June 2025 Annual Report
Annual Report
For the year ended 30 June 2025
Manuka Resources Ltd
ABN 80 611 963 225
Manuka Resources Ltd
For the year ended 30 June 2025
CORPORATE DIRECTORY
Directors
Dennis Karp – Executive Chairman
Alan J Eggers – Executive Director
John Seton – Non-Executive Director
Key Management
Haydn Lynch – Chief Operating Officer
Company Secretary
Eryn Kestel
Registered Office
Level 4, Grafton Bond Building
201 Kent Street
Sydney NSW 2000
www.manukaresources.com.au
Lawyers
K&L Gates
Level 31, 1 O’Connell Street
Sydney NSW 2000
Auditor
RSM Australia Partners
Level 7, 1 Martin Place
Sydney NSW 2000
Share Registry
Automic Group Pty Ltd
Level 5, 126 Phillip Street
Sydney NSW 2000
Stock Exchange Listing
Manuka Resources Limited shares
(Code: MKR) are listed on the
Australian Securities Exchange and
the New Zealand Stock Exchange.
Manuka Resources Ltd
For the year ended 30 June 2025
Contents
Page
Executive Chairman’s Report 1
Review of Operations 3
Mineral Resources and Ore Reserves Statement 17
Directors’ Report 22
Auditor’s Independence Declaration 36
Consolidated Statement of Profit or Loss and Other Comprehensive Income 37
Consolidated Statement of Financial Position 38
Consolidated Statement of Changes in Equity 40
Consolidated Statement of Cash Flows 41
Notes to the Financial Statements 42
Consolidated Entity Disclosure Statement 80
Directors’ Declaration 81
Independent Auditor’s Report 82
ASX Additional Information 86
Manuka Resources Ltd
For the year ended 30 June 2025
1 | Page
Executive Chairman’s Report
WAITING ON FAST-TRACK, WHILE WORKING TOWARDS THE RESTART OF SILVER PRODUCTION
Fellow Shareholders,
This Annual Report addresses the Company’s performance for the 2024-25 financial year and marks
our fifth year since listing on the ASX.
While on the one hand it has been the first year in the past five years, during which the Company did
not produce either gold or silver, it has also been a year of significant corporate progress in all three
of our key projects. Our three key projects are our two precious metals projects in the Cobar Basin,
Central West NSW, and the Taranaki VTM Project off the west coast of the North Island of New Zealand.
It is important to note that Manuka Resources is the 100% owner of all three.
The corporate progress I refer to, includes the significant reserve upgrades at the Wonawinta Silver
Project and at Mt Boppy Gold, as well as the commencement of our Fast-Track application process in
New Zealand, marked by the appointment of the relevant panel considering our matter, which at time
of writing has commenced hearings of our Taranaki VTM Project application.
We released a 10-year production plan based on our silver and gold assets located in the prolific Cobar
Basin
1
. The Wonawinta Production Target comprises the mining and processing of 10.7Mt containing
19.2Moz of silver plus gold credits.
The capital expenditure required to bring the Wonawinta processing plant back into production in Q1
2026 is estimated to be A$18.9M. At an assumed silver price of A$50/oz and average All-In Sustaining
Cost of A$35/oz, the project delivers an average EBITDA of A$22M per annum at an IRR of 109% and
NPV
8
of A$101M
2
.
Sensitivity analysis has shown that for every 10% increase in the silver price above the assumed
A$50/oz, Project NPV increases by A$43M
2
. Silver is currently trading at ~A$66/oz (32% above the
assumed price).
In addition to the Wonawinta Production Target, Manuka also released a Maiden Mt Boppy Open Pit
Probable Gold Reserve of 290kt at 4.2g/t Au containing approximately 39,000oz gold
2
. Upon execution,
the Open Pit cutback would add NPV
8
of A$43.2M to the Wonawinta Production Target at an assumed
gold price of A$5,000/oz. Gold is currently priced at A$5,700/oz.
Both these projects are targeting production restarts during the 2025-26 financial year.
Our New Zealand subsidiary, Trans-Tasman Resources Limited (TTR), has made exceptional progress
with its 100% owned Taranaki VTM Project, a world-class vanadium-rich titanomagnetite iron sands
resource located offshore in the South Taranaki Bight (south-west coast of the North Island, New
Zealand). The project has cleared key regulatory hurdles under New Zealand’s Fast-Track Approvals
Act 2024 and is now under expert panel review. The panel guidance noted approximately 100
workdays were required for panel hearings, and a decision is anticipated by late Q1 2026.
1
ASX Release 30 May 2025
2
ASX Release 5 August 2025
Manuka Resources Ltd
For the year ended 30 June 2025
Executive Chairman’s Report (cont’d)
2 | Page
We released an updated Pre-Feasibility Study and Economic Impact Assessment earlier this financial
year
3
, which once again highlighted the project's robust economics: a post-tax NPV
10
of US$1.26 billion,
IRR of 39%, and average annual EBITDA of US$312 million.
The project is forecast to generate NZ$854 million in annual export revenue, positioning it among
New Zealand’s top 12 exporters and contributing significantly to the Government’s goal of doubling
mineral export earnings by 2035.
Moving into FY2026, Manuka Resources is well-positioned to capitalise on the growing demand for
its precious and critical minerals. Our three-project asset base and emerging production pipeline in
both gold and silver, provides a solid foundation for cashflow generation for the next ten years.
On behalf of the Board, I thank our shareholders for their continued support during what was a
difficult year, financially. We remain committed to our portfolio of assets and remain convinced that
the commodities within will deliver substantial market returns in the years that follow.
Thank you for your continued support.
Dennis Karp
Executive Chair
3
ASX Release 26 March 2025
Manuka Resources Ltd
For the year ended 30 June 2025
3 | Page
Review of Operations
COMPANY PROFILE AND OPERATIONAL OVERVIEW
Manuka Resources Ltd (“Manuka” or “the Company”) owns the Mt Boppy Gold and Wonawinta Silver
Mines within 2 separate tenement packages in the Cobar basin, western NSW. The Company has
continued to optimise strategic growth and production opportunities. The Wonawinta Metallurgical
Plant is a valuable asset, and to date has been used for a combination of gold production (Mt Boppy
open pit April 2020-Nov 2021; Mt Boppy stockpile and dump retreatment May – Dec 2023) as well as
silver production from metallurgical test work trials on Wonawinta stockpiles between May and
October 2022. The purpose of the silver trial project was to optimise the metallurgical process to be
used for the recovery of Wonawinta silver from the ore sources comprising the mining licence, as well
as increasing the plant capacity. Both objectives were realised, and the project was brought to an
earlier close than originally planned due to factors beyond our control.
During the financial period, on the back of improved gold and silver metal prices, the Company has
reassessed reopening both the Wonawinta silver and the Mt Boppy gold mines, with a view to
centralising ore processing at the Wonawinta metallurgical plant. To this end, Ore reserve estimations,
inclusive of open pit optimisation and updated Capital and Operating estimates, have been completed
and have provided assurance to the viability of recapitalising and turning these assets to account.
Due to the care and maintenance status of the Wonawinta and Mt Boppy mining projects, exploration
activities have been significantly scaled back. Operational focus has shifted toward maintaining site
integrity, ensuring regulatory compliance, and preserving assets for future recommencement.
Metallurgical sampling and test-work was undertaken on Mt Boppy surface dump material and tailings
to advance retreatment options. The work at Mt Boppy is incomplete, with further grind and flotation
studies outstanding on the circa 800kt tailings. At Wonawinta metallurgical tests were undertaken on
available drilling intersections as part of the reassessment of modifying the front-end flow process of
the Wonawinta metallurgical plant to deal with high clay content silver.
Exploration and open pit evaluation drill programmes were completed for the Mt Boppy open pit,
Pipeline Ridge gold (+/- base metals). Mineral resource conversion drilling on the strike extensions of
Wonawinta silver mineralisation has been planned.
The Company’s wholly owned subsidiary TTR, advanced permitting and regulatory permissions during
the year. TTR hosts a significant shallow offshore iron sands and vanadium project offshore in the
South Taranaki Bight (STB) of New Zealand. The Project is at the Bankable Feasibility Study (BFS) stage,
has a granted Mining Permit and has been accepted as a priority development project under NZ’s ‘Fast
Track’ consenting legislation for its final approvals to operate. Final government approvals for the
project will trigger commencement of final detailed engineering and capital costings. Once developed
the TTR project would be a major export earner for New Zealand and a significant employer in the local
community producing an iron ore concentrate with significant vanadium co-product required for high
grade steel alloys and with increasing application in large-scale battery storage technologies.
BACKGROUND
Manuka is an Australian mining and exploration company located in the Cobar Basin, central west New
South Wales. It is the 100% owner of two fully permitted mining projects, one gold and one silver, both
within the Cobar Basin as well as a world class pre-development vanadium rich iron sands project
situated in the South Taranaki Bight of New Zealand. Included in the asset portfolio is the following:
Manuka Resources Ltd
For the year ended 30 June 2025
Review of Operations (cont’d)
4 | Page
The Mt Boppy Gold mine and neighbouring tenements
Operations at the Mt Boppy project were halted in Q1 2024, as the Company determined that
either locating a plant on-site at Mt Boppy or assessing blending ore with silver production at
Wonawinta was a precursor to continuing the future mining operations. The plan has been advanced
in during the financial period, and operations are expected to commence during 2026. Ore reserve
estimations have been completed during the year on the Mt Boppy open pit and the surface stockpile
and screened dump material.
The Wonawinta silver project, with mine, processing plant and neighbouring tenements
The Wonawinta processing plant recommenced silver production in March 2022 in the form of a trial
operation on existing silver oxide stockpiles. This trial ceased around eight months later with the
results feeding into the ongoing mine planning for the opening up of new pits on the mining lease and
potential re-entry into existing pits. The significant gains in the silver price over the last 18 months
prompted an updated estimation of the Ore reserves at Wonawinta. This work significantly detailed
front end metallurgical plant modifications (deslime circuit) that have underpinned the viability of
reopening the mine.
Highly prospective Au and Ag-Cu-Pb-Zn exploration targets on its ~1150km
2
tenement portfolio in the
Cobar Basin
The Taranaki VTM Project, South Taranaki Bight, New Zealand
Completion of the BFS on the Taranaki VTM (vanadiferous titanomagnetite) Project once our
application for final marine consents to operate under the New Zealand government’s Fast-Track
Approvals Act 2024 have been decided. The expert panel assessment is now underway with the final
decision set for mid-March 2026.
THE MT BOPPY GOLD PROJECT
Operations
Manuka’s first phase of open pit production at Mt Boppy finished in early 2022
4
. No mining or material
movement operations were conducted after that date until Q2 of CY2023 when bulk sampling of
previously classified barren overburden material was conducted. The screened product was processed
at Wonawinta from May – Dec 2023. The operation was placed on Care and Maintenance at this
juncture till more Sonic evaluation and metallurgical test work was undertaken to assess the viability
of capitalising a metallurgical facility at Mt Boppy.
During 2024-2025 the Company undertook Ore reserve studies on:
- the Mt Boppy surface stockpiles;
- selected areas of the Main waste dump; and
- re-opening the Mt Boppy open pit, including a detailed re-optimisation and mine plan designed
for that operation.
The company is forecasting around four – five years of project life based on the treatment of circa
13kt/mth of Mt Boppy gold ore through the Wonawinta processing facility and incremental to the
ongoing Wonawinta silver production.
4
ASX release 8 March 2022
Manuka Resources Ltd
For the year ended 30 June 2025
Review of Operations (cont’d)
5 | Page
Regional Geology
Mount Boppy is hosted within Devonian-age (circa 420-390Myr) sedimentary and volcanic rocks of the
Canbelego-Mineral Hill Rift Zone. Mineralisation occurs largely in brecciated and silicified fine-grained
sediments of the Baledmund Formation, within and adjacent to a faulted contact with older
Girilambone Group sedimentary rocks. Lodes strike approximately north-south and dip steeply west,
although the widest zone of mineralisation is related to slightly shallower dips. Gold mineralisation is
fine-grained and commonly associated with coarse grained iron rich sphalerite. Section 7.2 of the
Independent Technical Report discusses the local geology of the project area
5
.
Tenements
The Mt Boppy Gold Project (which comprises three granted mining leases, four gold leases, and one
exploration licence (which together cover an area in excess of approximately 210 km2)) is located
approximately 46 km east of Cobar, on the eastern side of the highly prospective and metalliferous
Cobar Basin. The Company owns (via its wholly owned subsidiary, Mt Boppy Resources P/L) 100% of
the below exploration, gold and mining leases.
(Table 1 – Tenements Mt Boppy)
(Figure 1 - Tenements - Mt Boppy Gold Project)
5
See Prospectus dated 22 May 2020, ASX release 10 July 2020
Manuka Resources Ltd
For the year ended 30 June 2025
Review of Operations (cont’d)
6 | Page
THE WONAWINTA SILVER PROJECT
The Company has title to the pastoral lease for “Manuka”, which holds the Wonawinta Silver Project.
The Manuka pastoral lease is connected to the low voltage rural power network and contains useful
infrastructure namely a homestead, internet satellite connection and an airstrip.
Operations
The Company completed the trial phase of silver oxide stockpile processing in February 2023
6
. The
results from this trial have been used to better inform
the modifications to the Wonawinta
Metallurgical plant necessary for opening up new clay-rich pits on the Wonawinta silver project. During
this phase of operations, it was found that silver species in the oxide material was present in two broad
size fractions. Modifications were made to the front-end material handling circuit to introduce the
smaller ball mill and incorporate a trommel in the flowsheet (deslime circuit) to process the finer
fractions which held a significant proportion of silver.
This trial phase was designed to highlight to the operational team any potential issues that may be
encountered in a full mining operation and has provided the company with valuable data in relation to
risks and potential mitigants. Ongoing analysis of the various test work campaigns has vindicated
modifying the front end of the Wonawinta metallurgical plant with a desliming section prior to milling.
The plant capacity for the processing of silver grading ores and materials was increased to ~1Mt/yr
(previously 850,000t/yr).
Another outcome from the trial processing was the presence of small amounts of gold detected in the
silver concentrates on smelting, yielding an average of 15% of the total payables received from the
refinery from silver shipments.
Regional Geology
The Cobar Basin is located in central-west New South Wales, approximately 700 km north-west of
Sydney. It is a complex metallogenic system containing numerous mineral deposits. “Cobar-style”
mineral deposits comprise a unique class of large and commonly high-grade base and precious metal
deposits hosted by marine sediments. They typically have great vertical extent but only a small surface
footprint.
Tenements
The Company directly owns 100% of the interests in the Tenements detailed in the following table:
6
ASX release 28 April 2023 – March Quarterly
Manuka Resources Ltd
For the year ended 30 June 2025
Review of Operations (cont’d)
7 | Page
(Table 2 – Tenements Wonawinta)
Manuka Resources Ltd
For the year ended 30 June 2025
Review of Operations (cont’d)
8 | Page
(Figure 2 - Tenements of Wonawinta Silver Project)
(Figure 3 – Existing mine infrastructure with mineral resource outline in ML 1659)
STRATEGY AND DEVELOPMENT PLANS
During the 2022-2023 financial year, as the trial silver phase wound down, a program of bulk sampling
on previously classified barren overburden at Mt Boppy from both the ROM area and the western
waste dump was initiated. This bulk sampling program was able to produce a gold bearing product of
approximately 1.8 g/t from a sub 12mm fraction derived from a simple rotating screen. These positive
sampling results gave the company confidence to begin larger scale production utilising a McCloskey
R155 triple deck screen to produce a sub 12mm and plus 12 sub 22mm product fractions.
Approximately 80% of the gold is contained in the sub 22mm fraction, and this size fraction was used
as the ore feed to the Wonawinta plant from June 2023 to December 2023. The Wonawinta plant was
recommissioned for this phase of gold processing in June 2023 and required only minor modifications
Manuka Resources Ltd
For the year ended 30 June 2025
Review of Operations (cont’d)
9 | Page
from its previous phase of leaching silver from the oxide stockpiles. Operations were stopped during
December 2023 to enable the sonic drill evaluation of the main rock dump to provide grade and ROM
feed evaluation data.
As mentioned above, the Company produced gold from screening rock dump and tailings material at
the Mt Boppy ROM from June to December 2023. Bulk sample and sonic drilling evaluation has
continued and has significantly progressed evaluation of the Mt Boppy main waste rock dump, and the
low-grade rock dump and tailings at the TSF3 impoundment
7
. As at the end of June 2024, a total of
263,667t of waste and ROM material has been screened. This has generated a total of 175,196t
screened material which is <22mm (68.3% of total material). The grade of the -22mm screened
material produced to date is consistent with initial expectations (1.7 - 1.8g/t Au). Current evaluation
shows the processing of these areas together with processing of the existing open pit to be a viable
operational option, subject to capitalising a stand-alone modular gold recovery plant at Mt. Boppy and
sustaining a 4+ year LOM. The Company has released an updated Mineral Resources Estimate (MRE)
over the rock dump, the tailings, the Mt Boppy ROM and the Mt Boppy Main waste dump (previously
classified barren overburden areas
8
).
The company also continues to evaluate proximal and near-term silver and base metals processing
opportunities which take advantage of the strategic location of the Wonawinta processing plant. This
includes the potential reconfiguration of the existing flowsheet to process sulphide ore through a
flotation circuit.
The Mt Boppy gold mine (existing open pit) is also undergoing evaluation for a second phase of open
cut mining to extract the current in pit gold resource. This would involve a phased cut back on the
western wall of the current pit (Figure 4). Deeper extensions are to be tested by RC and diamond
drilling proximal to the pit and along strike to the south.
7
ASX release dated 25 August 2023
8
ASX release dated 25 August 2023
Manuka Resources Ltd
For the year ended 30 June 2025
Review of Operations (cont’d)
10 | Page
Figure 4: Mt Boppy current infrastructure and planned mine development
Exploration Strategy and Overview
The Company’s exploration strategy to date has focussed on near mine targets at both Mt Boppy and
Wonawinta to develop resources close to existing operations. The Strategic Review completed during
January 2023 continued to be advanced during 2024-2025 enables ranking of gold and base metal
targets with the emphasis on turning to account (Figure 5). Specifically, the Company now understands
the benefits of fully utilising the Wonawinta CIL metallurgical facility. To this end the higher gold price
(~$A4,500-5,000/Au oz) provides the opportunity to profitably augment Wonawinta silver production
with incremental gold ore from Mt Boppy and potentially Pipeline Ridge (under evaluation).
Manuka Resources Ltd
For the year ended 30 June 2025
Review of Operations (cont’d)
11 | Page
(Figure 5: MKR Resource Triangle, 30 June 2025)
The Company has continued reviewing and integrating previous exploration and public domain
geoscience datasets. Detailed geophysical reviews completed during 2023 on the Canbelego and
Wonawinta tenements have been integrated into ongoing prospectivity analyses of both tenement
packages. Studies on the structural and lithological controls of mineralisation at both mine sites is in
progress.
On the Canbelego tenements (EL5842 and Mt Boppy ML’s, Figure 6) the priority exploration and
development targets remain unchanged, including the Mt Boppy selective dump material evaluation,
the Pipeline Ridge (Au-Cu-Pb-Zn) opencast drill evaluation, the Mt Boppy Mine deep drilling and
extensions to the south for gold and base metal mineralised zones.
