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DJ Panther Metals PLC Final Audited Results for the Year 31 December 2018

 
TIDMPALM 
 
8 May 2019 
 
Panther Metals PLC 
("Panther" or the "Company") 
 
FINAL AUDITED RESULTS FOR THE YEAR 31 DECEMBER 2018 
 
 
The Directors of Panther Metals plc (NEX:PALM), the exploration company 
operating in Canada and Australia, are pleased to announce the final audited 
results for the year ended 31 December 2018. 
 
The Report and Accounts extracts are presented below. The full Report will 
available to download shortly on the Company's website www.panthermetals.co.uk. 
 
The director of the issuer accept responsibility for the contents of this 
announcement. 
 
The Company 
PANTHER METALS PLC                       www.panthermetals.co.uk 
Darren Hazelwood, Chief Executive        + 44 (0)7971 957 685 
Officer                                  + 1 (604) 209 6678 
Mitchell Smith, Chief Operating Officer  info@panthermetals.co.uk 
 
NEX Exchange Corporate Adviser 
PETERHOUSE CAPITAL LIMITED                 +44 (0) 20 7469 0930 
Mark Anwyl 
Guy Miller 
 
Company broker 
SI CAPITAL LIMITED                          +44 (0) 1438 416 500 
Nick Emerson 
 
 
 
CHAIRMAN'S STATEMENT 
FOR THE YEAR ENDED 31 DECEMBER 2018 
 
 
The past year has been a transformational period for Panther Metals Plc (the 
"Company" or "Panther"), to the extent that every facet of the enterprise 
reflects positive and dynamic change. While such change is itself necessary, 
all successful companies are ultimately built in the long-term on the 
foundations of sound strategic planning and operational focus. Panther 
elucidated its new strategy clearly and decisively, following its last AGM 
early in 2018, then proceeded to action its plan methodically throughout the 
remainder of the year. 
 
Panther is targeting scaleable growth projects in the stable, mining-friendly 
jurisdictions of Australia and Canada. Projects targeted by the Company 
demonstrate potential for growth and value generation in the medium to 
long-term, with a focus on precious and base-metals. This strategy is in 
recognition of the increasing operational and jurisdictional risks associated 
with project development in many other parts of the world, in particular the 
difficulty of permitting projects in regions that are not already fully 
supportive of the resource sector. The flip-side of this strategic choice is 
that we face significant competition, a risk being mitigated through a 
technically and financially astute board capable of nimble and effective 
action. In addition, our business is supported by financiers in London and 
Perth who have previously seen investment successes in the mineral resources 
sector, and we continue to welcome their interest and involvement. 
 
By mid-year the Company had secured an option to acquire several gold projects 
in Canada, which it duly secured late in the summer. These projects include, 
Big and Little Bear Lake and Schreiber Pyramid (collectively referred to as the 
"Big Bear Project") located in north-western Ontario; areas prospective for 
both orogenic gold and volcanogenic massive sulphide deposits. These projects 
are located within the famous Schreiber-Hemlo Greenstone Belt; only 95km from 
the world-class Hemlo gold deposit, which is currently operated by Barrick Gold 
Corporation. As a jurisdiction, Ontario is ranked 7th most attractive in the 
world in the Fraser Institute mining survey, higher than several other 
provinces in Canada. Our projects are already yielding positive and coherent 
exploration results, including significantly anomalous soil and rock-chip 
samples, which confirm our understanding of the prospectivity of this region. 
Further work on these projects by the Company is ongoing, actioning an 
exploration plan which is targeting the identification of drill-targets for the 
next field season. 
 
At the end of the year, an agreement was reached to acquire an Australian 
company, Parthian Resources Pty. Ltd.; a deal which was concluded successfully 
post-period end in March 2019. The transaction provides the Company with an 
operating subsidiary in Australia, with which it may now pursue project 
specific acquisitions in the country. In addition to owning a unique and 
valuable geoscientific database relating to its prior area of operational 
focus, this company also retains significant cash, which Panther intends to 
utilise to make at least one project acquisition. The Company is currently 
focused on identifying suitable early-stage projects in prospective mineral 
provinces located in Western Australia and the Northern Territory. While 
Western Australia ranks 5th most attractive jurisdiction in the world in the 
Fraser Institute mining survey, the Northern Territory is of particular 
interest to the Company as it ranks as the 6th lowest cost gold producer in the 
world (at US$566/oz); both states containing several world-class gold 
provinces, with recent exploration under cover and in less well-explored areas 
still revealing major discoveries. 
 
I referred earlier to the current board of directors, with which I have the 
pleasure of serving as part of a well-integrated, like-minded and energetic 
team. I would like to take this opportunity to thank them for their hard work 
and diligence during the past year, particularly as the Company underwent its 
process of internal and external change. I am confident that we have built the 
foundations upon which Panther will begin to tower in the years ahead. We 
welcome the interest of all of our existing and new shareholders in the Company 
and look forward to providing further updates on our progress in the near 
future. 
 
Dr. Kerim Sener 
Non-executive Chairman 
3 May 2019 
 
 
 
The directors present their report on the affairs of the Group, together with 
the financial statements and auditors' report, for the year ended 31 December 
2018. 
 
