never be brought into
production - The exploration for,
and development of, mineral deposits involves a high degree of
risk. Few properties which are explored are ultimately developed
into producing mines. To mitigate this risk, the Company will
undertake systematic and staged exploration and testing programs on
its mineral properties and, subject to the results of these
exploration programs, the Company will then progressively undertake
a number of technical and economic studies with respect to its
projects prior to making a decision to mine. However, there can be
no guarantee that the studies will confirm the technical and
economic viability of the Company's mineral properties or that the
properties will be successfully brought into production.
·
The Group may be
adversely affected by fluctuations in mineral prices
- The price of gold and copper fluctuates widely
and is affected by numerous factors beyond the control of the
Group. Future production, if any, from the Group's mineral
properties will be dependent upon gold and copper prices being
adequate to make these properties economic. The Group currently
does not engage in any hedging or derivative transactions to manage
commodity price risk. As the Group's operations change, this policy
will be reviewed periodically going forward.
·
The Group may be
adversely affected by competition within the mineral
industry - The Group competes with
other domestic and international copper companies, some of whom
have larger financial and operating resources. Increased
competition could lead to higher supply or lower overall pricing.
There can be no assurance that the Company will not be materially
impacted by increased competition. In addition, the Group is
continuing to secure additional surface and mineral rights, however
there can be no guarantee that the Group will secure additional
surface and mineral rights, which could impact on the results of
the Group's operations.
·
The Company may
be adversely affected by fluctuations in foreign
exchange - Current and planned
activities are predominantly denominated in Sterling, Danish krone
and/or Euros and the Company's ability to fund these activates may
be adversely affected if the Australian dollar continues to fall
against these currencies. The Company currently does not engage in
any hedging or derivative transactions to manage foreign exchange
risk. As the Company's operations change, this policy will be
reviewed periodically going forward.
RELATED PARTY DISCLOSURE
Balances and transactions between
the Company and its subsidiaries, which are related parties to the
Company, have been eliminated on consolidation. There have been no
other transactions with related parties during the half-year ended
31 December 2023, other than remuneration for Key Management
Personnel and payments of $170,000 (31 December 2022: $144,000) to
Apollo Group Pty Ltd, a Company of which Mr
Mark Pearce is a Director and beneficial shareholder, for the
provision of serviced office facilities and administration
services. The amount is based on a monthly retainer due and payable
in advance, with no fixed term, and is able to be terminated by
either party with one month's notice. This item has been recognised
as an expense in the Statement of Profit or Loss and other
Comprehensive Income.
SUBSTANTIAL SHAREHOLDERS
(shareholder with voting power of at least 5%)
Substantial Shareholder notices have
been received by the following:
Substantial Shareholder
|
Number of
Shares/Votes
|
Voting
Power
|
CD Capital Natural Resources Fund
III LP
|
44,776,120
|
16.4%
|
ORDINARY SHARES HELD BY
DIRECTORS'
|
At the Date of this
Report
|
31 December
2023
|
30 June
2023
|
Mr Ian Middlemas
|
11,660,000
|
11,660,000
|
11,660,000
|
Mr Benjamin Stoikovich
|
819,406
|
819,406
|
1,492,262
|
Mr Garry Hemming
|
-
|
-
|
-
|
Mr Mark Pearce
|
2,850,000
|
2,850,000
|
3,300,000
|
SIGNIFICANT EVENTS AFTER THE
REPORTING PERIOD
There were no significant events
occurring after balance date requiring disclosure.
AUDITOR'S INDEPENDENCE
DECLARATION
Section 307C of the Corporations Act
2001 requires our auditors, Ernst and Young, to provide the
Directors of GreenX Metals Limited with an Independence Declaration
in relation to the review of the half-year financial report. This
Independence Declaration is on page 19 and forms part of this Directors'
Report.
Signed in accordance with a
resolution of the Directors.
BEN STOIKOVICH
Director
13 March 2024
Competent Persons
Statement
The information in this report that relates to exploration
results were extracted from the ASX announcement dated 10 July 2023
which is available to view at www.greenxmetals.com.