Manuka Resources Ltd
For the year ended 30 June 2025
Review of Operations (cont’d)
12 | Page
(Figure 6: Prospectivity analysis areas for Canbelego EL5482 and Mt Boppy ML’s showing existing
targets.
Wonawinta Project targets (Figure 7) include the Wonawinta ML1659 (Ag-Pb-Zn) and extensions on
EL7345, gold and base metal mineralisation on EL6302 (site of the historic 2g/t McKinnon’s gold mine)
and EL8498 (Guzzi Prospect), and EL6482 (De Nardi, Gundaroo Cu-Pb-Zn; Figure 8).
Manuka Resources Ltd
For the year ended 30 June 2025
Review of Operations (cont’d)
13 | Page
(Figure 7: Wonawinta and northern exploration targets)
Manuka Resources Ltd
For the year ended 30 June 2025
Review of Operations (cont’d)
14 | Page
(Figure 8 – Gold exploration targets in the McKinnons mine area, north of Wonawinta)
TARANAKI VTM PROJECT
Manuka holds a 100% interest in the Taranaki VTM Iron Sands Project via its wholly owned subsidiary
TTR. Located offshore in the South Taranaki Bight (STB), within New Zealand’s Exclusive Economic Zone
(EEZ), the project comprises a 3.2Bt vanadiferous titanomagnetite (VTM) iron ore resource
at 10.17%
Fe
2
O
3
, 0.05% V
2
O
5
(containing 1.6Mt V
2
O
5
) and 1.03% TiO
2
(Table 2)
9
, ranking it as one of the largest
drilled vanadium projects globally. Indicated Resources comprise 65.7% of the total Resources with the
balance being Inferred.
Table 2: Taranaki VTM Iron Sands Project Mineral Resource
Resource Bt Fe
2
O
3
(%) TiO
2
(%) V
2
O
5
(%)
Indicated 2.1 10.45 1.06 0.05
Inferred 1.1 9.64 0.99 0.04
Total 3.2 10.17 1.03 0.05
TTR has granted mineral mining permit MMP55581 within the EEZ containing 1.88Bt VTM resource
where the current PFS mine plan can deliver production of 5Mt export concentrates a year grading 56-
57%Fe, 0.5%V
2
O
5
and 8.5%TiO
2
. TTR’s adjoining mineral exploration permit, MEP54068 inside the
12Nm limit within the Coastal Management Area (CMA), contains a reported additional 1.29Bt VTM
iron sands resource.
9
ASX Announcement 1 March 2023
Manuka Resources Ltd
For the year ended 30 June 2025
Review of Operations (cont’d)
15 | Page
On 26 March 2025 Manuka release the 2025 Pre-feasibility Study (PFS)
10
and the NZIER Economic
Impact Assessment (EIA)
11
on 2 April 2025 for the Project.
The PFS and EIA outlined a robust economic business case underpinned by a 3.2Bt Resource (Table 2)
highlighted by operating costs of US$27.20/tonne concentrate, average annual EBITDA of US$312M
over a 20-year initial mine life and a post-tax NPV
10
of US$1.26B with an IRR of 39% based on an initial
capital investment of US$602M (NZ$1B) including US$84.4M contingency.
Based on these figures, the Project is forecast to:
Increase New Zealand’s annual GDP by NZ$265 million, create an estimated 1,635 new high value
jobs across the economy with 1,123 being in the Taranaki Whanganui region;
Generate total export earnings of NZ$854 million per annum (NZ$658 million Iron Ore and NZ$196
million vanadium pentoxide (V
2
O
5
)) and be one of New Zealand’s top 12 principal export earners;
and
Pay royalties of between NZ$36 million and NZ$54 million and contribute NZ$91 million and
NZ$136 million corporate tax per annum to the New Zealand Government.
Importantly, the Project will deliver substantial benefits to the Taranaki and Whanganui regions with
over 300 new full-time local jobs and NZ$238M per annum expenditure injected into the local economy
boosting Taranaki’s GDP by NZ$222 million.
The Project is one of national significance for New Zealand whose stated objective is to double mineral
export earnings from NZ$1.5B to NZ$3B per annum over the next decade. The Taranaki VTM Project is
forecast to generate NZ$854M revenue per annum representing over 50% of the targeted increase.
TTR’s Taranaki VTM Project is listed in Schedule 2 of the New Zealand Fast-track Approvals Act 2024
(Fast-track Act) to be considered by an expert panel for final approvals to develop. Schedule 2 projects,
including TTR’s, are considered to meet the Fast-track Act’s purpose including being projects of
regional or national significance.
TTR submitted its Fast-track Approvals (FTA) application on 15 April 2025
12
for consideration by an
expert panel whose members have relevant knowledge and expertise in mining projects, to consider
the approval of the Marine and Discharge Consents and apply any relevant operating conditions. The
FTA application has been accepted as complete on 15 May 2025 and handed to the Fast-track panel
conveners to appoint the expert panel to assess the application and set the timeframe for the final
decision.
The application number FTAA-2504-1048 includes the new pre-feasibility study (PFS), new JORC
mineral resource statement, metallurgical work on the recovery of critical minerals vanadium and
titanium, an economic impact assessment by NZIER, updated information assessing the project’s
effects on marine mammals, sea birds and the sediment plume created from returning de-ored iron
sands to the seafloor.
Fast track approval is subject to compliance with the EEZ Act that includes comprehensive
environmental safeguards to protect the STB environment and is not a shortcut to avoid environmental
best practice and compliance. TTR’s application includes 109 operating conditions and a set of
comprehensive management plans to ensure there are no adverse effects on the marine environment.
10
ASX Announcement 26 March 2025: Taranaki VTM Project Delivers Extremely Robust Pre-Feasibility Economics.
11
ASX Announcement 2 April 2025: Economic Impact Assessment Confirms the National Significance of the Taranaki VTM Project.
12
ASX Announcement 16 April 2025: Manuka subsidiary Trans-Tasman Resources Limited Lodges Fast Track Application for its Taranaki VTM Project.
Manuka Resources Ltd
For the year ended 30 June 2025
Review of Operations (cont’d)
16 | Page
New Zealand’s Critical Minerals List, the Minerals Strategy for New Zealand 2040 (released on 31
January 2025) and the GNS Report on the country’s potential economic mineral deposits (released in
August 2024) include vanadium and titanium and the offshore Taranaki VTM iron sand deposits in the
STB controlled 100% by TTR. The MBIE reports provide the government with insight and facts as to the
potential for the development of these mineral resources in New Zealand.
TTR’s Fast-track panel of five members has now been appointed to commence on 25 August 2025 and
given around 100 work-days to decide if the company should be granted the consents it seeks under
Fast-track Act with the panel decision due by 18 March 2025.
The Taranaki VTM Project will provide a huge economic boost in the Taranaki and Whanganui regions
specifically, as well as flow-on benefits for all of New Zealand.
This project has the potential to be a game changer for the region, providing local jobs and helping
turbo charge the regional economy whilst making a significant contribution to the government’s aim
to double minerals exports to $3 billion by 2035.
Manuka Resources Ltd
For the year ended 30 June 2025
17 | Page
Mineral Resources and Ore Reserves Statement
Total Measured, Indicated, and Inferred Resources as at 30 June 2025 were 2.6M tonnes @ 1.3g/t
Au containing 110Koz Au, and 49.6 M tonnes @ 39.5 g/t Ag containing 63Moz Ag (Table
1).Resources have remained static over the year, with the focus on restarting the Wonawinta Silver
and Mt Boppy Gold mines over exploration and Resource growth.
Table: Summary Mineral Resources as of 30 June 2024 and 30 June 2025
Key changes announced to Mineral Resources during the year were:
Re-evaluation of the Wonawinta Stockpiles for amenability to a modified de-sliming
metallurgical flow process;
Resource estimation of the Mt Boppy Stockpiles and surface dumps;
A restatement of the Mt Boppy Open pit 2022 MRE at a 1 g/t Au cut-off, which was basis for
the Ore Reserve estimation.
Details of the various gold ore sources supporting the Mineral Resource estimations are shown below.
Manuka Resources Ltd
For the year ended 30 June 2025
Mineral Resources and Ore Reserves Statements (cont’d)
18 | Page
Table: Mt Boppy Mineral Resource estimation by ore source and type 30 June 2025
Wonawinta Mineral Resource details are shown below.
Table: Wonawinta Mineral Resource estimation by ore source and type 30 June 2025
Manuka Resources Ltd
For the year ended 30 June 2025
Mineral Resources and Ore Reserves Statements (cont’d)
19 | Page
Total Gold Probable Ore Reserves as of 30 June 2025 were 0.55M tonnes @ 2.56g/t Au containing
46Koz Au. These are new Reserves that have been delineated and estimated during the year. Total
Silver Probable Ore Reserves derived from M & I resources were 6.2M tonnes @ 56/4 g/t Ag
containing 11.24M oz Ag.
Table : Summary Ore Reserves as of 30 June 2024 and 30 June 2025
Key changes announced to Ore Reserves during the year include:
Update of study parameters and revised open pit optimisation for the Wonawinta Silver Mine to
reflect current market conditions
Update of study parameters and open pit optimisation for the Mt Boppy Gold Mine to reflect
current market conditions
Release of updated Ore Reserves for Wonawinta Silver Mine and the Mt Boppy Gold Mine as
part of a consolidated Cobar Basin mine development programme.
Details of the Ore Reserves are shown below:
Manuka Resources Ltd
For the year ended 30 June 2025
Mineral Resources and Ore Reserves Statements (cont’d)
20 | Page
Notes on Resources:
Competent Person
The Mineral Resource Statement for Mt Boppy (Hard Rock) and Wonawinta Silver was estimated by the
Competent Person, Mr I. Taylor of Mining Associates Pty Ltd. The MRE for Mt Boppy (hard rock) was updated
by Manuka on 15
th
April 2024. The Mineral Resource was updated in July 2025 with a revised cut-off grade of
1.0 g/t Au for the Ore Reserve estimation. The MRE for Wonawinta has remained unchanged since 2021.
The Mineral Resource Statements for Mt Boppy Rock Dumps, Stockpiles, Tailings and Mt Boppy South were
estimated by the Competent Person, Mr P. Bentley of Manuka Resources Pty Ltd.
1. The preceding statements of Mineral Resources conforms to the ‘Australasian Code for
Reporting of Exploration Results Mineral Resources and Ore Reserves (JORC Code) 2012
Edition’.
2. All tonnages reported are dry metric tonnes.
3. Data is rounded to thousands of tonnes and thousands of ounces gold. Discrepancies in totals
may occur due to rounding.
4. Resources have been reported as open pit with varying cut-offs based off several factors
discussed in the corresponding Table 1 which can be found with the original ASX
announcements for each Resource.
5. Resources are reported inclusive of any Reserves.
The announcements containing the Table 1 Checklists of Assessment and Reporting Criteria relating for the
2012 JORC compliant Resources are:
21 May 2025: Updated Cobar Basin Production Plan to Deliver Silver and Gold from
Wonawinta
30 September 2024: Manuka Near-Term Gold at Mt Boppy Update
Notes on Ore Reserves:
Competent Persons
Anthony Stepcich and Phil Bentley (a Manuka employee) were the Competent Person for the
declaration of the Wonawinta Silver and Mt Boppy Ore Reserve estimates, reported in accordance
with the JORC Code (2012). In estimating these Ore Reserves Mr Stepcich has relied on the
metallurgical processing, infrastructure and tailings work undertaken by Mr Dieter Engelhardt. Mr
Engelhardt has signed of as Competent Person on the metallurgical processing, infrastructure and
tailings inputs to the JORC (2012) Ore Reserve Reports.
Mr Anthony Stepcich was the Competent Person responsible for Mt Boppy mining study and Ore
Reserve of 290Kt at 4.2 g/t Au for 39Koz Au, and the Wonawinta mining study and Ore Reserve of
6.15Mt at 56.4g/t Ag for 11Moz Ag.
Mr Phil Bentley was the Competent Person responsible for all other Ore Reserve estimates
including pits, stockpiles, waste dumps and tailings.
1 The preceding statements of Ore Reserves conforms to the ‘Australasian Code for Reporting
of Exploration Results Mineral Resources and Ore Reserves (JORC Code) 2012 Edition’.
2 All tonnages reported are dry metric tonnes.
3 Data is rounded to thousands of tonnes and thousands of ounces gold. Discrepancies in totals
may occur due to rounding.
4 Cut-off Grade:
Manuka Resources Ltd
For the year ended 30 June 2025
Mineral Resources and Ore Reserves Statements (cont’d)
21 | Page
Open Pit - The Ore Reserves are based upon an internal cut-off grade greater than or equal to the
break-even cut-off grade.
The commodity price used for the Revenue calculations for Wonawinta was AUD $50 per ounce Ag.
The commodity price used for the Revenue calculations for Mt Boppy was AUD $4,000 per ounce
Au.
The Ore Reserves are based upon a State Royalty of 2.5% and a refining charge of AUD $0.25/Oz Ag
and AUD $7.69/Oz Au.
The announcements containing the Table 1 Checklists of Assessment and Reporting Criteria relating
for the 2012 JORC compliant Reserves are:
29 July 2025: Maiden Mt Boppy Open Pit Ore Reserve
30 May 2025: Cobar Basin Production Plan - Manuka to produce 13.2 million ounces of
Silver plus Gold from existing Wonawinta Processing Plant
Manuka Resources Ltd
For the year ended 30 June 2025
22 | Page
Directors’ Report
The Directors of Manuka Resources Ltd (‘Manuka Resources’) present their report together with the financial
statements of the Group, being Manuka Resources (‘the Company’) and its subsidiaries Mt Boppy Resources
Pty Ltd (‘Mt Boppy’) and Trans-Tasman Resources Ltd (‘TTR’) for the year ended 30 June 2025.
Manuka Resources Limited is a company limited by shares and incorporated in Australia on the 20
th
of April
2016.
Director details
The following persons were Directors of Manuka Resources during or since the end of the financial period and
up to the date of this report:
Mr Dennis Karp
Mr Alan J Eggers
Mr John Seton
Mr Anthony McPaul (resigned 3
rd
December 2024)
The Directors’ qualifications, experience and directorships held in listed companies at any time during the last
three years, are set out in the Remuneration Report on pages 27 to 34.
Interests in the shares and options of the Company and related bodies corporate
As at the date of this report, the interests of the directors in the shares and options of Manuka Resources
Limited were:
Ordinary
Shares
Options over
Ordinary
Shares
Mr Dennis Karp 60,212,789 -
Mr Alan J Eggers 61,375,887 -
Mr John Seton 50,975,544 541,667
Mr Anthony McPaul (resigned 3
rd
December 2024) 1,620,944 620,944
Company Secretary details
Ms Eryn Kestel
Company Secretary since 31
st
May 2024.
Ms Eryn Kestel holds a Bachelor of Business (Accounting) from Curtin University, Western Australia and is a
Certified Practicing Accountant.
Ms Kestel has 30 years professional experience as the company secretary of several ASX listed companies in a
variety of industries together with working with several unlisted entities providing company secretarial and
book-keeping services.
Principal activities
During the period, the principal activities undertaken by the Group were:
Development and Implementation of a program to process mineralised gold material from Mt Boppy (Mt
Boppy Stockpile Reprocessing and Open pit mining) including:
Manuka Resources Ltd
For the year ended 30 June 2025
Directors’ Report (cont’d)
23 | Page
o Completion of the evaluation of circa 500m sonic drilling programme on the Mt Boppy rock
dump, and evaluation of the viability of retreating this and other tailings dumps at Mt Boppy;
o Completion of pre-feasibility standard standalone project economic viability, including
assessment of metallurgical plant capital and operating costs and updating mining and related
costs;
o Commissioning of the Wonawinta Plant to commence production of screened Mt Boppy
material;
Completion of Ore Reserve estimates on the Wonawinta (Ag) and Mt Boppy (Au) ore bodies, inclusive of
continuing detailed metallurgical test work supporting the introduction of a desliming circuit on the front
end of the Wonawinta metallurgical plant;
Continued evaluation and prospectivity analysis of all the Company’s exploration prospects in the Cobar
Basin; and
Participation in the NZ government’s Fast-Track Legislation for Trans-Tasman Resources Limited.
Review of operations
Information on the operations and financial position of the group and its business strategies and prospects is
set out in the Review of Operations on pages 3 to 16 of this annual report.
Significant changes in state of affairs
During the year there have been no significant changes in the state of affairs of the Group other than:
Wonawinta Ore reserves declaration
13
On 3 June 2025 the Company announced updated Ore Reserves for the Wonawinta Silver Mine. This
declaration underpins a positive evaluation of turning the operation to account, inclusive of modifying
the metallurgical facility to handle high slime content ore, established a far clearer ROM pad geo-met
management plan, and enabling assessment of also processing incremental Mt Boppy gold ore.
Mt Boppy Ore reserves declaration
14
During the financial period the Company has been reviewing the Ore Reserve estimate at Mt Boppy. On
29 July 2025 the Company announced an updated Ore Reserve estimate for the Mt Boppy open pit. This
work has further advanced the opportunity with increased metal prices to augment Wonawinta Ag
production with Mt Boppy gold ore sourced from a combination of processing surface stockpiles,
economic rock dump material, and open pit ore.
TTR submitted application for marine consents being considered under the Fast-Track Approvals Act
2024
Manuka’s 100% owned New Zealand subsidiary Trans-Tasman Resources Limited’s (TTR) Taranaki VTM
Project hosts a significant shallow offshore iron sands and vanadium project in the South Taranaki Bight
(STB) of New Zealand. The Project is at the Bankable Feasibility Study (BFS) stage, has a granted Mining
Permit and now being considered under NZ’s Fast-track Approvals Act 2024 consenting legislation for its
final approvals to operate. Final government approvals for the project will trigger commencement of
final detailed operating, engineering and capital costings. Once developed the TTR project would be a
major export earner for New Zealand and a significant employer in the local community producing an
iron ore concentrate with significant critical minerals vanadium and titanium metal credits. The
vanadium co-product is required for high grade steel alloys and with increasing application in large-scale
renewable energy battery storage technologies.
13
Refer ASX announcement dated 3 June 2025
14
Refer ASX announcement dated 29 July 2025
Manuka Resources Ltd
For the year ended 30 June 2025
Directors’ Report (cont’d)
24 | Page
Dividends
No dividends were paid or declared during the financial year ended 30 June 2025 (2024: Nil) and no
recommendation is made as to dividends.
Events arising since the end of the reporting period
Secured Debt Facility Repayment
Since the end of the reporting period, the Company has been informed that the existing senior debt facility of
US$12.4 million has been assigned to existing (non-related) shareholders utilising a trust structure (Trust
Debt). In addition, the repayment date has been extended to 31 March 2026. The Company will reimburse the
Trust Debt for market related fees & expenses in consideration for the extension.
Conversion of Convertible Note
On 5th August 2025, a Convertible Note holder converted a convertible note with a face value of $2,400,000
plus interest to 65,652,501 fully paid ordinary shares in the Company.