Principal activities 
 
Panther Metals plc (the "Company") is a company registered in the Isle of Man. 
The Company was incorporated on 5 June 2013. On 30 June 2014, the Company's 
shares were admitted to trading on the NEX Exchange Growth Market in London. On 
9 March 2018, the Company, at its Annual General Meeting, received approval 
from shareholders to change its investing policy to the natural resources 
sector from the agriculture sector. 
 
The Company's principal activity is investment within the natural resources 
sector in base, precious and energy metals, searching within established and 
politically stable mining jurisdictions such as Australia and North America. 
 
Results 
 
The loss for this year after taxation was GBP519,134 (2017: GBP133,747) and at 
company level GBP519,735 (2017: 
 
GBP133,640). 
 
The Directors do not recommend the payment of a dividend. 
 
Directors 
 
The directors, who served throughout the period and to the date of this report, 
are as follows: 
 
S Rothschild 
 
Darren Hazelwood (Appointed on 9 March 2018) Mitchell Patrick Smith (Appointed 
on 9 March 2018) Nicholas John O'Reilly (Appointed on 9 March 2018) Ahmet Kerim 
Sener (Appointed 17 August 2018) Kate Asling (Appointed 4 December 2018) 
 
Manichelvam Subramaniam (Resigned on 4 December 2018) 
 
Directors' interests 
 
The beneficial interests in the Company's shares of the Directors and their 
families were as follows: 
 
                                                Held at 31 December    Held at 31 
                                                               2018      December 
                                                                             2017 
 
D Hazelwood                                              50,000,000             - 
 
M Subramaniam                                            25,220,003    25,220,003 
 
M Smith                                                           -             - 
 
S Rothschild                                                      -             - 
 
N O'Reilly                                                        -             - 
 
A K Sener                                                         -             - 
 
K Asling                                                          -             - 
 
On 15 March 2019, following the acquisition of Parthian Resources Pty Ltd, A K 
Sener received 34,615,902 ordinary shares in the Company representing 5.6% of 
the entire issued share capital. 
 
On 10 May 2018 the following share options were issued to directors 
 
                                               Held at 31 December      Held at 31 
                                                              2018        December 
                                                                              2017 
 
D Hazelwood                                             10,000,000               - 
 
M Smith                                                 20,000,000               - 
 
N O'Reilly                                              10,000,000               - 
 
                                                        40,000,000 
 
On 10 May 2018, 20,000,000 options were granted and are exercisable at 0.2 
pence per share and became exercisable six months after their grant. They can 
be exercised at any time between this date and to the day before the third 
anniversary of their grant. 
 
If the option holders exercise 50% or more of their options before the first 
anniversary of their grant, the holders shall receive, upon exercise of each 
option, one new bonus option with an exercise price of 0.5 pence each, expiring 
at the same date as the original options. 
 
Directors' remuneration 
 
Details of the Directors' fees for the year are as follows: 
 
                                              Year ended 31 December  Year ended 31 
                                                                2018       December 
                                                                               2017 
 
D Hazelwood                                                   12,000              - 
 
M Subramaniam                                                 31,369         27,000 
 
M Smith                                                       26,248              - 
 

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S Rothschild                                                  12,750         13,200 
 
N O'Reilly                                                    12,000              - 
 
A K Sener                                                      4,310              - 
 
K Asling                                                           -              - 
 
H Bin Abdul Jalil                                                  -          5,447 
 
M Smith received fees totalling GBP4,375 (2017:GBPnil) attributable to services 
provided prior to being appointed as a director. 
 
M Subramaniam received a redundancy payment of GBP21,875 in March 2018 and a 
further payment GBP3,600 in November 2018. 
 
 
 
Substantial shareholders 
 
The Directors are aware of the following shareholdings of 3% or more of the 
issued share capital of the Company as of 3 May 2019: 
 
                                                 Number of Ordinary 
                                                             Shares     % of Share 
                                                                           Capital 
 
Jim Nominees Limited                                    127,375,000          20.7% 
 
Interactive Investor Services Nominees Limited           90,073,817          14.6% 
 
Darren Hazelwood                                         50,000,000           8.1% 
 
Hargreaves Lansdown (Nominees) Limited                   50,000,000           8.1% 
 
Share Nominees Ltd                                       38,670,328           6.3% 
 
Ahmet Kerim Sener                                        34,615,902           5.6% 
 
Beaufort Nominees Limited                                32,920,647           5.3% 
 
Cityscape Asset Pty Ltd                                  23,167,485           3.8% 
 
Gemelli Nominees Pty Ltd                                 23,167,485           3.8% 
 
Manichelvam Subramaniam                                  20,220,003           3.3% 
 
The Bank of New York (Nominees) Limited                  18,189,331           3.0% 
 
 
Political and charitable donations 
 
The Company did not make any political or charitable donations during the 
reporting period (31 Dec 2017: nil). 
 