GreenX confirms that (a) it is not aware of any new
information or data that materially affects the information
included in the original announcement; (b) all material assumptions
and technical parameters underpinning the content in the relevant
announcement continue to apply and have not materially changed; and
(c) the form and context in which the Competent Person's findings
are presented have not been materially modified from the original
announcement
Forward Looking
Statements
This release may include forward-looking statements. These
forward-looking statements are based on GreenX's expectations and
beliefs concerning future events. Forward looking statements are
necessarily subject to risks, uncertainties and other factors, many
of which are outside the control of GreenX, which could cause
actual results to differ materially from such statements. GreenX
makes no undertaking to subsequently update or revise the
forward-looking statements made in this release, to reflect the
circumstances or events after the date of that
release.
DIRECTORS' DECLARATION
In accordance with a resolution of
the Directors of GreenX Metals Limited, I state that:
In the reasonable opinion of the
Directors and to the best of their knowledge:
(a) the attached
financial statements and notes thereto for the period ended 31
December 2023 are in accordance with the Corporations Act 2001,
including:
(i) complying
with Accounting Standard AASB 134 Interim Financial Reporting and the
Corporations Regulations 2001; and
(ii) giving a true
and fair view of the financial position of the Group as at 31
December 2023 and of its performance for the half-year ended on
that date; and
(b) The Directors
Report, which includes the Operating and Financial Review, includes
a fair review of:
(i)
important events during the first six months of the current
financial year and their impact on the half-year financial
statements, and a description of the principal risks and
uncertainties for the remaining six months of the year;
and
(ii) related
party transactions that have taken place in the first six months of
the current financial year and that have materially affected the
financial position or performance of the Group during that period,
and any changes in the related party transactions described in the
last annual report that could have such a material effect;
and
(c) there are
reasonable grounds to believe that the Company will be able to pay
its debts as and when they become due and payable.
On behalf of the Board
BEN STOIKOVICH
Director
13 March 2024
CONSOLIDATED STATEMENT OF PROFIT OR
LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE HALF-YEAR ENDED 31 DECEMBER
2023
|
Note
|
Half-Year Ended
31 December 2023
$
|
Half-Year Ended
31 December 2022
$
|
|
|
|
|
Revenue
|
4(a)
|
252,221
|
161,385
|
Other
income
|
4(b)
|
404,858
|
4,795,937
|
Exploration
and evaluation expenses
|
|
(466,094)
|
(298,378)
|
Employment expenses
|
|
(660,233)
|
(553,444)
|
Administration and corporate expenses
|
|
(263,358)
|
(167,031)
|
Occupancy
expenses
|
|
(447,045)
|
(419,887)
|
Share-based
payment expense
|
|
(42,341)
|
-
|
Business
development expenses
|
|
(195,882)
|
(132,578)
|
Arbitration
related expenses
|
|
(594,802)
|
(4,830,784)
|
Other
|
|
14,765
|
12,508
|
Loss before income
tax
|
|
(1,997,911)
|
(1,432,272)
|
Income tax
expense
|
|
-
|
-
|
Net loss for the
period
|
|
(1,997,911)
|
(1,432,272)
|
|
|
|
|
Net loss attributable to
members of GreenX Metals Limited
|
|
(1,997,911)
|
(1,432,272)
|
|
|
|
|
Other comprehensive
income
|
|
|
|
Items that may be
reclassified subsequently to profit or loss:
|
|
|
|
Exchange
differences on translation of foreign operations
|
|
(7,127)
|
(50,479)
|
Total other
comprehensive loss for the period
|
|
(7,127)
|
(50,479)
|
Total comprehensive loss for
the period
|
|
(2,005,038)
|
(1,482,751)
|
|
|
|
|
Total comprehensive loss
attributable to members of GreenX Metals
Limited
|
|
(2,005,038)
|
(1,482,751)
|
|
|
|
|
Basic and
diluted loss per share (cents per share)
|
|
(0.73)
|
(0.55)
|
The above
Consolidated Statement of Profit or Loss and other Comprehensive
Income should be read in conjunction with the accompanying
notes.