Apart from the matters noted above, there are no other matters or circumstances that have arisen since the
end of the period that has significantly affected or may significantly affect either
the Group’s operations in
future financial years, the results of those operations in future financial years or the Group’s state of
affairs in future financial years.
Likely developments
Processing of the screened gold material through the Mt Boppy plant is forecast to commence in April 2026
and is forecast to continue for four to five years. This project will make a material difference to the finances
of the Company. Manuka has commenced discussions with a number of parties with the intention of acquiring
new debt facilities and expects completion before 31 December 2025.
Directors’ meetings
The number of meetings of the Company’s Board of Directors (“The Board”) (including meetings of
Committees of Directors where appointed) held during the period and the number of meetings attended by
each Director is as follows:
Board Meetings
Board Member Entitled
to Attend
Attended
Dennis Karp 15 15
Alan J Eggers 15 15
John Seton 15 15
Anthony McPaul
(1)
11 10
(1)
Resigned 3
rd
December 2024
During the period and having regard to the size of the Company and the nature of its activities and the
composition and structure of the Board, the full Board has the responsibility for and performs the functions
of the Nomination and Audit Committees.
The Remuneration Committee consists of two Non-Executive Directors – Mr Eggers and Mr Seton. Mr Seton
is the independent Chairman; two meetings were held during the period with Messrs Seton and Eggers in
attendance at both meetings.
Manuka Resources Ltd
For the year ended 30 June 2025
Directors’ Report (cont’d)
25 | Page
Corporate Governance Statement
For the financial year ended 30 June 2025 (Reporting Period) the Company has adopted the fourth edition of
the Corporate Governance Principles and Recommendations released by the ASX Corporate Governance
Council. The Company’s 2025 Annual Corporate Governance Statement has been approved by the Board and
is publicly available on the Company’s website at www.manukaresources.com.au/site/about/corporate-
governance. It will also be released to the ASX at the same time as this 2025 Annual Report.
Unissued shares under option
Unissued ordinary shares of Manuka Resources under option at the date of this report are:
No shares were issued during or since the end of the year as a result of exercise of the options.
Material business risks
Operational risks
The operations of the Company may be affected by various factors many of which are beyond the control of
the Company, including failure to locate or identify additional mineral deposits, failure to achieve predicted
grades in exploration or mining, operational and technical difficulties encountered in mining, difficulties in
commissioning and/or operating plant and equipment, mechanical failure or plant breakdown, unanticipated
metallurgical problems which may affect extraction costs, adverse weather conditions, industrial and
environmental accidents, industrial disputes and unexpected shortages or increases in the costs of labour,
consumables, spare parts, plant and equipment, fire, explosions, cost of logistics and other incidents beyond
the control of the Company.
Dec-22
16
th
Dec 2025
$0.1719,571,419
Nov-23
17
th
Nov 2025
$0.0510,000,000
Nov-23
31
st
Dec 2025
$0.1025,757,575
Jan-24
24
th
Jan 2026
$0.085,000,000
Apr-24
31
st
Mar 2026
$0.085,000,000
Jun-24
30
th
Jun 2026
$0.061,162,611
Jun-24
3
rd
April 2027
$0.115,000,000
Jun-24
26
th
June 2026
$0.045,000,000
Jul-24
15
th
May 2026
$0.0617,488,481
Jul-24
15
th
May 2026
$0.0687,789,962
Dec-24
31
st
May 2026
$0.0622,000,000
May-25
31
st
May 2026
$0.063,000,000
Jun-25
29
th
Jun 2026
$0.061,000,000
Aug-25
7
th
Aug 2028
$0.1040,000,000
Date
Options
Granted
Expiry Date
Number
under option
Exercise
Price of
Shares
Manuka Resources Ltd
For the year ended 30 June 2025
Directors’ Report (cont’d)
26 | Page
Nature of mineral exploration and mining
The business of mineral exploration, development and production is subject to a number of material risks. The
success of the Company’s business depends, amongst other things, on successful exploration and/or
acquisition of reserves, securing and maintaining title to tenements and consents, successful design,
construction, commissioning and operation of mining and processing facilities, successful development and
production in accordance with expectation and successful management of the operations. Exploration and
mining are speculative undertakings which may be hampered by force majeure events, land claims and
unforeseen mining and/or mechanical problems. Increased costs, lower output or high operating costs may
all contribute to make a project less profitable than expected at the time of the development decision. There
is no assurance that the Company’s current or planned processing activities will continue or commence, as
applicable, as expected.
Commodity price volatility
As the Company’s revenues are primarily derived from the sale of precious metals, any future earnings
generated by the Company will be closely related to the market prices for precious metals (which can vary
materially during short periods of time). Commodity prices fluctuate and are affected by numerous factors
beyond the control of the Company. These factors include supply and demand fluctuations for precious and
base metals, forward selling by major producers, and production cost levels in major gold and silver producing
regions. Moreover, commodity prices are also affected by macroeconomic factors such as expectations
regarding inflation, interest rates and global and regional demand for, and supply of, the precious metals as
well as general global economic conditions. These factors may also have an adverse effect on the Company’s
exploration, development and production activities, as well as on its ability to fund those activities.
Currency volatility
International prices of various commodities, including gold and silver, are denominated in United States
dollars, whereas the income and expenditure of the Company are and will be taken in account in Australia
dollars, consequently exposing the Company to fluctuations and volatility of the rate of exchange between the
United States dollar and the Australian dollar as determined by the international markets.
Financial indebtedness risk
The Company manages its various financial obligations by preparing detailed cash flow forecasts and
monitoring actual cash flows. However, the Company’s ability to service its various financial obligations may
be impaired by the occurrence of any number of factors. In such circumstances and if the Company were
unable to obtain sufficient alternative funding, its creditors would be able to exercise their security over the
Company’s assets or pursue alternative remedies any of which would likely have a material adverse effect on
the Company’s financial condition, prospects and ability to continue as a going concern.
Environmental legislation
The operations of Manuka Resources Limited are subject to a number of particular and significant
environmental regulations under a law of the Commonwealth or of a State or Territory in Australia and in New
Zealand.
All conditions governing the administration of various environmental and tenement licences have been
complied with. So far as the Directors are aware there has been no known breach of the Group’s licence
conditions, and all activities comply with relevant environmental regulations. The Directors are not aware of
any environmental regulation which is not being complied with.
Manuka Resources Ltd
For the year ended 30 June 2025
Directors’ Report (cont’d)
27 | Page
Sustainability
The Company is committed to accepting accountability for its sustainability performance and to this end has
approved a number of actions. The renamed Audit, Risk & Sustainability Sub-Committee specifically highlights
the importance of focusing on sustainability performance, and the Board Charter has been amended
accordingly. The Company is in the process of reviewing and updating all polices targeting activities which may
have environmental and social impacts. At an operational level, all capital expenditure requests now require
an additional assessment of environmental, social and governance factors.
The Company has published its Sustainability Statement, highlighting our priorities and commitments,
including a commitment to align to the United Nations’ SDG’s (Sustainable Development Goals).
An important consideration in addressing potential impacts is ensuring we are engaged with all our relevant
stakeholders. We continue to review our internal stakeholder materiality impact assessment and plan to
broaden this over the next year to include better engagement with key stakeholders.
Remuneration report (audited)
The information provided in this remuneration report has been audited as required by section 308(3C) of the
Corporations Act 2001. The remuneration report sets out remuneration information for the Company’s
Executive Director, Non-Executive Directors and other Key Management Personnel (“KMP”). The report
contains the following sections:
a) Key Management Personnel disclosed in this report;
b) Remuneration policy;
c) Performance-based remuneration;
d) Company performance, shareholder wealth and directors’ and executives’ remuneration;
e) Use of remuneration consultants;
f) Details of remuneration;
g) Service agreements;
h) Share-based compensation;
i) Equity instruments held by Key Management Personnel; and
j) Other transactions with Key Management Personnel.
a) Key Management Personnel disclosed in this report
Directors
The following persons were Directors of Manuka Resources Ltd during or since the end of the financial period
and up to the date of this report:
Mr Dennis Karp
Mr Alan J Eggers
Mr John Seton
Mr Anthony McPaul (resigned 3
rd
December 2024)
Other Key Management Personnel
Haydn Lynch, Chief Operations Officer
There have been no changes to directors or KMP since the end of the reporting period. Details of the equity
instruments in which Directors have an interest are outlined in paragraph (i) below.
Manuka Resources Ltd
For the year ended 30 June 2025
Directors’ Report (cont’d)
28 | Page
Mr Dennis Karp
Executive Chairman
Director since 20
th
April 2016, Executive Chairman since 1 March 2020
Mr Karp commenced his career in the Australian financial markets in 1983. He was the Head of Trading at
HSBC Australia prior to joining Tennant Limited in 1997, a substantial Australian domiciled physical commodity
trading company with operations in Asia and Europe. He was a principal shareholder of Tennant Metals until
2010 and managing director from 2000 until December 2014. Mr Karp founded ResCap Investments Pty Ltd in
December 2014.
Over the past 12 years, Mr Karp has been involved in various resource projects and investment opportunities
in base metals and bulk commodities which have had marketing rights attached.
Mr Karp holds a Bachelor of Commerce from the University of Cape Town. Mr Karp does not hold any current
and has not held any former directorships in other listed companies in the last 3 years.
Mr Alan J Eggers
Executive Director
Director since 10 November 2022, Executive Director since 1 February 2023
Alan is a geologist with over 40 years of local and international experience. He brings with him exceptional
commercial expertise and was a founding director of Summit Resources Limited which they built from listing
on the NZX in 1987 into an ASX top 200 company and an ultimate takeover by Paladin Energy for A$1.2B in
2007. He holds a number of private directorships.
Alan holds Bachelor of Science, Honours and Master of Science degrees from Victoria University of Wellington.
He’s a Fellow of the Society of Economic Geologists, a Fellow of AusIMM and a Member Australian Institute of
Geoscientists.
Mr John Seton
Non-executive Director
Director since 10 November 2022
John is an Auckland based lawyer with extensive experience in commercial law and the mineral resources
sector. He was a director of Summit Resources Limited until its sale in 2007, as well as being a director of a
number of other ASX and NZX listed companies and various private companies. He was a former Chairman of
the Vietnam/New Zealand Business Council.
John holds a Bachelor of Laws from Victoria University, Wellington, and a Masters of Law (Honours) from the
University of Auckland.
Mr Seton has held the following Directorships in other listed companies in the 3 years immediately before the
end of the financial year:
Manhattan Corporation Limited (ASX: MHC)
Good Spirits Hospitality Limited (NZX: GSH)
Manuka Resources Ltd
For the year ended 30 June 2025
Directors’ Report (cont’d)
29 | Page
Mr Anthony McPaul
Non-executive Director
Director since 25
th
November 2016. Resigned 3
rd
December 2024.
b) Remuneration policy
The remuneration policy of Manuka Resources Limited has been designed to align key management personnel
objectives with shareholder and business objectives by providing a fixed remuneration component and
offering specific long-term incentives based on key performance areas affecting the Group’s financial results.
The board of Manuka Resources Limited believes the remuneration policy to be appropriate and effective in
its ability to attract and retain the best key management personnel to run and manage the Group.
The board’s policy for determining the nature and amount of remuneration for key management personnel of
the Group is as follows:
The remuneration policy, setting the terms and conditions for the executive directors and other senior
executives (if any), was developed by the board. All executives receive a base salary (which is based on
factors such as length of service and experience) and superannuation. The board reviews executive
packages annually by reference to the Group’s performance, executive performance and comparable
information from industry sectors and other listed companies in similar industries.
The board exercises its discretion in relation to approving incentives, bonuses and options. The policy is
designed to attract and retain the highest calibre of executives and reward them for performance that
results in long term growth in shareholder wealth.
Executives are also entitled to participate in the employee share and option arrangements.
The executive directors and executives (if any) receive a superannuation guarantee contribution required
by the government, which was 11.5% for the 2025 financial year (2024: 11%) payable on earnings up to
the maximum contribution base of $65,070 per quarter (2024: $62,270 per quarter), and do not receive
any other retirement benefits. Some individuals may choose to sacrifice part of their salary to increase
payments towards superannuation.
All remuneration paid to directors and executives is valued at the cost to the Group and expensed. The
cost of share-based payments is measured by reference to the fair value at the date at which they are
granted using an option pricing model.
The board policy is to remunerate non-executive directors at market rates for comparable companies for
time, commitment, and responsibilities. The board determines payments to the non-executive directors
and reviews their remuneration annually, based on market practice, duties and accountability.
Independent external advice is sought when required. The maximum aggregate amount of fees that can
be paid to non-executive directors is subject to approval by shareholders at the Annual General Meeting
(currently $240,000). Fees for non-executive directors are not linked to the performance of the Group.
However, to align directors’ interests with shareholder interests, the directors are encouraged to hold
shares in the Company.
c) Performance-based remuneration
The Group currently has no formal performance-based remuneration component built into key management
personnel remuneration packages. Remuneration and discretionary share based payments are issued to align
the Directors’ interest with that of shareholders.
Manuka Resources Ltd
For the year ended 30 June 2025
Directors’ Report (cont’d)
30 | Page
d) Company performance, shareholder wealth and directors’ and executives’ remuneration
Whilst no formal policy exists, remuneration is tailored to increase the direct positive relationship between
shareholders’ investment objectives and key management personnel performance. Currently, this is facilitated
through the issue of options to the majority of key management personnel, pending on Company
performance, to encourage the alignment of personal and shareholder interests. The Group believes this
policy will be effective in increasing shareholder wealth.
The table below shows the gross revenue, profits and (losses) and earnings per share for the last five financial
periods for the listed entity.
2025 2024 2023 2022
2021
Restated *
$ $ $ $ $
Revenue and other income 946,874 15,195,323 9,899,903 53,271,499 44,544,455
Net profit / (loss) (16,876,465) (18,234,635) (26,342,019) 5,281,420 (3,074,177)
Profit / (loss) per share
(cents)
(2.11)
(2.69)
(6.15)
1.92
(1.19)
Share price $0.04 $0.04 $0.05 $0.17 $0.32
No dividends have been paid during the financial years ended 30 June 2021 to 30 June 2025.
* The amounts shown for 2021 have been restated in relation to a correction of the movement and valuation
of Rehabilitation Provisions, Development Assets and Environmental Bonds. The impact of the restatement
on the statement of comprehensive income, was an increase for the period ended 30 June 2021 of $489,475.
e) Use of remuneration consultants
The Group did not employ the services of any remuneration consultants during the financial year ended 30
June 2025 (2024: None).
Manuka Resources Ltd
For the year ended 30 June 2025
Directors’ Report (cont’d)
31 | Page
f) Details of remuneration
Details of the remuneration of the key management personnel of the Group are set out in the following table.
The prior year accrual for Annual and Long Service Leave has been corrected and updated.
Fixed Remuneration Share-based Payments
Salary/
Directors Fee
Non-
Monetary
Benefits
Accrual for
Annual and
Long Service
Leave Superannuation
Equity-settled
Shares
Equity-
settled
Options Total
$ $ $ $ $ $ $
Directors
Dennis Karp
2025 350,000 - 4,815 30,000 - - 384,815
2024 350,000 - 19,543 27,424 - - 396,967
Alan J Eggers
15
2025 252,000 - - - - - 252,000
2024 240,000 - - - - - 240,000
Anthony McPaul
16
2025 27,085 - - - - - 27,085
2024 - - - - 65,005 7,692 72,697
John Seton
17
2025 65,000 - - - - - 65,000
2024 32,500 - - - 32,500 6,710 71,710
Other KMP (Group)
Haydn Lynch
2025 244,708 - 7,602 28,141 - - 280,451
2024 244,708 - 13,193 26,918 - - 284,819
Total KMP remuneration
expensed
2025 938,793 - 12,417 58,141 - - 1,009,351
2024 867,208 - 32,736 54,342 97,505 14,402 1,066,193
15
Director fees for Mr Eggers are paid into a Company nominated by Mr Eggers.
16
Director fees for Mr McPaul are paid into a Company nominated by Mr McPaul.
17
Director fees for Mr Seton are paid into an entity nominated by Mr Seton.
Manuka Resources Ltd
For the year ended 30 June 2025
Directors’ Report (cont’d)
32 | Page
g) Service agreements
The details of service agreements of the key management personnel of the Group are as follows:
Dennis Karp, Executive Chairman:
(a) Mr Karp was appointed Executive Chairman on 1 March 2020 at an annual salary of $240,000 (plus
superannuation). The annual salary was increased effective 1 January 2022 to $350,000 (plus
superannuation); and
(b) The agreement is ongoing until terminated in accordance with the agreement. Mr Karp may terminate
the agreement by giving 12 weeks’ notice in writing to the Company and the Company may terminate
the agreement (without cause) by giving Mr Karp 12 weeks’ written notice or by making payment in lieu
of notice.
Alan J Eggers, Executive Director:
(b) Mr Eggers was appointed Executive Director on 1 February 2023 at an annual consultancy fee of
$240,000 inclusive of superannuation, exclusive of any GST; and
(c) The agreement is ongoing until terminated in accordance with the agreement. Mr Eggers may terminate
the agreement by giving 3 months’ notice in writing to the Company and the Company may terminate
the agreement (without cause) by giving Mr Eggers 3 months’ written notice or by making payment in
lieu of notice.
Haydn Lynch, Chief Operations Officer:
(a) Mr Lynch was appointed Chief Operating Officer on 1 July 2019 at an annual salary of $240,000 (inclusive
of superannuation). The annual salary was increased effective 1 January 2022 to $270,000 inclusive of
superannuation; and
(b) The agreement is ongoing until terminated in accordance with the agreement. Mr Lynch may terminate
the agreement by giving 12 weeks’ notice in writing to the Company and the Company may terminate
the agreement (without cause) by giving Mr Lynch 12 weeks’ written notice or by making payment in
lieu of notice.
John Seton, Non-executive Director:
Mr Seton has entered into service agreements with the company in the form of a letter of appointment. The
letter summarises the board policies and terms, including remuneration, relevant to the office of director.
Annual remuneration is $65,000 per annum effective 1 January 2022 (previously $45,154 per annum), with
additional fees payable where the Board determines special duties, or services outside the scope of the of the
ordinary duties of a NED, have been performed. Remuneration is subject to annual review by the Board and
reasonable notice of an intention to resign or to not seek re-election should be given to the Company.
Anthony McPaul, Non-executive Director:
Resigned 3 December 2024.
Manuka Resources Ltd
For the year ended 30 June 2025
Directors’ Report (cont’d)
33 | Page
h) Share-based compensation
Shares
During the financial period no fully paid Ordinary Shares were issued in lieu of cash payments of Non-Executive
Directors fees.
Options
Options are issued to key management personnel as part of their remuneration. The options are not issued
based on performance criteria but are issued to the majority of key management personnel of Manuka
Resources Limited to increase goal congruence between key management personnel and shareholders.
No ordinary shares in the Company have been provided as a result of the exercise of remuneration options to
each director of Manuka Resources Limited and other key management personnel of the Group during the
year.
i) Equity instruments held by Key Management Personnel
Shareholdings
The numbers of shares in the Company held during the financial year by each director of Manuka Resources
Limited and other key management personnel of the Group, including their related parties, and any nominally
held, are set out below. There were no shares granted during the reporting period as compensation.