 
Going concern 
 
In the year ended 31 December 2018 the Company raised GBP300,000 through the 
placing of its ordinary shares and on 10 September 2018 the Company completed 
its first acquisition of a prospective gold and metals project ("Big Bear 
Project") as part of its new investment strategy. On 4 February 2019 the 
Company announced the results of preliminary exploration results at the Big 
Bear Project and are now planning a Phase 1 exploration programme for the 
spring/summer work season of 2019. 
 
As a junior exploration company, the Directors are aware that the Company must 
seek funds from the market in the next 12 months to meet its investment and 
exploration plans and to maintain its listing status. Whilst the Company 
successfully raised GBP300,000 through the placing of shares during the year, a 
successful fundraising presents a material uncertainty that may cast doubt on 
the Group's ability to continue to operate as planned and to pay its 
liabilities as they fall due for a period not less than twelve months from the 
date of this report. 
 
As at the year-end date the Group had total cash reserves of GBP69,517 (2017: GBP 
62,000) comprising cash at bank of GBP1,247 (2017: GBP62,000) and cash held by a 
related party of GBP68,270 (2017: nil) whilst new banking arrangements were being 
finalised. The directors are aware of the reliance on fundraising within the 
next 12 months and the material uncertainty this presents but having reviewed 
the Group's working capital forecasts they believe the Group is well placed to 
manage its business risks successfully providing the fundraising is successful. 
The financial statements have been prepared on a going concern basis and do not 
include adjustments that would result if the Group was unable to continue in 
operation. 
 
On 15 March 2019 the Company completed the acquisition of Parthian Resources 
Pty Ltd, gaining access to various exploration opportunities in Western 
Australia and the Northern Territory. The newly acquired subsidiary has cash 
reserves of approximately A$152,000 at the date of acquisition. 
 
 
 
Subsequent events 
 
Subsequent events affecting the Group have been set out in the Chairman's 
Statement and in Note 21 of the financial statements. 
 
 
Statement of directors' responsibilities 
 
The directors are responsible for preparing the Report and the financial 
statements in accordance with applicable law and regulations. 
 
Company law requires the directors to prepare financial statements for each 
financial period. Under that law the directors have elected to prepare the 
financial statements in accordance with International Financial Reporting 
Standards (IFRSs) as adopted by the European Union. Under company law the 
directors must not approve the financial statements unless they are satisfied 
that they give a true and fair view of the state of affairs of the company and 
of the profit or loss of the company for that period. In preparing these 
financial statements, the directors are required to: 
 
  * properly select and apply accounting policies; 
  * present information, including accounting policies, in a manner that 
    provides relevant, reliable, comparable and understandable information; 
  * provide additional disclosures when compliance with the specific 
    requirements in IFRSs are insufficient to enable users to understand the 
    impact of particular transactions, other events and conditions on the 
    entity's financial position and financial performance; and 
  * make an assessment of the Group's ability to continue as a going concern. 
 
The directors are responsible for keeping adequate accounting records that are 
sufficient to show and explain the Group's transactions and disclose with 
reasonable accuracy at any time the financial position of the Group. 
 
They are also responsible for safeguarding the assets of the Group and hence 
for taking reasonable steps for the prevention and detection of fraud and other 
irregularities. 
 
Auditors 
 
Each of the persons who is a director at the date of approval of this annual 
report confirms that: 
 
  * so far as the director is aware, there is no relevant audit information of 
    which the Company's auditors are unaware; and 
  * the director has taken all the steps that he ought to have taken as a 
    director in order to make himself aware of any relevant audit information 
    and to establish that the Company's auditors are aware of that information. 
 
UHY Hacker Young LLP has expressed their willingness to continue in office. A 
resolution to reappoint them will be proposed at the forthcoming Annual General 
Meeting. 
 
By order of the Board 
 
 
 
D Hazelwood 
Chief Executive Officer 
 
3 May 2019 
 
 
 
 
INDEPENDENT AUDITORS' REPORT 
 
TO THE MEMBERS OF PANTHER METALS PLC FOR THE YEAR ENDED 31 DECEMBER 2018 
 
Opinion 
 
We have audited the financial statements of Panther Metals plc for the year 
ended 31 December 2018 which comprise the Consolidated Statement of 
Comprehensive Income, the Consolidated and Parent Company Statement of 
Financial Position, the Consolidated and Parent Company Statements of Changes 
in Equity, the Consolidated and Parent Company Statements of Cash Flows and the 
related notes, including a summary of significant accounting policies. The 
financial reporting framework that has been applied in their preparation is 
applicable law and International Financial Reporting Standards (IFRSs) as 
adopted by the European Union.In our opinion, the financial statements: 
 
  * give a true and fair view of the state of the Group and Parent Company's 
    affairs as at 31 December 2018 and of the Group's loss for the year then 
    ended; 
  * have been properly prepared in accordance with IFRSs as adopted by the 
    European Union; and 
  * have been prepared in accordance with the requirements of the Isle of Man 
    Companies Acts of 1931 to 2006. 
 