CONSOLIDATED STATEMENT OF FINANCIAL
POSITION
AS AT 31 DECEMBER 2023
|
Note
|
31 December 2023
$
|
30 June
2023
$
|
|
|
|
|
ASSETS
|
|
|
|
Current
Assets
|
|
|
|
Cash and
cash equivalents
|
|
9,318,320
|
8,674,728
|
Trade and
other receivables
|
5
|
262,834
|
203,552
|
Total Current
Assets
|
|
9,581,154
|
8,878,280
|
|
|
|
|
Non-Current
Assets
|
|
|
|
Exploration
and evaluation assets
|
6
|
8,984,599
|
7,750,883
|
Property,
plant and equipment
|
7
|
838,064
|
1,119,212
|
Other
|
|
188,614
|
190,295
|
Total Non-Current
Assets
|
|
10,011,277
|
9,060,390
|
|
|
|
|
TOTAL
ASSETS
|
|
19,592,431
|
17,938,670
|
|
|
|
|
LIABILITIES
|
|
|
|
Current
Liabilities
|
|
|
|
Trade and
other payables
|
|
754,616
|
973,564
|
Other financial
liabilities
|
8(a)
|
285,006
|
281,443
|
Provisions
|
9(a)
|
458,086
|
450,857
|
Total Current
Liabilities
|
|
1,497,708
|
1,705,864
|
|
|
|
|
Non-Current
Liabilities
|
|
|
|
Other financial
liabilities
|
8(b)
|
152,954
|
300,897
|
Provisions
|
9(b)
|
195,865
|
210,399
|
Total Non-Current
Liabilities
|
|
348,819
|
511,296
|
|
|
|
|
TOTAL
LIABILITIES
|
|
1,846,527
|
2,217,160
|
|
|
|
|
NET ASSETS
|
|
17,745,904
|
15,721,510
|
|
|
|
|
EQUITY
|
|
|
|
Contributed
equity
|
10
|
89,969,344
|
85,917,513
|
Reserves
|
11
|
10,950,676
|
10,980,202
|
Accumulated
losses
|
|
(83,174,116)
|
(81,176,205)
|
TOTAL
EQUITY
|
|
17,745,904
|
15,721,510
|
The above
Consolidated Statement of Financial Position should be read in
conjunction with the accompanying notes.
CONSOLIDATED STATEMENT OF CHANGES IN
EQUITY
FOR THE HALF-YEAR ENDED 31 DECEMBER
2023
|
Contributed
Equity
|
Share-based Payments
Reserve
|
Foreign Currency Translation
Reserve
|
Other
Equity
|
Accumulated
Losses
|
Total
Equity
|
|
$
|
$
|
$
|
$
|
$
|
$
|
|
|
|
|
|
|
|
Balance at 1 July 2023
|
85,917,513
|
4,583,192
|
189,517
|
6,207,493
|
(81,176,205)
|
15,721,510
|
Net loss
for the period
|
-
|
-
|
-
|
-
|
(1,997,911)
|
(1,997,911)
|
Other comprehensive income
for the half-year
|
|
|
|
|
|
|
Exchange
differences on translation of foreign operations
|
-
|
-
|
(7,127)
|
-
|
-
|
(7,127)
|
Total comprehensive loss for
the period
|
-
|
-
|
(7,127)
|
-
|
(1,997,911)
|
(2,005,038)
|
Issue of
shares
|
4,163,600
|
-
|
-
|
-
|
-
|
4,163,600
|
Share issue
costs
|
(176,509)
|
-
|
-
|
-
|
-
|
(176,509)
|
Transfer
from share-based payment reserve
|
64,740
|
(64,740)
|
-
|
-
|
-
|
-
|
Recognition
of share-based payments
|
-
|
42,341
|
-
|
-
|
-
|
42,341
|
Balance at 31 December 2023
|
89,969,344
|
4,560,793
|
182,390
|
6,207,493
|
(83,174,116)
|
17,745,904
|
|
|
|
|
|
|
|
Balance at 1 July 2022
|
78,410,052
|
4,558,339
|
287,891
|
6,207,493
|
(77,651,359)
|
11,812,416
|
Net loss
for the period
|
-
|
-
|
-
|
-
|
(1,432,272)
|
(1,432,272)
|
Other comprehensive income
for the half-year
|
|
|
|
|
|
|
Exchange
differences on translation of foreign operations
|
-
|
-
|
(50,479)
|
-
|
-
|
(50,479)
|
Total comprehensive loss for
the period
|
-
|
-
|
(50,479)
|
-
|
(1,432,272)
|
(1,482,751)
|
Balance at 31 December
2022
|
78,410,052
|
4,558,339
|
237,412
|
6,207,493
|
(79,083,631)
|
10,329,665
|
The above
Consolidated Statement of Changes in Equity should be read in
conjunction with the accompanying notes.