Note
Balance at start of
the year
Received during
the year on the
exercise of Options
Other changes
during the year
Balance at end of
the year
Directors
Dennis Karp 60,212,789 - - 60,212,789
Alan J Eggers 61,375,887 - - 61,375,887
Anthony McPaul (a) 1,620,944 - - 1,620,944
John Seton 50,975,544 - - 50,975,544
Other KMP
Haydn Lynch 3,966,629 - - 3,966,629
a) Mr McPaul resigned 3
rd
December 2024
Manuka Resources Ltd
For the year ended 30 June 2025
Directors’ Report (cont’d)
34 | Page
Option holdings
The numbers of options over ordinary shares in the Company held during the financial year by each director
of Manuka Resources Limited and other key management personnel of the Group, including their personally
related parties, and any nominally held, are set out below.
Note
Balance at
start of the
year
Granted as
compen-
sation
Other
changes
Balance at
end of the
year
Vested and
exercisable Unvested
Directors
Dennis Karp - - - - - -
Alan Eggers 12,000,000 - (12,000,000) - - -
Anthony McPaul 620,944 - 620,944 620,944 -
John Seton 541,667 - - 541,667 541,667 -
Other KMP
Haydn Lynch - - - - - -
No options were exercised during the period (2024: Nil). All vested options are exercisable.
Details of options held by Directors are as follows:
Exercise price of 6 cents, expiry 15 May 2026
Directors # options held
John Seton 541,667
Anthony McPaul 620,944
j) Other transactions with Key Management Personnel
ResCap Investments Pty Ltd - A director, Mr Dennis Karp, is a director of, and holds a controlling interest
in, ResCap Investments Pty Ltd (“ResCap”). The Group has borrowing arrangements with ResCap.
Aggregate amounts of each of the above types of other transactions with key management personnel of
Manuka Resources Limited:
30 June
2025
30 June
2024
$ $
Details of related party transactions with ResCap through
the loan facility:
- Interest charged on loan 43,670 6,615
Details of related party transactions with Anna Karp,
an individual directly related to a member of KMP:
-Sale of motor vehicle 32,500 -
Details of balances with related parties:
Balance of loan with Manuka Resources Ltd
- payable to ResCap Investments Pty Ltd
273,242
238,522
End of audited Remuneration Report
Manuka Resources Ltd
For the year ended 30 June 2025
Directors’ Report (cont’d)
35 | Page
Indemnities given to, and insurance premiums paid for, auditors and officers
During the period, Manuka Resources has paid a premium to insure officers of the Company. The officers of
the Company that are covered by the insurance policy includes all directors and key management personnel.
The liabilities insured are legal costs that may be incurred in defending civil or criminal proceedings that may
be brought against the officers in their capacity as officers of the Company, and any other payments arising
from liabilities incurred by the officers in connection with such proceedings, other than where such liabilities
arise out of conduct involving a wilful breach of duty by the officers or the improper use by the officers of their
position or of information to gain advantage for themselves or someone else to cause detriment to the
Company.
The Company has not otherwise, during or since the end of the financial period, except to the extent permitted
by law, indemnified or agreed to indemnify any current or former officer of the Company against a liability
incurred as such by an officer.
The Company has agreed to indemnify its auditors, RSM Australia Partners, to the extent permitted by law,
against any claim by a third party arising from the Company’s breach of its agreement. The indemnity requires
the Company to meet the full amount of any such liabilities including a reasonable amount of legal costs.
Proceedings on behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring
proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party,
for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings.
No proceedings have been brought, or intervened in, on behalf of the company with leave of the court under
section 237 of the Corporations Act 2001.
Audit and non-audit services
Details of the amounts paid or payable to the auditor for audit and non-audit services during the year are
disclosed in Note 9.
The Company may decide to employ the auditor on assignments additional to their statutory audit duties
where the auditor’s expertise and experience with the Company and/or the Group are important.
There were no non-audit services during the financial year ended 30 June 2025.
Auditor’s Independence Declaration
A copy of the Auditor’s Independence Declaration as required under s.307C of the Corporations Act 2001 is
included on the following page of this financial report and forms part of this Directors’ Report.
Signed in accordance with a resolution of the Directors.
Dennis Karp
Executive Chairman
Dated the 30
th
day of September 2025
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the
members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm
which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
RSM Australia Partners
Level 7, 1 Martin Place
Sydney
NSW 2000
Australia
T +61 (02) 8226 4500
F +61 (02) 8226 4501
rsm.com.au
AUDI
TOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Manuka Resources Limited for the year ended 30 June 2025,
I declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii)
any applicable code of professional conduct in relation
to the audit.
R
SM AUSTRALIA PARTNERS
C J Hume
Partner
Sydney, NSW
Dated: 30 September 2025
36| Page
Manuka Resources Ltd
For the year ended 30 June 2025
37 | Page
Consolidated Statement of Profit or Loss and
Other Comprehensive Income
For the year ended 30 June 2025
Notes
30 June
2025
30 June
2024
$ $
Sales revenue 5(a)
-
15,195,323
Cost of sales 6(a)
-
(21,938,371)
Operating profit
-
(6,743,048)
Other income
5(b)
946,874
1,445,945
Other expenses 6(c)
(7,319,117)
(5,236,994)
Share based payment expenses 6(f)
-
(399,210)
Foreign exchange gains / (losses) 6(e)
(244,639)
22,864
Profit /(loss) before finance expenses
(6,616,882)
(10,910,443)
Finance expenses 7
(10,259,583)
(7,324,192)
Profit / (loss) before income tax
(16,876,465)
(18,234,635)
Income tax expense
8
-
-
Profit / (loss) for the period attributable to
members of Manuka Resources Limited
(16,876,4
65)
(18,234,635)
Other comprehensive income / (expense) 385,588 (67,273)
Total comprehensive income / (expense) 385,588 (67,273)
Total comprehensive profit / (loss) for the year
attributable to members of Manuka Resources
Limited
(16,490,8
77)
(18,301,908)
Profit / (loss) per share for loss attributable to
the ordinary equity holders of the Company
Basic profit /(loss) per share (cents per share) 24(2.11)(2.69)
Diluted profit /(loss) per share (cents per
share)
18
24
(2.11)
(2.69)
This statement should be read in conjunction wi
th the notes to the financial statements.
18
As the Group made a loss for the year ended 30 June 2025, none of the potentially dilutive securities were included in the calculation of diluted
earnings per share for that year. These securities could potentially dilute basic earnings per share in the future.
Manuka Resources Ltd
For the year ended 30 June 2025
38 | Page
Consolidated Statement of Financial Position
As at 30 June 2025
Notes
30 June
2025
30 June
2024
$ $
Assets
Current
Cash and cash equivalents 11 968,645 2,125,350
Trade and other receivables 12 8,696 14,332
Prepayments 13 34,472 54,683
Inventories 14 237,899 226,451
Other financial assets 19.3 21,000 95,565
Total current assets 1,270,712 2,516,381
Non-current
Mine properties and development assets 15 629,900 878,485
Exploration and evaluation assets 16 37,934,470 36,549,107
Property, plant and equipment 17 13,752,823 14,891,900
Right-of-use asset 18 334,568 128,629
Other financial assets 19.3 5,475,357 6,173,104
Total non-current assets 58,127,118 58,621,225
Total assets 59,397,830 61,137,606
Liabilities
Current
Trade and other payables 20 8,467,206 7,241,172
Provisions 21 294,699 308,318
Borrowings 19.2 40,278,049 28,199,863
Lease liabilities 18 111,183 141,195
Total Current liabilities 49,151,137 35,890,548
Non-current
Provisions 21 7,620,743 8,047,418
Lease liabilities 18 231,609 -
Borrowings 19.2 98,605 189,489
Total non-current liabilities 7,950,957 8,236,907
Total liabilities 57,102,094 44,127,455
Net assets 2,295,736 17,010,151
This statement should be read in conjunction with the notes to the financial statements.
Manuka Resources Ltd
For the year ended 30 June 2025
Consolidated Statement of Financial Position (cont’d)
39 | Page
Notes
30 June
2025
30 June
2024
$
$
Equity
Share capital 22 72,948,453 71,396,811
Share based payment reserve 25 1,701,146 5,253,710
Other reserves 358,475 (27,113)
Accumulated losses (72,712,338)(59,613,257)
Total equity 2,295,736 17,010,151
This statement s
hould be read in conjunction with the notes to the financial statements.
Manuka Resources Ltd
For the year ended 30 June 2025
40 | Page
Consolidated Statement of Changes in Equity
For the year ended 30 June 2025
Notes
Share
Capital
Share-based
payment
reserve
Other
reserves
Accumulated
losses
Total equity
$ $ $
$
Balance as at 1 July 2023
57,038,387 4,242,049 40,160 (41,378,622) 19,941,974
Loss for the period
-
-
- (18,234,635) (18,234,635)
Other comprehensive profit/(loss)
- - (67,273) - (67,273)
Total comprehensive loss for the period
- - (67,273) (18,234,635) (18,301,908)
Contribution of equity
11,097,497 - - - 11,097,497
Share based payments
25 4,001,061 1,011,661 - - 5,012,722
Share issue costs
(740,134) - - - (740,134)
Balance as at 30 June 2024
71,396,811 5,253,710 (27,113) (59,613,257) 17,010,151
Loss for the period
- - - (16,876,465) (16,876,465)
Other comprehensive profit/(loss)
- - 385,588 - 385,588
Total comprehensive loss for the period
- - 385,588 (16,876,465) (16,490,877)
Contribution of equity
1,698,790 - - - 1,698,790
Share based payments
25 - 224,820 - - 224,820
Transfer expired share-based payments
- (3,777,384) - 3,777,384 -
Share issue costs
(147,148) - - - (147,148)
Balance as at 30 June 2025
72,948,453 1,701,146 358,475 (72,712,338) 2,295,736
This statement should be read in conjunction with the notes to the financial statements.
Manuka Resources Ltd
For the year ended 30 June 2025
41 | Page
Consolidated Statement of Cash Flows
For the year ended 30 June 2025
Notes 2025 2024
$$
Operating activities
Receipts from customers -14,926,361
Payments to suppliers and employees(6,138,995)(22,970,262)
Other income 952,510 1,415,662
Finance costs (16,900) (601,242)
Net cash from operating activities 23 (5,203,385) (7,229,481)
Investing activities
Acquisition of property, plant and equipment -(328,694)
Sale of property, plant and equipment 100,116 -
Payments for development and exploration assets (259,672) (1,094,023)
Exploration bonds 51,000 114,000
Security bonds 23,564 (23,565)
Net cash (used in) investing activities (84,992) (1,332,282)
Financing activities
Repayments of borrowings(31,862,697) (8,232,067)
Proceeds from borrowings 34,678,799 9,250,838
Repayment of lease liabilities(236,073) (642,743)
Proceeds from issues of ordinary shares 22.11,698,78910,689,622
Costs of issue of ordinary shares (147,148) (644,370)
Net cash from financing activities 4,131,671 10,421,280
Net change in cash and cash equivalents(1,156,705)1,859,517
Cash and cash equivalents, at beginning of the period 2,125,350 265,833
Cash and cash equivalents, at end of period 11 968,645 2,125,350
This statement s
hould be read in conjunction with the notes to the financial statements.
Manuka Resources Ltd
For the year ended 30 June 2025
42 | Page
Notes to the Financial Statements
1 Nature of operations and general information and statement of compliance
The principal activities of Manuka Resources Ltd comprise mine development, mining and processing of silver, gold
and exploration activities.
During the financial year, the Company’s principal activities related to Ore Reserve estimations for the Wonawinta
Silver and Mt Boppy gold mines. These operations have been on care and maintenance during the review period.
In addition, during the period, the Company continued to work towards progressing the approval of Trans-Tasman
Resources Ltd key asset, their Taranaki VTM Project (New Zealand).
The financial report includes the consolidated financial statements and notes of Manuka Resources Limited and its
controlled entities, Mt Boppy Resources Pty Ltd and Trans-Tasman Resources Ltd (Consolidated Group or Group).
These general-purpose financial statements have been prepared in accordance with Australian Accounting Standards
and Interpretations issued by the Australian Accounting Standards Board and the Corporations Act 2001. These include
Australian equivalents to International Financial Reporting Standards (AIFRS). Compliance with AIFRS ensures the that
the financial report, comprising the financial statements and the notes, complies with International Financial Reporting
Standards (IFRS).
Manuka Resources Limited is a for-profit entity for the purpose of preparing the financial statements.
Manuka Resources Ltd is a Public Company incorporated and domiciled in Australia. The address of its registered
office and its principal place of business is Level 4, Grafton Bond Building, 201 Kent Street, Sydney, New South Wales.
The consolidated financial statements for the year ended 30 June 2025 were approved and authorised for issue by the
Board of Directors on 30 September 2025. The directors have the power to amend and reissue the financial
statements.
In accordance with ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, the amounts
in the Directors’ report and in the financial report have been rounded to the nearest dollar.
2 Changes in accounting policies
2.1 New and amended standards adopted
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by
the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early
adopted.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
43 | Page
3 Material accounting policy information
3.1 Overall considerations
The significant accounting policies that have been used in the preparation of these financial statements are
summarised below.
The financial statements have been prepared using the measurement bases specified by Australian Accounting
Standards for each type of asset, liability, income and expense. The measurement bases are more fully described in
the accounting policies below.
The financial statements have been prepared on a historical cost basis, except for the assets held for sale which are
measured at fair value less cost of disposal. The financial statements are presented in Australian dollars which is the
Company’s functional and presentation currency.
3.2 Going Concern
The financial statements have been prepared on the going concern basis, which contemplates continuity of normal
business activities and the realisation of assets and discharge of liabilities in the normal course of business.
As disclosed in the financial statements, the group incurred a loss of $16,876,465 and had net cash outflows from
operating activities of $5,203,385 for the year ended 30 June 2025. As at that date the company’s net current liabilities
are $47,880,425.
These factors indicate a material uncertainty which may cast significant doubt as to whether the Group will continue
as a going concern and therefore whether it will realise its assets and extinguish its liabilities in the normal course of
business and at the amounts stated in the financial report.
The ability to continue as a going concern is dependent on a number of factors, including:
successful refinancing to replace its existing current debt facilities;
raising additional funds in the capital and debt markets;
manage the creditor book and long dated creditors, repayment of long dated creditors via the proceeds from
funds from capital raising or debt facilities; and
the ability of the Group to commence gold production (and by-product silver) profitably and consistently as
planned at Mt Boppy.
The Directors believe that there are reasonable grounds to believe the Group will be able to continue as a going
concern, after consideration of the following factors:
History of success in raising funds in the market;
The level of support extended from key suppliers and creditors to date;
High gold and silver prices which lend themselves to a profitable resumption of production from material from
either the Wonawinta silver project or the Mt Boppy gold project; and
The existing senior debt facility US$12.4 million has been assigned to existing (non-related) shareholders, the
repayment date has been extended to 31 March 2026.
Accordingly, the Directors believe that the Group will be able to continue as a going concern and that it is appropriate
to adopt the going concern basis in the preparation of the financial report.
The financial report does not include any adjustments relating to the amounts or classification of recorded assets or
liabilities that might be necessary if the Group does not continue as a going concern.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
44 | Page
3.3 Basis of consolidation
The Group’s financial statements consolidate those of the Parent Company and all of its subsidiaries at the end of the
reporting period. The parent controls a subsidiary if it is exposed, or has rights, to variable returns from its involvement
with the subsidiary and has the ability to affect those returns through its power over the subsidiary. All subsidiaries
have a reporting date of 30 June 2025.
All transactions and balances between Group companies are eliminated on consolidation, including unrealised gains
and losses on transactions between Group companies. Where unrealised losses on intra-group asset sales are reversed
on consolidation, the underlying asset is also tested for impairment from a group perspective. Amounts reported in
the financial statements of subsidiaries have been adjusted where necessary to ensure consistency with the
accounting policies adopted by the Group.
Profit or loss and other comprehensive income of subsidiaries acquired or disposed of during the year are recognised
from the date on which control is transferred to the Group, or up to the date that control ceases.
3.4 Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating
decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing
performance of the operating segments, has been identified as the full Board of Directors. (Refer Note 4)
3.5 Foreign currency translation
Functional and presentation currency
Items included in the financial statements of each of the Group’s entities are measured using the currency of the
primary economic environment in which the entity operates (‘the functional currency’). The consolidated financial
statements are presented in Australian dollars, which is Manuka Resources Limited's functional and presentation
currency.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the
dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and
from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies
are recognised in profit or loss. They are deferred in equity if they are attributable to part of the net investment in a
foreign operation.
Foreign exchange gains and losses are presented in the statement of profit or loss on a net basis within other
gains/(losses).
3.6 Revenue recognition
The Group recognises revenue as follows:
Revenue from contracts with customers
Revenue is recognised at an amount that reflects the consideration to which the Company is expected to be entitled
in exchange for transferring goods or services to a customer. For each contract with a customer, the Company:
identifies the contract with a customer; identifies the performance obligations in the contract; determines the
transaction price which takes into account estimates of variable consideration and the time value of money; allocates
the transaction price to the separate performance obligations on the basis of the relative stand-alone selling price of
each distinct good or service to be delivered; and recognises revenue when or as each performance obligation is
satisfied in a manner that depicts the transfer to the customer of the goods or services promised.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
45 | Page
Variable consideration within the transaction price, if any, reflects concessions provided to the customer such as
discounts, rebates and refunds, any potential bonuses receivable from the customer and any other contingent events.
Such estimates are determined using either the 'expected value' or 'most likely amount' method. The measurement
of variable consideration is subject to a constraining principle whereby revenue will only be recognised to the extent
that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur. The
measurement constraint continues until the uncertainty associated with the variable consideration is subsequently
resolved. Amounts received that are subject to the constraining principle are initially recognised as deferred revenue
in the form of a separate refund liability.
Sale of goods
Revenue from the sale of goods is recognised at the point in time when the customer obtains control of the goods,
which is generally at the time of delivery. The Company has one Key Customer which is a London Bullion Market
Association (LBMA) Accredited Refinery. Sales revenue is recognised at the time of the Lock-in Contract. This is when
goods are delivered and title and risk passes to the customer.
3.7 Government grants
Grants from the government are recognised at their fair value where there is a reasonable assurance that the grant
will be received, and the Group will comply with all attached conditions. Government grants are recorded in other
income.
3.8 Operating expenses
Operating expenses are recognised in profit or loss upon utilisation of the service.
3.9 Exploration and evaluation expenditure
Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest. These
costs are only carried forward to the extent that they are expected to be recouped through the successful development
of the area, or by its sale where activities in the area have not yet reached a stage that permits reasonable assessment
of the existence of economically recoverable reserves.
Accumulated costs in relation to an abandoned areas are written off in full against profit or loss in the year in which
the decision to abandon the area is made.
When production commences, the accumulated costs for the relevant area of interest are transferred to mine
properties and amortised over the life of the area according to the rate of depletion of the economically recoverable
reserves.