Basis for opinion 
 
We conducted our audit in accordance with International Standards on Auditing 
(UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards 
are further described in the Auditor's responsibilities for the audit of the 
financial statements section of our report. We are independent of the Company 
in accordance with the ethical requirements that are relevant to our audit of 
the financial statements in the UK, including the FRC's Ethical Standard as 
applied to listed entities and we have fulfilled our other ethical 
responsibilities in accordance with these requirements. We believe that the 
audit evidence we have obtained is sufficient and appropriate to provide a 
basis for our opinion. 
 
 
Material uncertainty in respect of going concern 
 
We have considered the adequacy of the going concern disclosures made in note 
1.2 to the financial statements concerning the Group's and Company's ability to 
continue as a going concern. The Group incurred a loss of GBP519,134 during the 
year ended 31 December 2018 and is still incurring losses. 
 
As discussed in note 1.2, the Company will need to raise further funds in order 
to meet its budgeted operating costs. These conditions, along with other 
matters discussed in note 1.2 indicate the existence of a material uncertainty 
which may cast significant doubt about the Group's and Company's ability to 
continue as a going concern. The financial statements do not include the 
adjustments (such as impairment of assets) that would result if the Group and 
Company were unable to continue as a going concern. 
 
Our opinion is not modified in respect of the above 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 statements of the current 
year and include the most significant assessed risks of material misstatement 
(whether or not due to fraud) we identified, including those which had the 

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greatest effect on: the overall audit strategy, the allocation of resources in 
the audit; and directing the efforts of the engagement team. 
 
These matters were addressed in the context of our audit of the financial 
statements as a whole, and in forming our opinion thereon, and we do not 
provide a separate opinion on these matters. 
 
 
 
Our assessment of risks of material misstatements 
 
We identified the following risks of material misstatement that we believe had 
the greatest impact on our overall audit strategy and scope, the allocation of 
resources in the audit, and directing the efforts of the team. This is not a 
complete list of all risks identified by our audit. 
 
Key audit matter                           How our audit addressed the key audit 
                                           matter 
 
Valuation and impairment of exploration    In accordance with IFRS 6 we reviewed the 
and evaluation assets                      exploration and evaluation (E&E) assets 
Per IFRS 6 'Exploration for and Evaluation for indications of impairment. 
of Mineral Resources', exploration and     We reviewed the directors' assessment 
evaluation assets shall be assessed for    that there were no indicators of 
impairment when facts and circumstances    impairment present. 
suggest that the carrying amount of an     We obtained evidence that all claims and 
exploration and evaluation asset may       licenses remain valid and are in good 
exceed its recoverable amount. When facts  standing. 
and circumstances suggest that the         We confirmed there is an on-going plan to 
carrying amount exceeds the recoverable    develop the assets. 
amount, an entity shall recognise an       Based on our review, no indicators of 
impairment loss.                           impairment were identified, and therefore 
                                           the facts and circumstances do not 
                                           suggest that the carrying amount of the E 
                                           &E assets exceeds the recoverable amount. 
                                           Therefore, we are satisfied that no 
                                           impairment is required. 
 
Capitalisation of exploration and          We have reviewed the Group's accounting 
evaluation assets                          policy and consider it to be consistent 
Per IFRS 6 'Exploration for and Evaluation with IFRS 6. 
of Mineral Resources', an entity shall     We have verified a sample of capitalised 
determine an accounting policy specifying  expenditure and have sufficient 
which expenditures are recognised as       appropriate audit evidence to conclude 
exploration and evaluation assets and      that it has been capitalised 
apply the policy consistently. In making   appropriately. 
this determination, an entity considers 
the degree to which the expenditure can be 
associated with finding specific mineral 
resources. 
There is a risk that expenses have been 
inappropriately capitalised, such as costs 
incurred prior to obtaining the rights to 
explore the area. 
 
Valuation and impairment of intercompany   Through our audit work on the exploration 
balances                                   and evaluation assets we did not identify 
The Company has a highly material          any inappropriate capitalisation or 
intercompany debtor balance with its       potential indicators of impairment. 
subsidiary, Panther Metals (Canada) Ltd    Therefore, no indicators of impairment 
("Panther Canada"). There is a risk that   relating to the intercompany balance 
if the exploration and evaluation assets   built up to fund the exploration 
have been inappropriately capitalised or   activities have been identified. 
require impairment, then the recoverable   Consequently, we agree with the 
amount of the intercompany balance may be  directors' assessment that the carrying 
below its carrying value.                  amount of the intercompany debtor does 
                                           not exceed its 
 
 
 
                                           recoverable amount. 
 
Going concern                              The group held GBP1,247 cash and cash 
The Group does not currently generate      equivalents at year-end, with GBP68,270 
revenue and is dependent on further share  held in the bank account of a related 
issues in order to fund its activities.    party. 
The directors must assess the uncertainty  We have obtained and reviewed the cash 
surrounding going concern, that it is      flow forecasts and working capital 
appropriate to prepare the accounts on a   projections prepared by management. They 
going concern basis, and ensure that any   show that the Group requires a successful 
material uncertainty this is adequately    fundraising to continue as a going 
disclosed within the financial statements. concern for the foreseeable future. 
                                           Given this, we consider there to be a 
                                           material uncertainty with respect to 
                                           going concern. We consider the 
                                           disclosures in note 1.2 accounts 
                                           regarding going concern to be sufficient. 
                                           We have drawn specific attention to this 
                                           in our audit report under "material 
                                           uncertainty with respect to going 
                                           concern". 
 