CONSOLIDATED STATEMENT OF CASH
FLOWS
FOR THE HALF-YEAR ENDED 31 DECEMBER
2023
|
|
Half-Year Ended
31 December 2023
$
|
Half-Year Ended
31 December 2022
$
|
|
|
|
|
Cash flows from operating
activities
|
|
|
|
Payments to
suppliers and employees
|
|
(2,139,190)
|
(1,481,931)
|
Proceeds
from property lease and gas sales
|
|
2,675
|
92,114
|
Interest
revenue from third
parties
|
|
254,435
|
28,936
|
Net cash outflow from
operating activities
|
|
(1,882,080)
|
(1,360,881)
|
|
|
|
|
Cash flows from investing
activities
|
|
|
|
Payments
for property, plant and equipment
|
|
(2,244)
|
-
|
Payments
for arbitration related expenses
|
|
-
|
(1,316,530)
|
Payments
for exploration and expenditure
|
|
(1,322,446)
|
(1,897,634)
|
Net cash outflow from
investing activities
|
|
(1,324,690)
|
(3,214,164)
|
|
|
|
|
Cash flows from financing
activities
|
|
|
|
Proceeds
from issue of shares
|
|
4,163,600
|
-
|
Payments
for share issue costs
|
|
(153,528)
|
-
|
Receipts
from arbitration funding
|
|
-
|
1,187,056
|
Payments
for lease liabilities
|
|
(159,710)
|
(144,300)
|
Net cash inflow from
financing activities
|
|
3,850,362
|
1,042,756
|
|
|
|
|
Net
increase/(decrease) in cash and cash equivalents
|
|
643,592
|
(3,532,289)
|
Cash and
cash equivalents at the beginning of the period
|
|
8,674,728
|
6,106,847
|
Cash and cash equivalents at
the end of the period
|
|
9,318,320
|
2,574,558
|
The above
Consolidated Statement of Cash Flows should be read in conjunction
with the accompanying notes.
CONDENSED NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE HALF-YEAR ENDED 31 DECEMBER
2023
1.
SUMMARY OF MATERIAL ACCOUNTING
POLICIES
(a)
Statement of Compliance
The interim consolidated financial
statements of the Group for the half-year ended 31 December 2023
were authorised for issue in accordance with the resolution of the
Directors.
This general purpose financial
report for the interim half-year reporting period ended 31 December
2023 has been prepared in accordance with Accounting Standard AASB
134 Interim Financial Reporting and the Corporations Act 2001.
This interim financial report does
not include all the notes of the type normally included in an
annual financial report. Accordingly, this report is to be
read in conjunction with the annual report of GreenX Metals Limited
for the year ended 30 June 2023 and any public announcements made
by the Company and its controlled entities during the interim
reporting period in accordance with the continuous disclosure
requirements of the Corporations
Act 2001.
2.
BASIS OF PREPARATION AND CHANGES TO THE GROUP'S
ACCOUNTING POLICIES
(a)
Basis of Preparation of Half-Year Financial
Report
The consolidated financial
statements have been prepared on the basis of historical cost. Cost
is based on the fair values of the consideration given in exchange
for assets. All amounts are presented in Australian dollars. The
financial statements have been prepared on the going concern basis,
which contemplates the continuity of normal business activity and
the realisation of assets and the settlement of liabilities in the
normal course of business.