Costs of site restoration are provided over the life of the facility from when exploration commences and are included
in the costs of that stage. Site restoration costs include the dismantling and removal of mining plant, equipment and
building structures, waste removal, and rehabilitation of the site in accordance with clauses of the mining permits.
Such costs have been determined using estimates of future costs, current legal requirements and technology on a
discounted basis.
Any changes in the estimates for the costs are accounted on a prospective basis. In determining the costs of site
restoration, there is uncertainty regarding the nature and extent of the restoration due to community expectations
and future legislation. Accordingly, the costs have been determined on the basis that the restoration will be completed
within one year of abandoning the site. A regular review for impairment is undertaken of each area of interest to
determine the appropriateness of continuing to carry forward costs in relation to that area of interest. Exploration
expenditure which fails to meet at least one of the conditions outlined above is written off.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
46 | Page
3.10 Property, plant and equipment
Property, plant, equipment, is stated at cost less accumulated depreciation and any impairment in value.
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 will flow to the Company and the cost of
the item can be measured reliably.
All other repairs and maintenance are charged to the income statement during the financial year in which they are
incurred.
Depreciation commences on assets when it is deemed, they are capable of operating in the manner intended. Useful
lives are examined on an annual basis and adjustments, where applicable, are made on a revised useful life basis.
AssetDepreciation rate
Freehold land – at cost not depreciated
Computer Equipment
- Laptops a
nd mobile devices2 years effective life (50%) – diminishing value
- Other Computer equipment4 years effective life (25%) - diminishing value
Plant and Equipment
Ball Mil
l Motor25 years effective life (4%) - diminishing value
Other Pumps and Motors20 years effective life (5%) - diminishing value
Generators10 years effective life (10%) - diminishing value
Other plant and equipment
2 - 10 years effective life (10% to 50%) - diminishing
value
Processing Plantunits of production
Motor Vehicles and Mining Machines
8 - 10 years effective life (10% to 12.5%) -
diminishing value
The carrying values of plant and equipment are reviewed for impairment when events or changes in circumstances
indicate the carrying value may not be recoverable.
An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are
expected to arise from the continued use of the asset. The gain or loss arising on the disposal or retirement of an asset
is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in
profit or loss.
3.11 Financial instruments
Recognition and derecognition
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions
of the financial instrument and are measured initially at fair value adjusted by transactions costs, except for those
carried at fair value through profit or loss, which are measured initially at fair value. Subsequent measurement of
financial assets and financial liabilities are described below.
Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or
when the financial asset and substantially all the risks and rewards are transferred. A financial liability is derecognised
when it is extinguished, discharged, cancelled, or expires.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
47 | Page
Except for those trade receivables that do not contain a significant financing component and are measured at the
transaction price in accordance with AASB 15, all financial assets are initially measured at fair value adjusted for
transaction costs (where applicable).
Subsequent measurement of financial assets
For the purpose of subsequent measurement, financial assets, other than those designated and effective as hedging
instruments, are classified into the following categories upon initial recognition:
financial assets at amortised cost
financial assets at fair value through profit or loss (FVPL)
debt instruments at fair value through other comprehensive income (FVOCI)
equity instruments at fair value through other comprehensive income (FVOCI)
Classifications are determined by both:
The entity’s business model for managing the financial asset
The contractual cash flow characteristics of the financial assets
All income and expenses relating to financial assets that are recognised in profit or loss are presented within finance
costs, finance income or other financial items, except for impairment of trade receivables which is presented within
other expenses.
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions (and are not designated as
FVPL):
they are held within a business model whose objective is to hold the financial assets and collect its contractual
cash flows; and
the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and
interest on the principal amount outstanding.
After initial recognition, these are measured at amortised cost using the effective interest method. Discounting is
omitted where the effect of discounting is immaterial. The Group’s cash and cash equivalents, trade and most other
receivables fall into this category of financial instruments.
Financial assets at fair value through profit or loss (FVPL)
Financial assets that are held within a business model other than ‘hold to collect’ or ‘hold to collect and sell’ are
categorised at fair value through profit and loss. Further, irrespective of business model, financial assets whose
contractual cash flows are not solely payments of principal and interest are accounted for at FVPL. All derivative
financial instruments fall into this category, except for those designated and effective as hedging instruments, for
which the hedge accounting requirements apply.
Impairment of financial assets
The AASB 9 impairment model uses forward looking information to recognise expected credit losses - the ‘expected
credit losses (ECL) model’. The application of this impairment model depends on whether there has been a significant
increase in credit risk.
The Group considers a broader range of information when assessing credit risk and measuring expected credit losses,
including past events, current conditions, reasonable and supportable forecasts that affect the expected collectability
of the future cash flows of the instrument.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
48 | Page
In applying this forward-looking approach, a distinction is made between:
financial instruments that have not deteriorated significantly in credit quality since initial recognition or that
have low credit risk (‘Stage 1’); and
financial
instruments that have deteriorated significantly in credit quality since initial recognition and whose
credit risk is not low (‘Stag
e 2’).
‘Stage 3’
would cover financial assets that have objective evidence of impairment at the reporting date. ‘12-month
expected credit losses’ are recognised for the first category while ‘lifetime expected credit losses’ are recognised for
the second category. Measurement of the expected credit losses is determined by a probability-weighted estimate of
credit losses over the expected life of the financial instrument.
Trade and other receivables and contract assets
Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course of
business. They are generally due for settlement within 30 days and therefore are all classified as current. Trade
receivables are recognised initially at the amount of consideration that is unconditional unless they contain significant
financing components, when they are recognised at fair value. The Group holds the trade receivables with the
objective to collect the contractual cash flows and therefore measures them subsequently at amortised cost using the
effective interest method.
The Group applies the AASB 9 simplified approach to measuring expected credit losses which uses a lifetime expected
loss allowance for all trade receivables. In determining the recoverability of a trade or other receivables using the
expected credit loss model, the Group performs a risk analysis considering the type and age of the outstanding
receivables, the creditworthiness of the counterparty, contract provisions, letter of credit and timing of payment.
No provision for credit losses was required to be recognised in the current period ending 30 June 2025 (2024: nil).
Classification and measurement of financial liabilities
The Group’s financial liabilities include trade and other payables, borrowings, lease liabilities and derivative financial
instruments.
Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs unless the
Group designated a financial liability at fair value through profit or loss. Subsequently, financial liabilities are measured
at amortised cost using the effective interest method except for derivatives and financial liabilities designated at FVPL,
which are carried subsequently at fair value with gains or losses recognised in profit or loss (other than derivative
financial instruments that are designated and effective as hedging instruments).
Foreign exchange gains and losses
For financial liabilities that are denominated in a foreign currency and are measured at amortised cost at the end of
each reporting period, the foreign exchange gains and losses are determined based on the amortised cost of the
instruments. Except for those foreign exchange gains and losses related to borrowings, foreign exchange gains and
losses are recognised in the ‘Other income’ or ‘Other losses’ line items in profit or loss for financial liabilities that are
not part of a designated hedging relationship. Foreign exchange gains and losses related to borrowings are recognised
in the ‘Finance Charges’ line item in profit or loss.
The fair value of financial liabilities denominated in a foreign currency is determined in that foreign currency and
translated at the spot rate at the end of the reporting period. For financial liabilities that are measured as at FVTPL,
the foreign exchange component forms part of the fair value gains or losses and is recognised in profit or loss for
financial liabilities that are not part of a designated hedging relationship.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
49 | Page
3.12 Care and Maintenance
When a mine moves into the care and maintenance stage, the costs of maintaining the mine are expensed in the
period as incurred unless there are future economic benefits for other operating mines.
3.13 Mine development
Mine development expenditure relates to costs incurred to access a mineral resource. It represents those exploration
and evaluation costs incurred after the technical feasibility and commercial viability of extracting the mineral resource
has been demonstrated and an identified mineral reserve is being prepared for production (but is not yet in
production).
Significant factors considered in determining the technical feasibility and commercial viability of the project are the
completion of a feasibility study, the existence of sufficient proven and probable reserves to proceed with
development and approval by the Board of directors to proceed with development of the project. Mine development
costs include direct and indirect costs associated with mine infrastructure, pre-production development costs,
development excavation, project execution costs and other subsurface expenditure pertaining to that area of interest.
Costs related to tangible surface plant and equipment and any associated land and buildings are accounted for as
property, plant and equipment.
Development costs are carried forward in respect of areas of interest in the development phase until commercial
production commences. When commercial production commences, carried forward development costs are
transferred to Mine Properties and amortised on a units of production basis over the life of economically recoverable
reserves of the area of interest. Development assets are assessed for impairment if an impairment trigger is identified.
For the purposes of impairment testing, development assets are allocated to CGUs to which the development activity
relates.
3.14 Cash and cash equivalents
For the purposes of the statement of cash flows, cash and cash equivalents includes cash on hand and at bank, deposits
held at call with financial institutions, other short term, highly liquid investments with maturities of three months or
less, that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in
value and bank overdrafts.
3.15 Borrowings
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently
measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption
amount is recognised in profit or loss over the period of the borrowings using the effective interest method. Fees paid
on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable
that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the
extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised
as a prepayment for liquidity services and amortised over the period of the facility to which it relates.
Borrowings are removed from the balance sheet when the obligation specified in the contract is discharged, cancelled
or expired. The difference between the carrying amount of a financial liability that has been extinguished or
transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities
assumed, is recognised in profit or loss as other income or finance costs.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
50 | Page
Where the terms of a financial liability are renegotiated and the entity issues equity instruments to a creditor to
extinguish all or part of the liability (debt for equity swap), a gain or loss is recognised in profit or loss, which is
measured as the difference between the carrying amount of the financial liability and the fair value of the equity
instruments issued.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the
liability for at least 12 months after the reporting period.
The component of the convertible notes that exhibits characteristics of a liability is recognised as a liability in the
statement of financial position, net of transaction costs.
On the issue of the convertible notes the fair value of the liability component is determined using a market rate for an
equivalent non-convertible bond and this amount is carried as a non-current liability on the amortised cost basis until
extinguished on conversion or redemption. The increase in the liability due to the passage of time is recognised as a
finance cost. The remainder of the proceeds are allocated to the conversion option that is recognised and included in
shareholders equity as a convertible note reserve, net of transaction costs. The carrying amount of the conversion
option is not remeasured in the subsequent years. The corresponding interest on convertible notes is expensed to
profit or loss.
3.16 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.
Other borrowing costs are expensed in the period in which they are incurred.
3.17 Equity, reserves and dividend payments
Share capital represents the fair value of shares that have been issued. Any transaction costs associated with the
issuing of shares are deducted from share capital, net of any related income tax benefits.
Other components of equity include the following:
Share based payment reserve – comprising assessed fair value of options issued to empl
oyees, executives,
Directors and other
parties
Retained earnings include all current and prior period retained profits.
Dividend distributions payable to equity shareholders are included in other liabilities if the dividends have been being
appropriately authorised and are no longer at the discretion of the entity prior to the reporting date. All transactions
with owners of the parent are recorded separately within equity.
Share based payments to other parties
Options have been issued to financiers and other parties as payment for goods and services from time to time. The
cost of these share-based payments is measured by reference to the fair value at the date at which they are granted
using an option pricing model. The options may be subject to service or other vesting conditions and their fair value is
recognised as an expense together with a corresponding increase in other reserve equity over the vesting period.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
51 | Page
3.18 Earnings per share
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 bonus elements in ordinary shares issued during the year.
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 shares assumed to have been issued for no consideration in relation to
dilutive potential ordinary shares.
3.19 Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is
not recoverable from the taxation authority. In these circumstances the GST is recognised as part of the cost of
acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of financial
position are shown inclusive of GST.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or
payables.
Cash flows are included in the cash flow statement on a gross basis. The GST component of cash flows arising from
investing and financing activities which is recoverable from, or payable to, the taxation authority is classified within
operating cash flows.
3.20 Rehabilitation
Provisions made for rehabilitation are recognised where there is a present obligation as a result of exploration,
development or production activities having been undertaken, and it is probable that an outflow of economic benefits
will be required to settle the obligation. The estimated future obligations include the costs of removing facilities,
abandoning mining activities and restoring the affected areas. The provision for future rehabilitation costs is the best
estimate of the present value of the expenditure required to settle the obligation at the reporting date, based on
current legal requirements and technology. Future rehabilitation costs are reviewed annually, and any changes are
reflected in the present value of the rehabilitation provision at the end of the reporting period. The amount of the
provision for future rehabilitation costs relating to exploration and development activities is capitalised as a cost of
those activities. If the effect is material, provisions are determined by discounting the expected future cash flows at a
pre-tax rate that reflects current market assessments of the time value of money, and where appropriate the risks
specific to the liability.
3.21 Significant management judgement in applying accounting policies and estimation uncertainty
When preparing the financial statements, management undertakes a number of judgements, estimates and
assumptions about the recognition and measurement of assets, liabilities, income and expenses.
Rehabilitation provision
The Company is required by the relevant regulatory authorities to ensure that appropriate rehabilitation is carried out
on tenements that are mined. The amount of the rehabilitation cost is an estimate based upon the estimated life of
each mined tenement, as well as the future timing and cost of such rehabilitation. The provision is constantly revised
as information about the life of mine, depth of mining, level of ground disturbance and cost estimates are updated.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
52 | Page
Fair Value of Debt and Equity Calculation
The determination of fair value for financial instruments, including debt and equity securities, involves significant
judgment and estimation uncertainty. Management applies valuation techniques that incorporate both observable
market data and inputs. These techniques include discounted cash flow models, and option pricing models, which
require assumptions about interest rates and forecasted cash flows. Changes in these assumptions could materially
affect the reported fair values. The Group has disclosed sensitivity analyses and valuation methodologies in note 26.
4 Segment reporting
Identification of reportable segments
The Group has identified operating segments based on the internal reports that are reviewed and used by the board
of directors (chief operating decision makers) in assessing performance and determining the allocation of resources.
Currently all the Group’s gold and silver tenements and resources are in New South Wales.
Three operating segments have been identified:
Exploration - Australia: Exploration of existing gold and silver leases and exploration leases at Wonawinta and
Mt Boppy projects
Exploration – NZ: Exploration of acquired mining and exploration leases at the Taranaki VTM Project (New
Zealand)
Operations: being the appraisal, development and processing of gold and silver deposits
The following table presents revenue and loss information regarding operating segments for the years ended 30 June
2025 and 30 June 2024.
Year ended 30 June 2025
Exploration
NZ
Exploration
Australia
Operations Total
$
Segment revenue (external customers) - - - -
Segment cost of sales - - - -
Segment operating contribution - -
Other income
- - 946,874 946,874
Expenses
(154,548) (52,705) (7,111,864) (7,319,117)
Share based payment expenses
- - - -
Foreign exchange gains / losses
- - (244,639) (244,639)
Finance income / (expenses)
- - (10,259,583) (10,259,583)
Profit / (loss) before income tax
(154,548) (52,705) (16,669,212) (16,876,465)
Year ended 30 June 2024
Exploration
NZ
Exploration
Australia
Operations Total $
Segment revenue (external customers) - - 15,195,323 15,195,323
Segment cost of sales - - (21,938,371) (21,938,371)
Segment operating contribution - - (6,743,048) (6,743,048)
Other income - - 1,445,945 1,445,945
Expenses (149,395) (169,878) (4,917,721) (5,236,994)
Share based payment expenses - - (399,210) (399,210)
Foreign exchange gains / losses - - 22,864 22,864
Finance income / (expenses) - - (7,324,192) (7,324,192)
Profit / (loss) before income tax (149,395) (169,878) (17,915,362) (18,234,635)
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
53 | Page
The following table presents segment assets and liabilities of operating segments as at 30 June 2025 and
30 June 2024.
Segment Assets
Exploration
NZ
Exploration
Australia OperationsTotal
$
As at 30 June 2025
26,606,684 11,327,786 21,463,359 59,397,829
As at 30 June 2024 26,219,527 10,329,579 24,588,499 61,137,605
Segment Liabilities
Exploration
NZ
Exploration
Australia OperationsTotal
$
As at 30 June 2025
-266,40856,835,686 57,102,094
As at 30 June 2024 -119,70544,007,750 44,127,455
Revenue and assets by geographical region
The Company's revenue is derived from sources and assets located wholly within Australia.
Major customers
The Company currently delivers all its product to one off-taker.
5 Revenue and other income
Notes 30 June
2025
30 June
2024
$$
(a) Operating sales revenue
Sale of mineralised ore – gold-14,451,286
Sale of mineralised ore – silver -744,037
Total revenue from contracts with customers -15,195,323
(b) Other income
Income from Insurance claims-18,959
Government grants received -150,000
R&D incentive-1,069,801
Other income946,874 207,185
Total other income946,874 1,445,945
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
54 | Page
6 Expenses
(a)Cost of sales
30 June
2025
30 June
2024
$$
Operating expen
ses 6(b) -20,091,038
Inventory movements -1,847,333
Total cost of sales -21,938,371
(b)Operating expenses
30 June
2025
30 June
2024
$$
Hauling and crushing expe
nses
-
5,316,512
Processing and refining expenses
-
10,052,568
Site administrati
on expenses
-
4,717,111
Amortisation of mine properties 15
-
4,847
Total op
erating expenses
-
20,091,038
(c)Other expenses
30 June
2025
30 June
2024
$$
Professional expenses
3,261,397
2,799,948
Employment expenses 6(d)
2,122,464
1,065,297
Depreciation
655,774
692,242
Other expenses
1,279,481
679,507
Total other expenses 7,319,116 5,236,994
(d)Employment Expenses
30 June
2025
30 June
2024
$$
Wag
es and Salaries
1,851,164
902,475
Superannuation
192,463
86,758
Employment taxes
78,837
76,064
2,122,464
1,065,297
(e)Foreign exchange (gains) and losses
30 June
2025
30 June
2024
$$
Re
alised foreign exchange (gains)/losses
6,752
81,677
Unrealised foreign exchange (gains) / losses
237,887
(104,541)
Total foreign exchange (gains) / losses
244,639
(22,864)
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
55 | Page
(f)Share based payment expenses
30 June
2025
30 June
2024
$$
Share based pay
ment expenses -399,210
7 Fin
ance costs
30 June
2025
30 June
2024
Finance costs are made up of the following items: $$
Interest expense 4,605,479 4,328,871
Amortisation of prepaid borrowing costs -612,452
Discounting and change of rehabilitation provisions -303,122
Discounting impact of financial assets -238,805
Other finance costs 5,654,104 1,840,942
Total finance costs
10,259,583
7,324,192
8 I
ncome tax expense
30 June
2025
30 June
2024
$$
(a) Inc
ome tax benefit recognised in the income statement
Current tax
- -
Deferred tax
- -
Income tax as reported in the statement of comprehensive income
- -
(b) Reconciliation of income tax expense to prima facie tax payable
The prima facie income tax expense on pre-tax accounting loss from
operations reconciles to the income tax expense in the financial
statements as follows:
Profit / (loss) from ordinary activities before income tax expense (16,876,465) (18,234,635)
Tax at the Australian rate of 30% (2024 : 30%) (5,062,940) (5,470,390)
Increase / (decrease) in income tax due to:
Temporary differences3,762,323 1,961,728
Permanent differences 22,085 58,622
Unused tax losses not recognised 1,278,532 3,450,040
Income tax expense - -
(c) Tax losses carried forward
Carried forward taxable losses91,846,336 86,597,428
The Company has no available franking credits.