Our application of materiality 
 
The scope and focus of our audit was influenced by our assessment and 
application of materiality. We apply the concept of materiality both in 
planning and performing our audit, and in evaluating the effect of 
misstatements on our audit and on the financial statements. 
 
We define financial statement materiality as the magnitude by which 
misstatements, including omissions, could influence the economic decisions 
taken on the basis of the financial statements by reasonable users. 
 
We also determine a level of performance materiality which we use to determine 
the extent of testing needed to reduce to an appropriately low level the 
probability that the aggregate of uncorrected and undetected misstatements 
exceeds materiality for the financial statements as a whole. 
 
Overall materiality      We determined materiality for the financial statements 
                         as a whole to be 
                         GBP16,000 (2017: GBP31,000). 
 
How we determined it     Based on the main key indicators, being an average of 
                         5% of the loss before tax and 2% of gross assets 
                         (2017: 4% of net assets). 
 
Rationale                We believe the loss before tax and the gross asset 
for                      values are the most appropriate bench marks due to the 
benchmarks applied       costs incurred in running the Group and the 
                         exploration and evaluation assets it has capitalised. 
 
Performance materiality  On the basis of our risk assessment, together with our 
                         assessment of the company's control environment, our 
                         judgement is that performance materiality for the 
                         financial statements should be 75% of materiality, 
                         amounting to GBP12,000 (2017: GBP23,500). 
 
 
An overview of the scope of our audit 
 
As part of designing our audit, we determined materiality and assessed the 
risks of material misstatement in the financial statements. In particular, we 
looked at where the directors made subjective judgements, for example in 
respect of significant accounting estimates that involved making assumptions 
and considering future events that are inherently uncertain. 
 
We tailored the scope of our audit to ensure that we performed sufficient work 
to be able to give an opinion 
 
on the financial statements as a whole, taking into account an understanding of 
the structure of the company, its activities, the accounting processes and 
controls, and the industry in which they operate. Our planned audit testing was 
directed accordingly and was focused on areas where we assessed there to be the 
highest risk of material misstatement. During the audit we reassessed and 
re-evaluated audit risks and tailored our approach accordingly. 
 
The audit testing included substantive testing on significant transactions, 
balances and disclosures, the extent of which was based on various factors such 
as our overall assessment of the control environment, the effectiveness of 
controls and the management of specific risk. 
 
We communicated with those charged with governance regarding, among other 
matters, the planned scope and timing of the audit and significant findings, 
including any significant deficiencies in internal control that we identify 
during the audit. 
 
 
Other information 
 
The directors are responsible for the other information. The other information 
comprises the information included in the annual report, other than the 
financial statements and our auditors' report thereon. Our opinion on the 
financial statements does not cover the other information and, except to the 
extent otherwise explicitly stated in our report, we do not express any form of 
assurance conclusion thereon. 
 
In connection with our audit of the financial statements, our responsibility is 
to read the other information and, in doing so, consider whether the other 
information is materially inconsistent with the financial statements or our 
knowledge obtained in the audit or otherwise appears to be materially 
misstated. If we identify such material inconsistencies or apparent material 
misstatements, we are required to determine whether there is a material 
misstatement in the financial statements or a material misstatement of the 
other information. 
 
If, based on the work we have performed, we conclude that there is a material 

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misstatement of this other information, we are required to report that fact. We 
have nothing to report in this regard. 
 
 
Matters on which we are required to report by exception 
 
In the light of the knowledge and understanding of the company and its 
environment obtained in the course of the audit, we have not identified 
material misstatements in the Chairman's Statement or the Directors' Report. 
 
We have nothing to report in respect of the following matters in relation to 
which the Companies Acts 1931 to 2006 requires us to report to you if, in our 
opinion: 
 
  * adequate accounting records have not been kept by the company, or returns 
    adequate for our audit have not been received from branches not visited by 
    us; or 
  * the financial statements are not in agreement with the accounting records 
    and returns; or 
  * certain disclosures of directors' remuneration specified by law are not 
    made; or 
  * we have not received all the information and explanations we require for 
    our audit. 
 
 
Responsibilities of directors 
 
As explained more fully in the directors' responsibilities statement set out on 
page 5, the directors are responsible for the preparation of the financial 
statements and for being satisfied that they give a true and fair view, and for 
such internal controls as the directors determine is necessary to enable the 
preparation of financial statements that are free from material misstatement, 
whether due to fraud or error. 
 
In preparing the financial statements, the directors are responsible for 
assessing the company's ability 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 company or to cease operations, or 
have no realistic alternative but to do so. 
 
 
Auditor's responsibilities for the audit of the financial statements 
 
Our objectives are to obtain reasonable assurance about whether the financial 
statements as a whole are 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 ISAs (UK) 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 these financial statements. 
 