The Group has updated the
classification of expenses to make the Statement of Profit or Loss
and other Comprehensive Income more relevant to users of the
financial report. This has resulted in the reclassification of some
items in the prior period, however, has not impacted the reported
loss for the period. The Group has also
updated the classification of the Ordinary Shares relating to the
calculation for basic and diluted earnings per share (EPS) for the
prior period, this has resulted in an updated EPS. The update was
made to ensure EPS is more relevant to users of the financial
report.
(b)
New Standards, interpretations and amendments
thereof, adopted by the Group
The accounting policies and methods
of computation adopted in the preparation of the consolidated
half-year financial report are consistent with those adopted and
disclosed in the company's annual financial report for the year
ended 30 June 2023 and the comparative interim period, other than
as detailed below.
In the current period, the Group has
adopted all of the new and revised Standards and Interpretations
issued by the Australian Accounting Standards Board (the
AASB) that are relevant to
its operations and effective for annual reporting periods beginning
on or after 1 July 2023.
New and revised Standards and
amendments thereof and Interpretations effective for the current
half-year that are relevant to the Group include:
·
AASB 2020-3 Amendment to AASB 9 - Test for
Derecognition of Financial Liabilities
·
Conceptual Framework and Financial
Reporting
The Group has not early adopted any
other standard, interpretation or amendment that has been issued
but is not yet effective.
(c)
Issued standards and interpretations not early
adopted
Australian Accounting Standards and
Interpretations that have recently been issued or amended but are
not yet effective have not been adopted by the Company for the
reporting period ended 31 December 2023. Those which may be
relevant to the Company are set out in the table below, but these
are not expected to have any significant impact on the Company's
financial statements:
Standard/Interpretation
|
Application Date of
Standard
|
Application Date for
Company
|
AASB 2020-1
Amendments to Australian Accounting Standards - Classification of
Liabilities as Current or Non-Current
|
1 January
2024
|
1 July
2024
|
AASB
2021-7(a-c) Amendments to
Australian Accounting Standards - Effective Date of Amendments to
AASB 10 and AASB 128 and Editorial Corrections
|
1 January
2025
|
1 July
2025
|
3.
SEGMENT INFORMATION
AASB 8 requires operating segments
to be identified on the basis of internal reports about components
of the Consolidated Entity that are regularly reviewed by the chief
operating decision maker in order to allocate resources to the
segment and to assess its performance.
The Consolidated Entity operates in
one segment, being mineral exploration. This is the basis on which
internal reports are provided to the Chief Executive Officer for
assessing performance and determining the allocation of resources
within the Consolidated Entity.
|
|
Half-Year ended
31 December 2023
$
|
Half-Year ended
31 December 2022
$
|
4.
REVENUE AND OTHER INCOME
|
|
|
|
(a)
Revenue
|
|
|
|
Interest
Income
|
|
249,546
|
27,901
|
Gas and
property lease revenue
|
|
2,675
|
133,484
|
|
|
252,221
|
161,385
|
(b)
Other income
|
|
|
|
Arbitration
finance facility income
|
|
404,858
|
4,795,937
|
|
|
404,858
|
4,795,937
|
|
|
|
|
|
|
31 December 2023
$
|
30 June 2023
$
|
5.
TRADE AND OTHER RECEIVABLES
|
|
|
|
Trade
receivables
|
|
24,214
|
46,076
|
Arbitration finance facility
receivable
|
|
-
|
9,590
|
Interest receivable
|
|
17,621
|
22,458
|
Deposits/prepayments
|
|
1,558
|
2,932
|
GST and
other receivables
|
|
219,441
|
122,496
|
|
|
262,834
|
203,552
|
|
Arctic Rift Copper
Project
$
|
Eleonore North Gold
Project
$
|
Total
|
6.