Potential deferred tax assets attributable to tax losses and other temporary differences have not been brought to
account as at 30 June 2025, because the directors do not believe it is appropriate to regard realisation of the deferred
tax assets as probable at this point in time. These benefits will be obtained if:
The Company derives future assessable income of a nature and an amount sufficient to enable the benefit from
the deductions for the expenditure to be realised; and
No changes in tax legislation adversely affect the Company in realising the benefit from the deductions for the
expenditure.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
56 | Page
9 Auditor remuneration
During the year the following fees were paid or payable for services provided by the auditor of the parent entity, its
related practices and non-related audit firms:
30 June
2025
30 June
2024
$$
Audit of fi
nancial statements
RSM Australia – audit and review of financial reports 95,000 95,000
Ernst and Young – audit and review of financial reports -120,988
Remuneration from audit of financial statements 95,000215,988
Other services --
Total other services remuneration - -
Total auditor’s remuneration 95,000215,988
10 Dividends
No dividends for the year ended 30 June 2025 (2024: Nil) have been declared or paid to shareholders by the Company.
11 Cash and cash equivalents
30 June
2025
30 June
2024
$$
Cash and
cash equivalents comprise the following:
Cash at bank and in hand 968,645 2,125,350
Cash and cash equivalents as shown in the statement of
financial position and the statement of cash flows 968,645 2,125,350
Cash at bank and in hand is non-interest bearing.
12 Trade and other receivables
30 June
2025
30 June
2024
$$
Current
Trade receivables
1,348
3,428
Other receivables 7,348 10,904
Total trade and other receivables 8,696 14,332
13 Prep
ayments
Prepayments consist of the following:
30 June
2025
30 June
2024
$$
Current prepaid
insurances - -
Other prepayments 34,472 54,683
Prepayments at cost 34,47254,683
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
57 | Page
14 Inventories
30 June
2025
30 June
2024
$$
Consumables, s
upplies and spares 237,899226,451
Inventories at cost or net realisable value 237,899 226,451
15 Development assets and mine properties
30 June
2025
30 June
2024
$$
Developm
ent assets at cost
197,500
197,500
Rehabilitation cost estimates
-
238,805
Accumulated impairment
(182,767)
(182,767)
Accumulated amortisation (14,733)(14,733)
Net carrying amount -238,805
Mine properties at cost 7,233,0257,242,805
Accumulated impairment - -
Accumulated amortisation
(6,603,125)
(6,603,125)
Net carrying amount 629,900 639,680
Total development assets and mine properties at cost 7,430,525 7,440,305
Rehabilitation cost estimates-238,805
Impairment of mine properties
-
-
Accumulated amortisation
(6,800,625)
(6,800,625)
Total net carrying amount 629,900 878,485
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
58 | Page
The following tables show the movements in development assets and mine properties:
30 June
2025
30 June
2024
$ $
Development assets
Opening carrying value 238,805 -
Discounting and change of rehabilitation provisions (238,805) 238,805
Additions at cost - -
Impairment of development assets - -
Closing carrying value net of accumulated amortisation - 238,805
Mine properties
Opening carrying value 639,680
638,743
Discounting and change of rehabilitation provisions
- 20,000
Additions / (disposals) at cost
(9,780)
-
Amortisation charge for the year
-
(19,063)
Closing carrying value net of accumulated amortisation 629,900 639,680
Total development assets and mine properties at cost
Opening carrying value
878,485
638,743
Discounting and change of rehabilitation provisions
(238,805)
258,805
Additions at cost
(9,780)
-
Amortisation charge for the year
-
(19,063)
Total closing carrying value net of accumulated amortisation 629,900 878,485
16 Exploration and evaluation assets
Exploration and evaluation costs carried forward in respect of areas of interest:
30 June
2025
30 June
2024
$ $
Exploration assets
Opening net book amount
36,549,107
35,200,653
Transfer to development assets
-
755,459
Foreign currency translation movements
399,149 -
Exploration and evaluation costs during the year (a)
986,214
592,995
Net book value 37,934,470 36,549,107
(a) During the period under review the Company’s geological team has continued to implement, the exploration
work programmes established from the Company’s Strategic Exploration Review.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
59 | Page
17 Property, plant and equipment
The following tables show the movements in property, plant and equipment:
Land IT Equipment
Plant &
Equipment
Fixtures &
Fittings
Motor
VehiclesTotal
$ $$$$$
Year ended 30 June 2024
Opening net book value
754,994 16,912 14,323,522 53,624 496,885 15,645,937
Additions
5,706 322,988 328,694
Disposals
(160,207) (160,207)
Depreciation
(14,966) (835,786) (11,120) (60,652) (922,524)
Closing net book value
754,994 7,652 13,650,517 42,504 436,233 14,891,900
Balance 30 June 2024
Cost
754,994 118,547 17,761,922 80,595 774,120 19,490,178
Depreciation
-(110,895) (4,111,405)(38,091) (337,887) (4,598,278)
Net book value
754,994 7,652 13,650,517 42,504 436,233 14,891,900
Year ended 30 June 2025
Opening net book value
754,994
7,652
13,650,517 42,504 436,233 14,891,900
Additions
-2,888- - - 2,888
Disposals
-- (706,488)
-
(43,377)(749,865)
Depreciation
-(3,020)(328,153) (8,738) (52,189)(392,100)
Closing net book value
754,994
7,520
12,615,876 33,766 340,667 13,752,823
Balance 30 June 2025
Cost
754,994 121,435 16,567,107 80,595 704,120 18,228,251
Depreciation-
(113,915) (3,951,231)(46,829) (363,453) (4,475,428)
Net book value
754,994 7,520 12,615,876 33,766 340,667 13,752,823
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
60 | Page
18 Right-of-use assets and liabilities
Leases
The Group has two lease contracts: the first being for office premises which commenced on 1 March 2025, has a lease
term of three years with no option to extend and a 3.75% rent increase each year; the second being for a mobile
screening plant which commenced on 31 August 2024, has a term of 12 months and an agreed purchase option at the
end of the term. The screening plant was sold to a third party on 28 March 2025.
Short term lease expenses
The Group applies the short-term lease recognition exemption allowed in AASB116 to its short-term leases (i.e. those
leases that have a lease term of 12 months of less from the commencement date and do not contain a purchase
option). There are no short-term lease expenses during the period to which this exemption has been applied.
Set out below are the carrying amounts of right-of-use assets recognised and the movements during the
period.
30 June
2025
30 June
2024
$$
Balance at start of period
128,629
233,987
Additions 469,614443,513
Depreciation (263,675)(548,871)
Closing net
book value 334,568128,629
Set out below are the carrying amounts of lease liabilities.
30 June
2025
30 June
2024
$$
Balance at start of period
141,195
259,040
Additions 376,389443,513
Accretion of interest (included in finance expenses)
61,281
81,386
Payments
(236,073)
(642,744)
Closing balance lease liabilities 342,792141,195
Current111,183141,195
Non-current
231,609
-
19 Financial assets and liabilities
19.1 Categories of financial assets and financial liabilities
The carrying amounts of financial assets in each category are as follows:
30 June
2025
30 June
2024
Notes$$
Financial ass
ets at amortised cost
Cash and cash equivalents 11
968,645
2,125,350
Trade and other receivables 12
8,696
14,332
Other financial assets 19.3
5,496,357
6,268,669
Total financial assets at amortised cost
6,473,698
8,408,351
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
61 | Page
The carrying amounts of financial liabilities in each category are as follows:
30 June
2025
30 June
2024
Notes$$
Financial lia
bilities at amortised cost
Trade and other payables 20
8,467,206
7,241,171
Borrowings – Related party loans 19.2(a)
273,242
238,522
Borrowings – Senior secured debt facility (net of borrowing costs) 19.2(b)
19,341,010
16,640,542
Working capital facility 19.2(c)
16,675,319
10,770,117
Borrowings – Other loans 19.2(d)
4,087,083
550,682
Lease liabilities 18
342,792
141,195
Total financial liabilities
49,186,652
35,582,229
19.
2 Borrowings
Borrowings include the following financial liabilities:
30 June
2025
30 June
2024
$$
Cu
rrent
Related party loans 19.2(a)
273,242
238,522
Senior secured debt facility (net of borrowing costs) 19.2(b)
19,341,010
16,640,542
Working capital facility 19.2(c)
16,675,319
10,770,116
Other loans 19.2(d)
3,988,478
550,683
Total current borrowings
40,278,049
28,199,863
Non-current
Other loans 19.2(d) 98,605 189,489
Total non-current borrowings 98,605 189,489
Total borrowings 40,376,654 28,389,352
All borrowings are denominated in Australian Dollars except for the Senior Secured Debt Facility which is
denominated in US Dollars.
(a)The related party loans include the following:
30 June
2025
30 June
2024
$ $
R
esCap Investments Pty Ltd 273,242238,522
The loan provided by ResCap Investments Pty Ltd includes the opening balance loan plus working capital drawn
down and repayments during the period.
(b)The Company signed a debt facility agreement (Senior Secured Debt Facility) with TransAsia Private Capital
Limited (TPC) during July 2019. The interest rate attributable to this facility is 12.5% per annum payable quarterly,
with service and management fees of 2.0% per annum. The Company was informed on 23rd September 2025 that
the debt instrument was assigned to existing (non-related) shareholders utilising a trust structure (Trust Debt). In
addition, the repayment date has been extended to 31 March 2026. The Company will reimburse the Trust Debt
for market related fees & expenses in consideration for
the extension.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
62 | Page
Details of the unamortised borrowing costs in relation to the Senior Secured Debt Facility is as follows:
30 June
2025
30 June
2024
$ $
Senior secured debt facility 19,341,010 16,841,990
Less: Borrowing Costs -(201,448)
Total senior secured debt facility (net of borrowing costs) 19,341,010 16,640,542
(c)The Company signed a USD denominated working capital facility agreement (Working Capital Facility) with a
commodity trading company with a minimum term of three years. Drawdowns under the facility are repayable
within 90 days. The interest rate attributable to this facility is set at the 3 Month Secured Overnight Financing Rate
(SOFR) plus 6% per annum. A facility fee of 4.8% per quarter is payable on drawdowns under the facility
.
(d)During
the period the Company had a number of small short-term asset-based funding agreements in place.
The
details of outstanding loans at 30
June 2
025 are as follows:
30 June
2025
Av. Interest
Rate
$ %
p.a. Expiry date
Short-term loan
785,998
24%
Repayable on refinance of
senior secured debt
Convertible Note
3,117,754
12% - 15% Sept - Dec 2025
Vehicle Finance
24,418
24%March 2026
Equipment Finance
158,913
11%December 2027
Total other loans 4,087,083
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
63 | Page
19.
3 Other financial assets
Notes
30 June
2025
30 June
2024
$$
Other financial assets comprise the following:
Current assets at cost
Mt Boppy Resources - deposit for exploration bond 21,000 72,000
Security Deposit -23,565
Total current other financial assets 21,00095,565
Non-current assets at amortised cost
Manuka Resources - Deposit for environmental bond (a)
4,279,284
4,824,610
Mt Boppy Resources – Deposit for environmental bond (b)
1,044,191
1,177,256
Term Deposit (a)
151,882
171,238
Total non-current other financial assets
5,475,357 6,173,104
Total other financial assets
5,496,357 6,268,669
The carrying amount of other financial assets is considered a reasonable approximation of fair value unless stated
below:
(a)The Environmental Bond and Term deposit in the name of Manuka Resources Limited have been amortised
with reference to a discount rate of 3.87% (2024: 3.98%) over an 8
year (2024: 4 year) period;
(b)The
Environmental Bond in the name of MT Boppy Resources Pty Limited have been amortised with
reference to a discount rate of 3.42% (2024: 3.96%) over a 4 year (
2024: 4 year) period;
19.4 Other financial instruments
The carrying amount of the following financial assets and liabilities is considered a reasonable approximation of fair
value due to the short-term nature of the financial instruments:
Trade and other receivables
Cash and cas
h equivalents
Trade and other payables
Other
current financial assets
19.
5 Fair Value Hierarchy
The Group had no financial assets and liabilities carried at fair value in the statement of financial position or measured
at fair value through profit or loss during the period.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
64 | Page
20 Trade and other payables
30 June
2025
30 June
2024
$$
Current
Trade creditors
7,215,770
6,902,021
Other creditors and accruals
1,251,436
339,151
Total trade and other payables
8,467,206
7,241,172
Trade and other payables amounts are short-term. The carrying values of trade payables and other payables are
considered to be a reasonable approximation of fair value.
21 Provisions
Notes 30 June
2025
30 June
2024
$$
Current
Provision for annual leave 294,699 308,318
Total current provisions 294,699 308,318
Non-current
Provision for long service leave
106,808
68,164
Rehabilitation provisions 21.1
7,513,935
7,979,254
Total non-current provisions
7,620,743
8,047,418
Total provisions
7,915,442
8,355,736
21.
1 Rehabilitation provisions
Rehabilitation provisions split between the parent and subsidiary are as follows:
30 June
2025
30 June
2024
$$
Rehabil
itation provisions
Manuka Resources Ltd (Wonawinta project)
6,175,633
6,823,682
Mt Boppy Resources Ltd
1,338,302
1,155,572
Total rehabilitation provisions
7,513,935
7,979,254
Set out below are the movements of the rehabilitation provision during the period.
30 June
2025
30 June
2024
$$
Carrying amount at start of year 7,979,2547,676,132
Re-assessment of provision (465,319) -
Payments--
Net impact of inflation and discounting -303,122
Carrying amount at end of year
7,513,935
7,979,254
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
65 | Page
Provisions made for rehabilitation are recognised where there is a present obligation as a result of exploration,
development or ground disturbance (project development, mining) activities having been undertaken, and it is
probable that an outflow of economic benefits will be required to settle the obligation. The estimated future
obligations include the costs of dismantling certain plant and equipment, cessation of mining activities, capping of any
tailings dams, profiling waste dumps and restoring the affected areas over a period of time. The provision for future
rehabilitation costs is the best estimate of the present value of the expenditure required to settle the obligation at the
reporting date, based on a schedule of rates provided by the NSW Resources Regulator in their Rehabilitation Cost
Estimation tool as updated from time to time. Future rehabilitation costs are reviewed periodically, and any changes
are reflected in the present value of the rehabilitation provision at the end of the reporting period. The amount of the
provision for future rehabilitation costs relating to exploration and development activities is capitalised as a cost of
those activities. If the effect is material, provisions are determined by discounting the expected future cash flows at a
pre-tax rate that reflects current market assessments of the time value of money, and where appropriate the risks
specific to the liability. The fair value of the rehabilitation provision for Manuka Resources has been calculated with
reference to an inflation rate of 2.5% (2024: 3.8%) and a discount rate of 3.87% (2024: 3.96%) over 8 years (2024: 4
years). With the recommencement of processing at Mt Boppy forecast to continue for up to five years, the
rehabilitation provision has been calculated with reference to an inflation rate of 2.5% (2024: 3.8%) and a discount
rate of 3.42% (2024: 3.98%) over 4 years (2024: 4 years).
The Company is required by the relevant regulatory authorities to ensure that appropriate rehabilitation is carried out
on tenements that are mined. The amount of rehabilitation cost is an estimate based upon the estimated life of each
mined tenement, as well as the future timing and cost of such rehabilitation. The provision is constantly revised as
information about the life of mine, depth of mining and cost estimates are updated.
22 Equity
22.1 Share capital
Manuka Resources Limited does not have authorised capital nor par value in respect of its share capital, comprising
only of fully paid ordinary shares. Ordinary shares have the right to receive dividends as declared and, in the event
of a winding up, to participate in the proceeds from sale of all surplus assets in proportion to the number of and
amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or proxy, at
meetings of Manuka Resources Limited.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
66 | Page
30 June
2025
30 June
2024
30 June
2025
30 June
2024
# Shares # Shares $ $
Shares issued and fully paid:
At beginning of period
762,279,188 540,870,062 71,396,811 57,038,387
share issue 21 August 2023
(a)
17,250,000
862,500
share issue 28 August 2023
(b)
3,700,000185,000
share issue 28 August 2023
(c)
700,000
37,100
share issue 07 February 2024
(d)
31,982,642
2,238,785
share issue 14 February 2024
(e)
4,832,500
338,275
share issue 22 February 2024
(f)
1,716,639
120,165
share issue 29 February 2024
(g)
20,575,315
1,440,275
share issue 08 March 2024
(h)
1,014,285
71,000
share issue 12 March 2024
(i)
814,286
57,000
share issue 15 May 2024
(j)
87,639,962
5,258,398
share issue 17 May 2024
(k)
150,000
9,000
conversion of debt to equity
(l)
51,033,497
3,684,752
share funds received 28 June 2024
(m)
- -
480,000
conversion to debt 28 June 2024
(n)
- -
316,308
share issue 12 July 2024
(o)
17,488,481
253,000
share issue 28 November 2024
(p)
31,000,000
1,000,000
share issue 4 June 2025
(q)
22,800,000
445,789
placement expenses
(147,148) (740,134)
Total share capital at end of period 833,567,669 762,279,188 72,948,453 71,396,811
a)On 21 August 2023 the Company announced a private placement of $862,500 before costs through the issue of
17,250,000 ordinary shares at an issue price of $0.05, to a very small number of professional and sophisticated
investors, who were made up of clients of the Lead Manager or existing shareholders participating through their broker
with the agreement of the Lead Manager.
b)On 28 August 2023 the Company announced a private placement of $185,000 before costs through the issue of
3,700,000 ordinary shares at an issue price of $0.05, to a very small number of professional and sophisticated investors,
who were made up of clients of the Lead Manager or existing shareholders participating through their broker with the
agreement of the Lead Manager.
c)As ratified at the annual general meeting of shareholders on 16 November 2023
19
, the Company issued the 700,000
Financier Shares for nil cash consideration, at a time when the market value of the shares was $0.053 per share to
Claymore Capital Pty Ltd (or its nominee) on 28 August 2023, as consideration for the extension of the short-term
funding agreement.
d)The Company issued 31,982,642 shares on 7 February 2024 for $2,238,785, as part of a share issue at $0.07.
e)The Company issued 4,832,500 shares on 14 February 2024 with a value of $338,275, as part of a share issue at $0.07.
f)On 22 February 2024 the Company issued 1,716,639 shares to the value of $120,165, linked to a specific tranche
placement at $0.07.