A further description of our responsibilities for the audit of the financial 
statements is located on the Financial Reporting Council's website at 
www.frc.org.uk/auditorsresponsibilities. This description forms part of our 
auditor's report. 
 
 
Use of our report 
 
This report is made solely to the company's members, as a body, in accordance 
with section 15 of the Companies Act 1982 (Isle of Man). Our audit work has 
been undertaken so that we might state to the company's members those matters 
we are required to state to them in an auditor's report and for no other 
purpose. To the fullest extent permitted by law, we do not accept or assume 
responsibility to anyone other than the company and the company's members as a 
body, for our audit work, for this report, or for the opinions we have formed. 
 
 
Daniel Hutson (Senior Statutory Auditor) 
For and on behalf of UHY Hacker Young 
Chartered Accountants 
Statutory Auditor 
 
Quadrant House 
4 Thomas More Square London 
E1W 1YW 
3 May 2019 
 
 
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 
2018 
 
 
                                               Notes      Year ended 31 Year ended 31 
                                                               December      December 
                                                                   2018          2017 
                                                                      GBP             GBP 
 
Revenue                                                               -             - 
 
Cost of sales                                                         -             - 
 
 
Gross profit                                              -             - 
 
Administrative expenses                                       (245,460)     (104,398) 
 
Share-based payment charge                         17         (227,151)             - 
 
Settlement of financial liability through                      (16,000)             - 
issue of shares 
 
Operating loss                                                (488,611)     (104,398) 
 
Finance income                                     6                315         2,527 
 
Gain on disposal of investment                     7                  -        12,294 
 
Loss on discontinued operations                    3           (30,838)      (44,170) 
 
Loss before taxation                                          (519,134)     (133,747) 
 
Taxation                                                              -             - 
 
Loss for the period                                           (519,134)     (133,747) 
 
 
Other comprehensive income                                -             - 
 
Total comprehensive income for the period                     (519,134)     (133,747) 
 
 
Loss attributable to: 
 
Equity holders of the company: 
 
Continuing operations                                         (488,296)      (89,577) 
 
Discontinuing operations                                       (30,838)      (44,170) 
 
                                                              (519,134)     (133,747) 
 
 
 
 
Basic loss per share (pence)            9                      (0.12)p           (0.07)p 
 
 
Diluted loss per share (pence)          9                      (0.12)p           (0.07)p 
 
 
 
 
CONSOLIDATED AND COMPANY STATEMENT OF FINANCIAL POSITION FOR THE YEAR ENDED 31 
DECEMBER 2018 
 
                                                      Group Company 
 
                                         As at 31     As at        As at        As at 
                                         December        31           31           31 
                             Notes           2018  December     December     December 
                                                GBP      2017         2018         2017 
                                                          GBP            GBP            GBP 
 
Non-current assets 
 
Exploration and evaluation     10         253,810         -            -            - 
assets 
 
Investments                    12               -         -            1          181 
 
 
Total non-current assets                  253,810         -            1          181 
 
Current assets 
 
Receivables                    13          75,458     4,536      320,810       14,778 
 
Cash at bank and in hand       14           1,247    62,000        1,247       51,527 
 
 
Total current assets                       76,705    66,536      322,057       66,305 
 
 
Total assets                              330,515    66,536      322,058       66,486 
 
Current liabilities 
 
Trade and other payables       15        (42,996)  (21,654)     (34,539)     (21,003) 
 
 
Total liabilities                        (42,996)  (21,654)     (34,539)     (21,003) 
 
 
Net assets                                287,519    44,882      287,519       45,483 
 
Capital and reserves 
 
Called up share capital        16       1,005,585   669,438    1,005,585      669,438 
 
Share Premium                  16         178,746         -      178,746            - 
 
Share-based payment reserve    17         246,878         -      246,878            - 
 
Retained losses                18     (1,143,690) (624,556)  (1,143,690)    (623,955) 
 
 
Total equity                              287,519    44,882      287,519       45,483 
 
The financial statements of Panther Metals plc, registered number 009753V (Isle 
of Man), were approved by the board of directors and authorised for issue on 3 
May 2019. They were signed on its behalf by: 
 
D Hazelwood 
Chief Executive Officer 
 
 
 
 
CONSOLIDATED AND COMPANY STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 
2018 
 
 
                                                Group        Company 
 
                                       As at 31     As at 31      As at 31     As at 31 
                                       December     December      December     December 
                              Notes        2018         2017          2018         2017 
                                              GBP            GBP             GBP            GBP 
 
Cash flows from operating 
activities 
 
Loss for the financial year           (519,134)    (133,747)     (519,735)    (133,640) 
 
Adjusted for: 
 
Depreciation                                  -          151             -          151 
 
Interest received               6         (315)      (2,527)         (315)      (2,527) 
 
Share-based payment charge      17      227,151            -       227,151            - 
 
Settlement of financial         17 
liability through issue of 
shares                                   16,000            -        16,000            - 
 
Impairment of investment in     12            -            -           181            - 
subsidiary 
 
Gain on disposal of             7             -     (12,294)             -     (12,294) 
investment 
 
(Increase)/decrease in                  (2,652)      (4,512)      (36,142)     (13,890) 
receivables 
 