EXPLORATION AND EVALUATION ASSETS
|
|
|
|
Carrying
amount at 1 July 2023
|
7,750,883
|
-
|
7,750,883
|
ARC Earn-in
expenditure2
|
14,871
|
-
|
14,871
|
ELN work program
expenditure3
|
-
|
1,218,845
|
1,218,845
|
Carrying amount at 31
December 20231
|
7,765,754
|
1,218,845
|
8,984,599
|
Note:
1
The ultimate recoupment of costs carried forward for exploration
and evaluation is dependent on the successful development and
commercial exploitation or sale of the respective areas of
interest.
2
GreenX will earn an interest of up 80% in ARC
through an EIA between Mineral Investment Pty Ltd ("MIPL"), a wholly owned subsidiary of
the Company. Other key terms of the EIA are
included in the 2023 annual report.
3
In July 2023, GreenX entered into an Option
Agreement with Greenfields to acquire up to 100% of ELN. The option
to acquire ELN vested once GreenX spent a minimum A$600,000 on an
agreed work exploration program at ELN with results from the
program expected in the coming months. The option to acquire ELN
expires on 30 June 2024.
|
Plant and
equipment
|
Right-of-use
assets
|
Total
|
|
$
|
$
|
$
|
7.
PROPERTY, PLANT AND EQUIPMENT
|
|
|
|
Carrying amount at 1 July
2023
|
582,720
|
536,492
|
1,119,212
|
Additions
|
2,244
|
-
|
2,244
|
Depreciation and
amortisation
|
(152,202)
|
(131,190)
|
(283,392)
|
Carrying amount at 31 December 2023
|
432,762
|
405,302
|
838,064
|
- at cost
|
1,231,258
|
1,487,519
|
2,720,837
|
- accumulated depreciation and
amortisation
|
(798,496)
|
(1,082,217)
|
(1,882,773)
|
|
|
31 December 2023
$
|
30 June 2023
$
|
8.
OTHER FINANCIAL LIABILITIES
|
|
|
|
(a)
Current:
|
|
|
|
Lease
liability1
|
|
285,006
|
281,443
|
|
|
|
|
(b)
Non-Current:
|
|
|
|
Lease
liability1
|
|
152,954
|
300,897
|
Note:
1
The Company has a lease agreement for the rental
of a property. Refer to Note 7 for the carrying amount of the right
of use asset relating to the lease. The following are amounts
recognised in the Statement of Profit and Loss: (i) amortisation
expense of right of use asset $131,190 (31 December 2022:
$131,190); (ii) interest expense on lease liabilities of $18,594
(31 December 2022: $25,193); and (iii) rent expense of $116,504 (31
December 2022: $108,873).
|
|
31 December 2023
$
|
30 June 2023
$
|
9.
PROVISIONS
|
|
|
|
(a)
Current Provisions:
|
|
|
|
Provisions
for the protection against mining damage at
Debiensko1
|
|
417,578
|
390,841
|
Provision
for closure of gas project2
|
|
33,903
|
54,336
|
Annual
leave provision
|
|
6,605
|
5,680
|
|
|
458,086
|
450,857
|
|
|
|
|
(b)
Non-Current Provisions:
|
|
|
|
Provisions
for the protection against mining damage at
Debiensko1
|
|
195,865
|
210,399
|
|
|
195,865
|
210,399
|
Note:
1
As Debiensko was previously an operating mine, the
Group has provided for the pay out of mining land damages to
surrounding land owners who have made a legitimate legal claim
under Polish law.
2
In the prior period, the Company completed the sale of the Kaczyce
1 licence infrastructure to a third party following the expiry of
the licence.
|
Note
|
31 December 2023
$
|
30 June 2023
$
|
10.
CONTRIBUTED EQUITY
|
|
|
|
(a)
Issued and Unissued Capital
|
|
|
|
273,478,939
(30 June 2023: 267,674,439) fully paid ordinary shares
|
10(b)
|
87,369,332
|
83,317,501
|
Loan Note 2
exchangeable into fully paid ordinary shares at $0.46 per share,
net of transaction costs1
|
|
2,600,012
|
2,600,012
|
Total Contributed
Equity
|
|
89,969,344
|
85,917,513
|
Note:
1
On 2 July 2017, GreenX and CD Capital completed an
investment of US$2.0 million (A$2.6 million) in the form of the
non-redeemable, non-interest-bearing convertible Loan Note 2. The
Loan Note 2 is convertible into ordinary shares of GreenX at an
issue price of A$0.46 per share and is accounted for as equity (in
full). Other key terms of the Loan Note 2 are included in the 2023
annual report.