19
Refer ASX announcement 16 October 2023
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
67 | Page
g)The Company issued 20,575,315 shares on 29 February 2024, raising $1,440,275 (before costs) in this placement at
$0.07.
h)On 8 March 2024, 1,014,285 shares were issued, raising $71,000 at $0.07.
i)The Company raised $57,000 through the issue of 814,286 shares on 12 March 2024, as part of a new tranche at $0.07.
j)87,639,962 shares were issued to various investors on 15 May 2024 in a placement raising $5,258,398 (before costs)
at $0.06.
k)On 17 May 2024 The company issued 150,000 shares, raising $9,000 at $0.06.
l)During the financial year 2024, 51,033,497 shares were issued for nil cash consideration at various share prices ranging
from 6 cents to 8.8 cents, in payment of a short-term loan and other debt conversions totalling $3,684,752 payment.
m)On 28 June 2024 $480,000 was raised in relation to the issue of 8,000,001 shares at $0.06 as part of a significant
placement (tranche 2). The issue of the shares took place in July 2024.
n)On 28 June 2024 a short-term loan and other debt totalling $316,309 was converted to equity. As a result 5,271,813
fully paid ordinary shares were issued in July 2024.
o)On 12 July 2024 17,488,481 shares were issued to raise $253,000 as well as $480,000 and $316,309 mentioned at items
‘m’ and ‘n’ above.
p)On 28 November 2024, 31,000,000 shares were issued in relation to the conversion of Convertible Notes. The funds
were utilised to support working capital.
q)On 4 June 2025, 22,800,000 shares were issued as collateral and security following the receipt of $1,250,000 in funding
via the issue of Convertible Notes in November 2024 and June 2025.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
68 | Page
22.2 Movements in options on issue or granted
Number of Options
20252024
Beginning of the financial year 108,491,605 90,705,685
Unexercised options expired 14 July 2023 (10,000,000)
Unexercised options expired 28 July 2023 (5,000,000)
Unexercised options expired 30 September 2023 (5,000,000)
Unexercised options expired 31 December 2023 (19,034,266)
Unexercised options expired 11 January 2024 (300,000)
Unexercised options expired 11 January 2024 (300,000)
Unexercised options expired 11 January 2024 (500,000)
Issued, exercisable at $0.10 on or before 31 December 2025 25,757,575
Issued, exercisable at $0.05 on or before 17 November 2025 10,000,000
Issued, exercisable at $0.06 on or before 30 June 2025 1,000,000
Issued, exercisable at $0.08 on or before 24 January 2026 5,000,000
Issued, exercisable at $0.08 on or before 31 March 2026 5,000,000
Issued, exercisable at $0.11 on or before 3 April 2027 5,000,000
Issued, exercisable at $0.06 on or before 15 May 2026 1,162,611
Granted, exercisable at $0.04 on or before 30 June 2026 5,000,000
Issued, exercisable at $0.06 on or before 15 May 2026 87,789,962
Issued, exercisable at $0.06 on or before 15 May 2026 17,488,481
Issued, exercisable at $0.06 on or before 29 May 2026 1,000,000
Issued, exercisable at $0.06 on or before 31 May 2026 22,000,000
Issued, exercisable at $0.06 on or before 31 May 2026 3,000,000
Unexercised options expired 31 December 2024 (12,000,000)
Unexercised options expired 19 April 2025 (2,000,000)
Unexercised options expired 30 June 2025 (1,000,000)
Unexercised options expired 30 September 2024 (5,000,000)
Unexercised options expired 15 December 2024 (4,000,000)
Unexercised options expired 31 March 2025 (4,000,000)
Unexercised options expired 30 June 2025 (4,000,000)
End of the financial year 207,770,048 108,491,605
22.3 Capital management policies and procedures
Management’s objectives when managing the capital of the company are to maintain a good debt to equity ratio,
provide the shareholders with adequate returns and to ensure that the company can fund its operations and continue
as a going concern.
The Company’s capital includes ordinary share capital, short-term borrowings, and financial liabilities, supported by
financial assets.
Management effectively manages the Company’s capital by assessing the Company’s financial risks and adjusting its
capital structure in response to changes in these risks and in the market. In making decisions to adjust its capital
structure the company considers not only its short-term position but also its long-term operational and strategic
objectives. In order to maintain or adjust the capital structure, the Company may return capital to shareholders, pay
dividends to shareholders or issue new shares.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
69 | Page
23 Reconciliation of cash flows from operating activities
(a) Details of the reconciliation of cash flows from operating activities are listed in the following table:
30 June
2025
30 June
2024
$ $
Cash flows from operating activities
Profit / (loss) for the period (16,876,465) (18,234,635)
Adjustments for non-cash items:
• depreciation and amortisation (272,776) 1,490,458
• discounting of provisions and financial assets 1,583,412 (474,841)
• sale of assets (cash and non-cash) (12,984) 160,208
• share/option based payments to directors - 62,599
• share/option based payments to suppliers and financiers 224,820 1,926,064
• accretion of interest and finance costs 8,926,005 6,734,350
• amortisation of borrowing costs - (612,452)
• unrealised foreign exchange 218,404 (54,032)
Change in operating assets and liabilities:
• change in trade and other receivables 5,636 271,106
• change in prepayments 20,211 349,746
• change in inventories (11,448) 2,080,894
• change in trade, other payables and related party advances 1,432,094 101,319
• change in contract liabilities - (968,646)
• change in provisions (440,294) (61,619)
Net cash provided by / (used in) operating activities (5,203,385) (7,229,481)
(b) The Company has undertaken a number of non-cash investing and financing activities. Details of the non-cash
financing activities which have resulted in the issue of shares are outlined above at Note 23(a). In addition, the
Company has issued or granted options in respect of non-cash financing and investing activities as outlined in the
table below.
30 June 2025 30 June 2024
# options $ # options $
Options issued to finance provider in respect of
financing and extension of financing
• Borrowings – capitalised finance expenses
• Finance costs
25,000,000
1,000,000
216,230
8,590
25,000,000
31,757,575
612,452
384,807
Options issued pursuant to share placement
• Other contributed equity
105,278,443
-
1,162,611
14,402
Total Options 131,278,443 224,820 57,920,186 1,011,661
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
70 | Page
24 Earnings / (Loss) per share
30 June
2025
30 June
2024
$$
P
rofit / (loss) attributable to the owners of the Company used in calculating
basic and diluted loss per share (16,876,465)(18,234,635)
No o
f shares No of shares
Weighted average number of ordinary shares used as the denominator in
calculating basic and diluted loss per share * 799,187,468 678,125,728
Cents per share Cents per share
Basic earnings / (loss) per share
(2.11)
(2.69)
Diluted earnings / (loss) per share (a)
(2.11)
(2.69)
(a) As the Group made a loss for the year ended 30 June 2025, none of the potentially dilutive securities were included
in th
e calculation of diluted earnings per share for that year. These securities could potentially dilute basic earnings
per share in
the future.
* In a
ccordance with AASB 133 paragraph 26, the weighted average number of shares outstanding during the period
and for all periods presented shall be adjusted for events (such as a share consolidation) that have changed the number
of shares outstanding without a corresponding change in resource
s.
25 Reserves
25.1 Share based payments
Options over ordinary shares have been granted to employees and Directors from time to time, on a discretionary
basis. In addition, options have been issued to financiers and other parties as payment for goods and services. The
cost of these share-based payments is measured by reference to the fair value at the date at which they are granted
using an option pricing model. The options may be subject to service or other vesting conditions, and their fair value
is recognised as an expense together with a corresponding increase in other reserve equity over the vesting period.
The weighted average fair value of the options granted during the year was 2 cents. The fair values were determined
using a variation of the binomial option pricing model that takes into account factors such as the vesting period,
applying the following inputs:
30 Ju
ne
2025
30 June
2024
Weighted average exercise price (cents) 8 14
Weighted average life of the option (years)
1.5
1.7
Weighted average underlying share price (cents)
4
5
Weighted average expected share price volatility
89%
81%
Weighted average risk free interest rate
4.33%
4.35%
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
71 | Page
Set out below is a summary of the share-based payment options granted:
30 June 2025 30 June 2024
# Options
Weighted
average exercise
price cents # Options
Weighted
average exercise
price cents
Beginning of the year
108,491,605
14
90,705,685
20
Granted
131,278,443 6
57,920,1868
Forfeited
- -
-
Exercised
- -
-
Expired
(32,000,000) (21)
(40,134,266)(22)
Outstanding at year end 207,770,0488 108,491,60514
Exercisable at year end 207,770,048 8 108,491,605 14
The weighted average remaining contractual life of share options outstanding at the end of the financial year was 1
year (2024: 1.1 years), and the weighted average exercise price is 8 cents (2024: 14 cents).
During the year, share based payments of $nil (2024: $4,001,061) were made to suppliers and directors.
There was an addition to in the share option reserve of $224,820 (2024: $1,011,661) for the options issued during the
year ended 30 June 2025. The Company has elected to reclassify the value of the expired options from the reserve to
retained earnings to ensure the reserve balance reflects the value of unexpired options at 30 June 2025. At 30 June
2025 the total value of the share-based payment reserve is $1,701,146 (2024: $5,253,710).
26 Financial risk management
General objectives, policies and processes
In common with all other businesses, the Company is exposed to risks that arise from its use of financial instruments.
This note describes the Company’s objectives, policies and processes for managing those risks and the methods used
to measure them. Further quantitative information in respect of these risks is presented throughout these financial
statements.
There have been no substantive changes in the Company’s exposure to financial instrument risks, its objectives,
policies and processes for managing those risks or the methods used to measure them from previous periods unless
otherwise stated in this note.
Activities undertaken by the Company may expose the Company to market risk (including gold price risk, currency risk
and interest rate risk), credit risk and liquidity risk. The Board has overall responsibility for the determination of the
Company’s risk management objectives and policies and, whilst retaining ultimate responsibility for them, it has
delegated the authority to its finance team, for designing and operating processes that ensure the effective
implementation of the objectives and policies of the Company. The Company's risk management policies and
objectives are therefore designed to minimise the potential impacts of these risks on the results of the Company where
such impacts may be material. The Board receives regular updates from Management through which it reviews the
effectiveness of the processes put in place and the appropriateness of the objectives and policies it sets.
The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting
the company’s competitiveness and flexibility.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
72 | Page
At 30 June 2025, the Company held the following financial instruments:
30 June
2025
30 June
2024
Financial assets $$
Cash and cash equivalent
968,645
2,125,350
Trade and other receivables
8,696
14,332
Other financial assets
5,496,357
6,268,669
Total financial assets
6,473,698
8,408,351
Financial liabilities
Trade and other payables
8,467,206
7,241,171
Related party loans
273,242
238,522
Other interest-bearing loans (net of borrowing costs)
40,103,412
28,150,830
Lease liabilities
342,792
141,195
Total financial liabilities
49,186,652
35,771,718
The fair value of current and non-current financial instruments is assumed to approximate their carrying value.
Market Risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, commodity prices, interest rates
and equity prices will affect the consolidated entity income or the value of its holdings of financial instruments.
The Group is exposed to the risk of fluctuations in prevailing market commodity prices on the gold and silver produced
from its silver and gold mines. The Group does not have any physical gold or silver delivery contracts in place as at 30
June 2025 (30 June 2024: Nil).
Derivative financial instruments and hedge accounting
Derivatives are only used for economic hedging purposes and not as speculative investments.
Changes in the market gold price will affect the derivative valuation at each reporting date. The objective of market
risk management is to manage and control market risk exposures within acceptable parameters, while optimising the
return. The consolidated entity enters into derivative financial instruments to hedge such transactions.
The Company’s risk management policy is to hedge between 0% to 60% of forecast gold/silver sales in local currency
over a rolling 24-month period. As at 30 June 2025 the Company had no hedge positions in place (2024: Nil).
Commodity price sensitivity
The carrying amount of derivative financial instruments are valued using appropriate valuations models with inputs
such as forward gold or silver prices. There were no open derivative instruments as at 30 June 2025 (2024: Nil). The
accounting policy for derivative financial instruments and hedge accounting is outlined above.
Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of any derivative
instruments that do not qualify for hedge accounting are recognised immediately in the income statement. The
Company did not enter into any fair value hedges in 2025 (2024: Nil).
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
73 | Page
Credit risk
Credit risk is the risk that the other party to a financial instrument will fail to discharge their obligation resulting in the
Company incurring a financial loss. This usually occurs when debtors fail to settle their obligations owing to the
Company. The policy of the Company is that sales are only made to customers that are credit worthy. Credit limits for
each customer are reviewed and approved by Management.
Receivable balances are monitored on an ongoing basis. The Company has one Key Customer which is an LBMA
Accredited Refinery. To mitigate Credit Risk associated with its Key Customer, the Company has in place a contract
which ensures payment is received at the time of transfer of title and physical delivery of goods. To mitigate the credit
risk associated with cash and cash equivalents, contracts are taken out only with reputable financial institutions in
Australia.
The maximum exposure to credit risk at balance date in relation to each class of financial asset is the carrying amount
of those assets, which is net of impairment losses. Refer to the summary of financial instruments table above for the
total carrying amount of financial assets.
Liquidity risk
Liquidity risk is the risk that the Company may encounter difficulties raising funds to meet commitments associated
with financial instruments, e.g. borrowing repayments. Prudent liquidity risk management implies maintaining
sufficient cash and ensuring the availability of funding through an adequate amount of committed credit facilities.
The Company manages liquidity risk by continuously monitoring forecasted and actual cash flows, seeking the financial
support from its shareholders, finding debt providers and matching the maturity profiles of financial assets and
liabilities.
Maturity Analysis
The table below summarises the maturity profile of the Company’s financial liabilities based on contractual
commitments.
Carrying
Amount
Contractual
Cash flows
< 6 months 6- 12
months
1-3 years
$$$$$
2025
Non-derivatives
Trade and other payables
8,467,206 8,467,206 8,467,206 - -
Related party loans
273,242 316,960 21,859 295,101 -
Other interest-bearing loans
40,103,412 44,281,579 31,696,399 1,561,581 11,023,599
Lease liabilities
342,792 431,003 66,545 73,145 291,313
49,186,652 53,496,748 40,252,009 1,929,827 11,314,912
2024
Non-derivatives
Trade and other payables
7,241,171 7,241,171 7,241,171 - -
Related party loans
238,522 286,227 19,082 19,082 248,063
Other interest-bearing loans
28,150,830 32,503,549 8,063,888 14,394,302 10,045,359
Lease liabilities
141,195 141,195 113,51127,684-
35,771,718 40,172,142 15,437,652 14,441,068 10,293,422
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
74 | Page
Foreign exchange risk
Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in
a currency that is not the entity’s functional currency. The Group has not formalised a foreign currency risk
management policy however, it monitors its foreign currency expenditure considering exchange rate movements.
The Group is exposed to foreign exchange risk through the USD denominated debt facility obtained from its senior
secured lender and through the USD denominated working capital facility, refer Note 19.2. The Group’s exposure to
foreign currency risk at the end of the reporting period, expressed in Australian dollars, was as follows:
30 June
2025
30 June
2024
$ $
Borrowings 36,016,329 27,612,107
The aggregate net foreign exchange gains/losses recognised in profit or loss were:
30 June
2025
30 June
2024
$ $
Net foreign exchange gain / (loss) recognised in profit or
loss
(244,639) 22,864
Sensitivity analysis
The following table demonstrates the sensitivity to a reasonably possible change in the USD:AUD exchange rate, with
all other variables held constant, of the Company’s profit/loss after tax (through the impact on USD denominated
financial liabilities).
30 June
2025
30 June
2024
$ $
USD:AUD exchange rate – increase 10% 3,274,212 2,510,192
USD:AUD exchange rate – decrease 10% (4,001,814) (3,068,012)
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
75 | Page
Interest rate risk
Interest rate risk is the Company’s exposure to market risk for changes in interest rates relates primarily to cash and
interest-bearing liabilities. The Company's exposure to interest rate risk and the effective weighted average interest
rate by maturity periods is set out in the tables below:
Weighted
average
interest rate
Floating rates Fixed rates Non-interest
bearing
Total
$$$$
2025
Financial assets
Cash and cash equivalent -
- - 968,645 968,645
Trade and other receivables -
- - 8,696 8,696
Other financial assets -
- 5,496,357 -5,496,357
-5,496,357 977,341 6,473,698
Financial liabilities
Trade and other payables 0%
- - 8,467,206 8,467,206
Related party loans 16%
-273,242-273,242
Other interest-bearing loans 20%
16,675,319 19,341,0104,087,083 40,103,412
Lease liability 14%
-342,792-342,792
16,675,319 19,957,044 12,554,289 49,186,652
2024
Financial assets
Cash and cash equivalent - - -
2,125,350 2,125,350
Trade and other receivables - - -
14,33214,332
Other financial assets - - 6,268,669
-6,268,669
- 6,268,669
2,139,682 8,408,351
Financial liabilities
Trade and other payables 0% - -
7,241,172 7,241,172
Related party loans 16%-
238,522-238,522
Other interest-bearing loans 20%
10,770,116 16,640,542550,683 27,961,341
Lease liability 14% -
141,195
-
141,195
10,770,116 17,020,259 7,791,855 35,582,230
Sensitivity analysis
The following table demonstrates the sensitivity to a reasonably possible change in interest rates, with all other
variables held constant, of the Company’s profit/loss after tax (through the impact on floating rate financial liabilities).
Carrying
amount
2025
Carrying
amount
2024
$
+1%-1%
$
+1%-1%
Borrowings at floating interest rate
16,675,319 166,753 (166,753)
10,770,116 107,701 (107,701)
Tax charge at 30% (2024: 30%)
(50,026) 50,026
(32,310) 32,310
Net after tax increase / (decrease)
116,727 (116,727)
75,391 (75,391)
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
76 | Page
27 Commitments for expenditure
27.1 Tenement Commitments
In order to maintain current rights of tenure to exploration tenements, the Company is required to perform minimum
work commitments over the terms of an exploration licence which includes exploration, environmental and
community consultation in work programmes lodged with the New South Wales Government on licence renewal.
Strict minimum expenditure requirements are no longer the sole criteria for working and retaining exploration licences
in NSW. Extenuating factors may be taken into account for renewal if limited exploration activities were undertaken.
These obligations are not provided for in the financial report.
30 June
2025
30 June
2024
$$
Not later than one year 1,077,606 1,138,667
Between 1 year and 5 years 620,653 4,351,333
1,698,259 5,490,000
Additionally, commitments are noted for the obligations for the environmental remediation of mine sites. The cost
estimates are outlined below (Note 32).
28 Contingent assets
and liabilities
28.1 Bank Guarantee to Cobar Shire Council and road rehabilitation
The Company has a term deposit with NAB to cover a bank guarantee of $200,000 (2024: $200,000) issued by the
National Australia Bank Limited to Cobar Shire Council. The bank guarantee is required by Cobar Shire Council to cover
the estimated cost of restoring the road to their pre-mining condition.
Due to the contingent nature of the asset and liability and the significant uncertainty of timing and because the cost
of necessary road repairs cannot be estimated with any degree of certainty.
28.2 Rental bond and office lease guarantee and indemnity
The Company has entered into a Deed of Indemnity in relation to a Lease Bond Facility with Lombard Insurance
Company Ltd. The Lease Bond Facility covers the Company’s guarantee and indemnity obligations in respect of the
office lease outlined at Note 18. The total facility as at 30 June 2025 was $107,484 (2024: $96,254).