Increase in cash held by      See      (68,270)            -      (68,270)            - 
related party shown as        below* 
receivables 
 
Increase/(decrease) in                   38,342        5,703        30,536        5,165 
payables 
 
Net cash used in operating            (308,878)    (147,226)     (350,594)    (157,035) 
activities 
 
Investing activities 
 
Interest received                           315        2,527           315        2,527 
 

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DJ Panther Metals PLC Final Audited Results for the -5-

Sale of investment              7             -      124,066             -      124,066 
 
Incorporation of subsidiary                   -            -           (1)            - 
 
Cash spent on exploration              (52,190)            -             -            - 
activities 
 
Net cash (used in)/generated 
from investing activities              (51,875)      126,593           314      126,593 
 
 
Financing activities 
 
Proceeds from issuing shares    16      300,000            -       300,000            - 
 
Net cash generated from 
financing activities                    300,000            -       300,000            - 
 
Net decrease in cash and cash          (60,753)     (20,633)      (50,280)     (30,442) 
equivalents 
 
Cash and cash equivalents at             62,000       82,633        51,527       81,969 
beginning of year 
 
Cash and cash equivalents at              1,247       62,000         1,247       51,527 
end of year 
 
* Cash held by a related party 
 
As at 31 December 2018 the Company was in the process of finalising new banking 
arrangements and as such the Company's cash balance of GBP68,270 was held by a 
related party. This does not meet the definition of cash or cash equivalents 
and has therefore been shown separately within other receivables. 
 
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2018 
 
Group                                                       Share 
                                                            based 
                        Notes     Share     Share Premium  payment Retained       Total 
                                  capital                  reserve losses 
 
                                          GBP              GBP       GBP              GBP         GBP 
 
Balance at 1 January    669,438             -                  -                  178,629 
2017                                        (490,809) 
 
Loss for the year                         - -                  -                  (133,747) 
                                            (133,747) 
 
Total comprehensive loss for the year 
 
 -                       -                    -           (133,747) 
(133,747) 
 
Balance at 31 December 2017         669,438                             (624,556) 44,882 
 
Loss for the year                         -              -                   -    (519,134) 
                                                                        (519,134) 
 
Total comprehensive loss for the year                                   (519,134) (519,134) 
-                      -                   - 
 
 
Transactions with owners of the company 
 
Share issues              16        300,000            -         -              - 300,000 
 
Shares issued to acquire  16         19,147      162,746         -              - 181,893 
exploration and 
evaluation assets 
 
Issue of ordinary shares  16 
as consideration for 
professional 
 
fees                                 15,000            -         -              -  15,000 
 
Fair value of shares      16 
issued to 
 
settle financial                      2,000       16,000         -              -  18,000 
liability 
 
Other transactions 
Credit relating to        17 
equity-settled 
 
share-based payments                      -            -   246,878              - 246,878 
 
                                    336,147      178,746   246,878              - 761,771 
 
Balance at 31 December 2018       1,005,585      178,746   246,878    (1,143,690) 287,519 
 
 
year 
 
COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2018 
 
Company                                                          Share 
                                                                 based 
                        Notes     Share     Share Premium      payment Retained     Total 
                                  capital                      reserve losses 
 
                                          GBP               GBP          GBP            GBP         GBP 
 
Balance at 1 January                669,438                               (490,315) 179,123 
2017 
 
Loss for the year                         -                          -    (133,640) (133,640) 
 
Total comprehensive loss for the year                                     (133,640) (133,640) 
 
Balance at 31 December              669,438                               (623,955)    45,483 
2017 
 
Loss for the year                         -             -             -   (519,735) (519,735) 
 
Total comprehensive loss                  -             -             -   (519,735) (519,735) 
for the year 
 
Transactions with owners 
of the company 
 
Share issues              16        300,000             -             -           -   300,000 
 
Shares issued to acquire  16         19,147       162,746             -           -   181,893 
 
Exploration and           16 
evaluations assets 
 
Issue of ordinary shares             15,000             -                         -    15,000 
as                        16                                          - 
consideration for                     2,000        16,000                         -    18,000 
professional 
fees 
Fair value of shares 
issued to 
settle financial 
liability 
 
Other transactions 
Credit relating to        17 
equity-settled                            -             -       246,878           -   246,878 
share-based payments 
 
                                    336,147       178,746       246,878           -   761,771 
 
Balance at 31 December            1,005,585       178,746       246,878 (1,143,690)   287,519 
2018 
 
 
 
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2018 
 
1           Accounting policies 
 
1.1.        Basis of preparation 
 
Panther Metals plc is a public limited company incorporated the Isle of Man. 
 
The consolidated financial statements of Panther Metals plc and its 
subsidiaries (together, "the Group") are presented as required by the Companies 
Act 2006 (Isle of Man). As permitted by that Act, the financial statements have 
been prepared in accordance with International Financial Reporting Standards as 
adopted by the European Union. 
 
The financial statements have been prepared on the historical cost basis. The 
principal accounting policies that have been adopted by the Company in the 
preparation of these financial statements are set out below and have been 
consistently applied to all periods presented. 
 