(b)
Movements in fully paid ordinary shares during the past six
months
Date
|
Details
|
Number of Ordinary
Shares
|
$
|
|
|
|
|
1
Jul 23
|
Opening balance
|
267,674,439
|
83,317,501
|
21 Jul 2023
|
Issue of placing shares
|
5,204,500
|
4,163,600
|
1 Nov 2023
|
Exercise of $0.45 incentive options
(cashless)
|
600,000
|
-
|
Jul 23 to Dec 23
|
Transfer from share-based payment
reserve upon exercise of options
|
-
|
64,740
|
Jul 23 to Dec 23
|
Share issue costs
|
-
|
(176,509)
|
31
Dec 23
|
Closing balance
|
273,478,939
|
87,369,332
|
|
|
|
|
1 Jul 22
|
Opening balance
|
253,620,464
|
75,810,040
|
14 Mar 2023
|
Issue of placing shares
|
14,053,975
|
7,729,686
|
Jul 22 to Jun 23
|
Share issue costs
|
-
|
(222,225)
|
30 Jun 23
|
Closing balance
|
267,674,439
|
83,317,501
|
|
Note
|
31 December 2023
$
|
30 June 2023
$
|
11.
RESERVES
|
|
|
|
Share-based
payments reserve
|
11(a)
|
4,560,793
|
4,583,192
|
Foreign
currency translation reserve
|
|
182,390
|
189,517
|
Other
equity reserve
|
|
6,207,493
|
6,207,493
|
|
|
10,950,676
|
10,980,202
|
(a)
Movements in share-based payments reserve during the past six
months
Date
|
Details
|
Number of
Incentive Options
|
Number of Performance
Rights
|
$
|
|
|
|
|
|
1
Jul 2023
|
Opening balance
|
10,900,000
|
11,000,000
|
4,583,192
|
30 Oct 2023
|
Exercise of $0.45 incentive options
(cashless)
|
(600,000)
|
-
|
(64,740)
|
Jul 23 to Dec 23
|
Share-based payments
expense
|
-
|
-
|
42,341
|
31
Dec 2023
|
Closing balance
|
10,300,000
|
11,000,000
|
4,560,793
|
|
|
|
|
|
1 Jul 2022
|
Opening balance
|
10,750,000
|
11,000,000
|
4,558,339
|
15 Mar 2023
|
Issue of Incentive
Options
|
150,000
|
-
|
-
|
Jul 22 to Jun 23
|
Share-based payments
expense
|
-
|
-
|
24,853
|
30 Jun 2023
|
Closing balance
|
10,900,000
|
11,000,000
|
4,583,192
|
12.
CONTINGENT ASSETS AND LIABILITIES
There have been no changes to
contingent assets or liabilities since the date of the last annual
report which relate to the arbitration Claim against the Republic
of Poland and the associated LFA with LCM. Please refer to the 2023
annual report for further details.
13.
COMMITMENTS
To secure the services of the
Greenfields exploration team in relation to the ARC and ELN
projects, GreenX will pay a services fee of approximately $59,500
per month to 30 June 2024.
14.
FINANCIAL INSTRUMENTS
The Group's financial assets and
liabilities, which comprise of cash and cash equivalents, trade and
other receivables, trade and other payables and other financial
liabilities, may be impacted by foreign exchange movements. At 31
December 2023 and 30 June 2023, the carrying value of the Group's
financial assets and liabilities approximate their fair
value.
15.
DIVIDENDS PAID OR PROVIDED FOR
No dividend has been paid or
provided for during the half-year (31 December 2022:
nil).
16.
SIGNIFICANT EVENTS AFTER THE REPORTING
PERIOD
There were no significant events
occurring after balance date requiring disclosure.
AUDITOR'S INDEPENDENCE
DECLARATION
INDEPENDENT AUDITOR'S REVIEW
REPORT