29 Interests in Subsidiaries
Set out below are details of the subsidiaries held directly by the Group:
P
roportion of ownership
interests held by the Group
Name of the subsidiary
Place of incorporation and
place of business Principal activity
30 June
2025
30 June
2024
Mt Boppy Resources Pty Ltd Australia Gold Mine 100% 100%
Trans-Tasman Resources Ltd New Zealand Owner of iron ore
project
100% 100%
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
77 | Page
30 Par
ent Entity Information
Information relating to Manuka Resources Ltd (the Parent Entity):
30 June
2025
30 June
2024
$$
Current assets
234,624
1,755,350
Non-current assets
51,783,948
55,530,183
Total assets
52,018,572
57,285,533
Current liabilities
43,509,330
31,568,620
Non-current liabilities
6,612,655
7,081,334
Total liabilities
50,121,985
38,649,954
Net assets / (deficit)
1,896,587
18,635,579
Share capital
72,948,450
71,396,811
Share based payment reserve
1,701,146
5,253,711
Accumulated losses
(72,753,009)
(58,014,943)
Total equity
1,896,587
18,635,579
Statement of profit or loss and other comprehensive income
Profit / (loss) for the year
(19,855,950)
(18,016,979)
Other comprehensive income / (loss)
-
-
Total comprehensive profit / loss
(19,855,950)
(18,016,979)
The Paren
t Entity has contingent liabilities at the year-end as outlined in Note 28.
31 Relat
ed party transactions
31.1 Transactions with related parties and outstanding balances
The Company’s related parties include key management personnel, and others as described below. Unless otherwise
stated, no transaction included special terms and conditions, and no guarantees were given or received. Outstanding
balances are usually settled in cash.
Notes
30 June
2025
30 June
2024
$$
DETAILS OF TRANSACTIONS WITH RELATED PARTIES:
Details of related party transactions with ResCap
Investments Pty Ltd, an entity controlled by a member of
KMP:
-Interest charged on loan43,670 6,615
Details of related party transactions with Anna Karp,
an individual directly related to a member of KMP:
-Sale of motor vehicle32,500 -
DETAILS OF BALANCES WITH RELATED PARTIES:
Balance of loan
with Manuka Resources Ltd
- payable to ResCap Investments Pty Ltd19.2(a) 273,242 238,522
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
78 | Page
31.2 Transactions with key management personnel
Key management personnel remuneration includes the following expenses:
30 June
2025
30 June
2024
$ $
Short-term employee benefits 938,793 921,550
Post-employment benefits 58,141 32,737
Long-term benefits 12,418 -
Share-based payments - 111,907
Total remuneration 1,009,351 1,066,194
Detailed remuneration disclosures are provided in the remuneration report on pages 29 to 34.
32 Guarantees and Facilities
As at 30 June 2025, the Company and its subsidiaries hold the following guarantees:
Manuka Resources Limited
The Company has a guarantee amounting to $5,515,000 (2024: $5,515,000). This facility is primarily
dedicated to supporting activities related to the Wonawinta Silver Mine, including mine closure
rehabilitation and project-specific financial commitments as described in note 19.3 Other Financial Assets.
The obligation required by the regulator is $6,658,000.
Mt Boppy Resources Pty Ltd (Subsidiary)
Mt Boppy Resources, a subsidiary of Manuka Resources, has a separate guarantee amounting to
$1,365,000 (2024: $1,365,000). This facility is primarily dedicated to supporting activities related to the
Mt Boppy Gold Mine, including mine closure rehabilitation and project-specific financial commitments as
described in note 19.3 Other Financial Assets.
These guarantees are currently secured against deposits held by the National Australia Bank Limited.
33 Subsequent Events
Apart from the matters mentioned below, there are no other matters or circumstances that have arisen since the
end of the period that has significantly affected or may significantly affect either
the entity’s operations in future
financial years, the results of those operations in future financial years or the entity’s state of affairs in
future financial years.
Secured Debt Facility Repayment
Since the end of the reporting period, the Company has been informed that the existing senior debt facility
US$12.4 million has been assigned to existing (non-related) shareholders utilising a trust structure (Trust Debt). In
addition, the repayment date has been extended to 31 March 2026. The Company will reimburse the Trust Debt
for market related fees & expenses in consideration for the extension.
Conversion of Convertible Note
On 5th August 2025, a Convertible Note holder converted a convertible note with a face value of $2,400,000 plus
interest to 65,652,501 fully paid ordinary shares in the Company.
Manuka Resources Ltd
For the year ended 30 June 2025
Notes to the Financial Statements (cont’d)
79 | Page
34 Company Details
The registered office and principal place of business of the Company is:
Manuka Resources Ltd
Level 4, Grafton Bond Building
201 Kent Street, Sydney, New South Wales 2000
Manuka Resources Ltd 80
For the year ended 30 June 2025
80 | Page
Consolidated Entity Disclosure Statement
For the year ended 30 June 2025:
Entity Name Entity Type Country of
Incorporation
Ownership
Interest %
Tax
residency
Manuka Resources Ltd Body corporation Australia n/a Australian
Mt Boppy Resources Pty Ltd Body corporation Australia 100% Australian
Trans-Tasman Resources Ltd Body corporation New Zealand 100% New Zealand
Manuka Resources Ltd 81
For the year ended 30 June 2025
81 | Page
Directors’ Declaration
In the opinion of the Directors of Manuka Resources Ltd:
a The financial statements and notes of Manuka Resources Ltd are in accordance with the Corporations Act 2001,
including:
i.Giving a true and fair view of the consolidated entity’s financial position as at 30 June 2
025 and of its
performance
for the financial year ended on that date; and
ii.Complying with Accounting Standards, the Corporations Regulations 2001 and other mandato
ry
professional reporting requirements;
iii.The a
ttached financial statements and notes comply with International Financial Reporting Standards as
issued by the International Accounting Standards Board as described in note 1 to the financial statements;
b There are reasonable grounds to believe that Manuka Resources Ltd will be able to pay its debts as and when
they become due and payable; and
c The information disclosed in the attached consolidated entity disclosure statement is true and correct.
The directors have been given the declarations by the chief executive officer and chief financial officer required by
section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of the directors.
Dennis Karp
Executive Chairman
Dated the 30
th
day of September 2025
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the
members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm
which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
RSM Australia Partners
Level 7, 1 Martin Place
Sydney
NSW 2000
Australia
T +61 (02) 8226 4500
F +61 (02) 8226 4501
rsm.com.au
INDEPENDENT AUDITOR’S REPORT
To the Members of Manuka Resources
Limited
REPORT ON THE AUDIT OF THE FINANCIAL REPORT
Qualified Opinion
We have audited the financial report of Manuka Resources Limited (the Company) and its controlled entities
(collectively the Group), which comprises the consolidated statement of financial position as at 30 June 2025, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes
in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial
statements, including material accounting policy information, the consolidated entity disclosure statement and the
directors' declaration.
In our opinion, except for the matter described in the Basis for Qualified Opinion section of our report, the
accompanying financial report of the Company is in accordance with the Corporations Act 2001, including:
(i)
giving a true and fair view of the Group's financial position as at 30 June 2025 and of its financial
performance for the year then ended; a
nd
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 20
01.
Basis for Qualified Opinion
Includ
ed in Note 16 and Note 17 of the financial statements are exploration and development assets and property,
plant and equipment of $37,934,470 and $13,752,823 respectively. Additionally, in Note 18 of the financial
statements are Right of Use assets of $334,568. As stated in Note 3.2, the ability of the Group to continue as a
going concern and realise the value of these assets is dependent on a number of factors, the most significant of
which is its ability to refinancing its existing current debt facilities and/or raising additional funds in the capital
markets and managing its long-dated creditors.
We were unable to obtain sufficient appropriate evidence in relation to the carrying amount of these assets at
30 June 2025 as the Group has identified indicators of impairment but does not presently have sufficient
information to determine the recoverable amount. The Group is required to assess the recoverable amount with
reference to a discounted cash flow model, however the mine and production plan to be included in this model
cannot be determined at this time as it is dependent on the Group’s ability to raise additional funds from the capital
markets while continuing to negotiate further loan extensions. Consequently, we were unable to determine
whether any adjustments to these carrying amounts were necessary.
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of
our report. We are independent of the Group in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial
report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
82 | Page
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to
the directors of the Group, would be in the same terms if given to the directors as at the time of this auditor’s
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
qualified opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 3.2 in the financial report, which indicates that the Company incurred a net loss of
$16,876,465 during the year ended 30 June 2025 and, as of that date, the Group's current liabilities exceeded its
total assets by $47,880,425. As stated in Note 3.2, these events or conditions, along with other matters as set
forth in Note 3.2, indicate that a material uncertainty exists that may cast significant doubt on the Group's ability
to continue as a going concern. Our opinion is not modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the financial report of the current period. These matters were addressed in the context of our audit of the financial
report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
In addition to the matters described in the Material Uncertainty Related to Going Concern section and in the Basis
for Qualified Opinion section, we have determined the matter described below to be the key audit matter to be
communicated in our report.
Key Audit Matter
How our audit addressed this matter
Rehabilitation provisions
Refer to Note 21.1 in the financial statements
As a result of the Group's past activities, there
is an obligation to rehabilitate and restore mine
sites. As at 30 June 2025, the Group has
brought to account rehabilitation provisions of
$7,513,935.
We considered this to be a key audit matter due
to the significant management judgement and
estimates involved in assessing the
rehabilitation provisions including:
Determination of costs to be incurred in
future years and its timing.
Complexity involved in the
quantification of the provision based on
areas disturbed; and
The methodology used to calculate the
provision amount to ensure
compliance with Australian Accounting
Standards.
Our audit procedures included, among others:
Obtaining an understanding of the process involved
in the determination of the provisions
.
Checking the mathematical accuracy of the model
used to calculate the prov
isions
Assessing the reasonableness of the inflation rate,
discount rate and timing of the rehabilitation
cashflows assumptions used in the model.
Checking mining activity and evaluating estimate
d
co
sts by agreeing inputs used in the provision model
to advice from management's expe
rt.
Ensuring the movement in the provision has been
accounted for in accordance with Australian
Accounting Standards; and
Assessing the appropriateness of the disclosures in
the financial report
83 | Page
Accounting for Convertible Loan Notes
Refer to Note 19.2 in the financial statements
The Group has convertible loan notes with a
carrying value of $3,117,754 as at 30 June
2025. The convertible notes include the option
to convert the principle into shares or be repaid
in cash upon the note holder’s request.
Accounting for convertible notes has been
considered a key audit matter due to the
complexity of the accounting treatment
required under Australian Accounting
standards.
Our audit procedures included, among others:
Reviewing the convertible note deed, to evaluate it
s
terms
.
Evaluating the accounting treatment proposed to
determine whether it is in compliance with Australian
Accounting Standards.
Evaluating the reasonableness of assumptions and
key inputs to the valuation model provided by
management’s by obtaining external confirmation
s
and.
Assessing the appropriateness of the disclosures in
respect of the borrowings and the financial liability.
Othe
r Information
The directors are responsible for the other information. The other information comprises the information included
in the Group's annual report for the year ended 30 June 2025 but does not include the financial report and the
auditor's report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of:
a.
the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001; an
d
b.
the consolidated entity disclosure statement that is true and correct in accordance with the Corporatio
ns
Act 2001, and
for su
ch internal control as the directors determine is necessary to enable the preparation of:
i.
the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view and is free from material misstatement, whether due to fraud or error; an
d
ii.
the consolidated entity disclosure statement that is true and correct and is free of misstatement, whethe
r
due to fraud
or erro
r.
84 | Page
In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic
alternative but to do so.
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and
Assurance Standards Board website at: https://www.auasb.gov.au/media/bwvjcgre/ar1_2024.pdf
This description forms part of our auditor's report.
REPORT ON THE REMUNERATION REPORT
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 27 to 34 of the directors' report for the year ended
30 June 2025.
In our opinion, the Remuneration Report of Manuka Resources Limited for the year ended 30 June 2025, complies
with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
C J Hume
Partner
RSM Australia Partners
Sydney, 30 September 2025
85 | Page
Manuka Resources Ltd 86
For the year ended 30 June 2025
86 | Page
ASX Additional Information
Additional information required by Australian Securities Exchange Ltd and not shown elsewhere in
this report is as follows. The information is current as at 29 September 2025.
(a) Distribution of equity securities
Analysis of numbers of equity security holders by size of holding:
Ordinary shares
Number of holders Number of shares
1 - 1,000 128 75,724
1,001 - 5,000 430 1,138,071
5,001 - 10,000 340 2,887,302
10,001 - 100,000 815 31,443,732
100,001 and over 534 1,029,840,022
2,247 1,065,384,851
The number of equity security holders holding less than a
marketable parcel of securities are: 960 5,136,005
(b) Twenty largest shareholders
Twenty larges
t quoted equity security holders
The names of the twenty largest holders of quoted ordinary shares are:
Listed ordinary shares
Number of shares
Percentage of
ordinary shares
1 ROSENBERG GROUP 139,442,729 13.09%
2 MR ANTANAS GUOGA 72,401,509 6.80%
3 CITICORP NOMINEES PTY LIMITED 58,020,391 5.45%
4 SHARESIES AUSTRALIA NOMINEE PTY LIMITED 51,392,661 4.82%
5 MINVEST SECURITIES (NEW ZEALAND) LIMITED 49,375,887 4.63%
6 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 36,990,414 3.47%
7 SOOTHGROVE PTY LTD 35,982,915 3.38%
8 TENNANT METALS SOUTH AFRICA PTY LTD 32,427,194 3.04%
9 BUTTONWOOD NOMINEES PTY LTD 30,497,5382.86%
10 BNP PARIBAS NOMINEES PTY LTD 25,505,996 2.39%
11 S T B OFFSHORE LIMITED23,900,0002.24%
12 MR ANDREW LOUIS CHARLES BEREND 19,921,055 1.87%
13 BNP PARIBAS NOMINEES PTY LTD 18,606,301 1.75%
14 R-CAP RESOURCES GP SA15,535,526 1.46%
15 UBS NOMINEES PTY LTD 13,054,464 1.23%
16 SPINITE PTY LTD 12,815,751 1.20%
17 MR MATTHEW DAVID ROSENBERG 12,414,651 1.17%
18 MR YONGLU YU 10,926,316 1.03%
19 MR GEORGE WONG KIM PAU 10,598,000 0.99%
20 ALAN JOHN EGGERS SUPER A/C 10,000,000 0.94%
Total
679,809,29863.81%
Total issued
capital - selected security class(es)
1,065,384,851100.00%
Manuka Resources Ltd 87
For the year ended 30 June 2025
87 | Page
(c) Substantial shareholders
The names of substantial shareholders are:
Number of Shares % Issued Capital
ROSENBERG GROUP 139,442,72913.09%
MR ANTANAS GUOGA 72,401,5096.80%
ALAN J EGGERS AND ASSOCIATES 61,375,8875.76%
DENNIS KARP 60,212,7885.65%
CITICORP NOMINEES PTY LIMITED 58,020,3915.45%
(d) Voting rights
All ordinary shares (whether fully paid or not) carry one vote per share without restriction.
(e) Schedule of interests in mining tenements as at 29 September 2025
Location: Wonawinta Silver Project is situated approximately 90 kilometres to the south of Cobar,
NSW, and comprises one (1) granted mining lease and seven (7) granted exploration licences as
below, plus processing plant and associated infrastructure.
Tenement
Percentage held / earning Change during period
ML1659 100% -
EL6482 100% -
EL7345 100% -
EL6155 100% -
EL6302 100% -
EL7515 100% -
EL6623 100% -
EL8498 100% -
Location: Mt Boppy Gold Project is situated approximately 45 kilometres east of Cobar, NSW,
adjacent to the Barrier Highway. The Project comprises four (4) gold leases, two (2) mining leases,
one (1) mining purpose lease and one (1) exploration licence which encompasses the MLs and
extends the project area to the south.
Tenement
Percentage held / earning Change during period
GL3255 100% -
GL5836 100% -
GL5848 100% -
GL5898 100% -
ML311 100% -
ML1681 100% -
MPL240 100% -
EL5842 100% -
Location: Tenement Location: Taranaki VTM Project is situated offshore in the South Taranaki Bight
along the west coast of the North Island, New Zealand. Tenements acquired as a result of the
acquisition
20
of TTR comprise one granted mining permit and one granted exploration permit.
Tenement
Percentage held / earning Change during period
MMP55581 100% 100%
MEP54068 100% 100%
20
ASX disclosure 11 November 2022
Manuka Resources Ltd 88
For the year ended 30 June 2025
88 | Page
(f) Unquoted Securities
At 29 September 2025, the Company had the following unlisted securities on issue:
Holders of 20% or more of the class
Class
Number of
Securities
Numbe
r of
Holders Holder Name
Number of
Securities
$0.17 options, expiring
16/12/2025 19,571,419
60 Citicorp Nominees Pty Ltd 4,761,904
$0.10 options, expiring
31/12/2025
25,757,575 1 TENNANT METALS SOUTH
AFRICA
25,757,575
$0.05 options, expiring
17/11/2025
10,000,000 1 TA Private Capital Security
Agent Ltd
10,000,000
$0.08 options, expiring
24/01/2026
5,000,000 1 TA Private Capital Security
Agent Ltd
5,000,000
$0.08 options, expiring
31/03/2026
5,000,000 1 TA Private Capital Security
Agent Ltd
5,000,000
$0.11 options, expiring
03/04/2027
5,000,000 1 BURNVOIR CORPORATE
FINANCE LTD
5,000,000
$0.06 options, expiring
15/05/2026
106,441,054 62 CLAYMORE CAPITAL PTY
LTD Nominated
106,441,054
$0.04 options, expiring
30/06/2026
5,000,000 1 TA Private Capital Security
Agent Ltd
5,000,000
$0.06 options, expiring
31/05/2026 25,000,000
1 TA Private Capital Security
Agent Ltd 25,000,000
$0.06 options, expiring
29/05/2026 1,000,000
1 CLAYMORE CAPITAL PTY
LTD
1,000,000
(f) Restricted Securities
At 29 September 2025, the Company had no restricted securities on issue.
(h) Approach to Corporate Governance
Manuka Resources Ltd ACN 611 963 225 (Company) has established a corporate governance framework
commencing from when the Company was admitted to the official list of ASX. In establishing its corporate
governance framework, the Company has referred to the recommendations set out in the ASX Corporate
Governance Council's Corporate Governance Principles and Recommendations 4
th
edition (Principles &
Recommendations). The Company has followed each recommendation where the Board has considered the
recommendation to be an appropriate benchmark for its corporate governance practices.
The following governance-related documents can be found on the Company's website at
www.manukaresources.com.au, under the section marked "Investor Hub > Corporate Governance":
Charters
Board
Audit, Risk and Sustainability Committee
Nomination Committee
Remuneration Committee
Finance Committee
Manuka Resources Ltd 89
For the year ended 30 June 2025
89 | Page
Policies and Procedures
Corporate Code of Conduct
Disclosure - Performance Evaluation
Continuous Disclosure
Risk Management Policy
Trading Policy
Diversity Policy
Shareholder Communication Strategy
Sustainability Policy
Hedging Policy
Whistleblower Policy
For the financial year ended 30 June 2025 (Reporting Period) the Company has adopted the 4
th
edition of the
Corporate Governance Principles and Recommendations released by the ASX Corporate Governance Council. The
Company’s 2025 Annual Corporate Governance Statement has been approved by the Board and is publicly available
on the Company’s website at https://manukaresources.com.au/corporate-governance. It will also be released to
the ASX at the same time as this 2025 Annual Report.
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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