1.2.        Going concern 
 
During the year ended 31 December 2018 the Company raised GBP300,000 through the 
placing of its ordinary shares and on 10 September 2018 the Company completed 
its first acquisition of a prospective gold and base-metals project ("Big Bear 
Project") as part of its new investment strategy. On 4 February 2019 the 
Company announced the results of preliminary exploration results at the Big 
Bear Project and are now planning a Phase 1 exploration programme for the 
spring/summer work season of 2019. 
 
As a junior exploration company, the Directors are aware that the Company must 
go to the marketplace to raise significant funds in the next 12 months to meet 
its investment and exploration plans and to maintain its listing status. Whilst 
the Company successfully raised GBP300,000 through the placing of shares during 
the year, a successful fundraising presents a material uncertainty that may 
cast doubt on the Group's ability to continue to operate as planned and to pay 
its liabilities as they fall due for a period not less than twelve months from 
the date of this report. 
 
As at the year-end date the Group had total cash reserves of GBP69,517 (2017: GBP 
62,000) comprising cash at bank of GBP1,247 (2017: GBP62,000) and cash held by a 
related party of GBP68,270 (2017: nil) whilst new banking arrangements were being 
finalised. The directors are aware of the reliance on fundraising within the 
next 12 months and the material uncertainty this presents but having reviewed 
the Group's working capital forecasts they believe the Group is well placed to 
manage its business risks successfully providing the fundraising is successful. 
The financial statements have been prepared on a going concern basis and do not 
include adjustments that would result if the Group was unable to continue in 
operation. 
 
On 15 March 2019 the Company completed the acquisition of Parthian Resources 
Pty Ltd, gaining access to various exploration opportunities in Western 
Australia and the Northern Territory. The newly acquired subsidiary has cash 
reserves of approximately A$152,000 at the date of acquisition. 
 
1.3.        Basis of consolidation 
 
The consolidated financial statements incorporate the financial statements of 
the Company and its subsidiary undertaking. The results of subsidiaries 
acquired or disposed of during the year are included in the consolidated income 
statement from the effective date of acquisition or up to the effective date of 
disposal, as appropriate. 
 
All business combinations are accounted for using the acquisition method of 
accounting. 
 
Where necessary, adjustments are made to the financial statements of 
subsidiaries to bring their accounting policies into line with those used by 
other members of the group. All intra-group transactions, balances, income and 
expenses are eliminated in full on consolidation. 
 
1.4.        Foreign currencies 
 
Functional and presentation currency 
 
The consolidated financial statements are presented in Pounds Sterling, which 
is the Group's presentation currency and the functional currency of the holding 
company Panther Metals PLC. 
 
Items included in the financial statements of the subsidiaries are measured 
using the currency of the primary economic environment in which the entity 
operates (the 'functional currency'). 
 
In the interim period to 30 June 2018 the functional currency of the Company's 
subsidiary, Lonnus was the Malaysian Ringgit (RM) which was the currency of the 
environment in which the company principally operated in during this time. 
 

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The functional currency of Panther Metals (Canada) Ltd is the Canadian Dollar 
(CAD) which is the currency of the environment in which the subsidiary 
operates. 
 
Transactions and balances 
 
The assets and liabilities of the Company's foreign operations are translated 
at exchange rates prevailing on the date of the accounts. Income and expense 
items are translated at exchange rates ruling at the date of the transactions. 
Exchange differences arising, if any, are classified as income or as expenses 
in the period in which they arise. 
 
1.5.        Exploration and evaluation assets 
 
Exploration and evaluation assets represent the cost of acquisitions by the 
Group of rights and licenses. All costs associated with the exploration and 
investment are capitalised on a project-by- project basis, pending 
determination of the feasibility of the project. Costs incurred include 
appropriate technical and administrative expenses but not general overheads and 
these assets are not amortised until technical feasibility and commercial 
viability is established. 
 
If an exploration project is successful, the related expenditures will be 
transferred to mining assets and amortised over the estimated life of the 
reserve. Where a licence is relinquished or a project abandoned, the related 
costs are written off. The recoverability of all exploration and development 
costs is dependent upon the discovery of economically recoverable reserves, the 
ability of the Group to obtain necessary financing to complete the development 
of reserves and future profitable production or proceeds from the disposition 
thereof. 
 
1.6.        Property, Plant and Equipment 
 
Office equipment is stated at cost, less depreciation. Depreciation is provided 
at rates calculated to write off the cost, less estimated residual value of 
each asset over this expected useful life, as follows: 
 
Office equipment:           25% per annum on a straight line basis 
 
1.7.        Investments 
 
Investments are stated at cost less any provision for impairment. 
 
1.8.        Trade and other receivables 
 
Trade and other receivables are carried at original invoice amount less 
provision made for impairment of these receivables. A provision for impairment 
of trade and other receivables is established when there is objective evidence 
that the Company will not be able to collect all amounts due according to the 
original terms of the receivables. The amount of the provision is the 
difference between the assets' carrying amount and the recoverable amount. 
Provisions for impairment of receivables are included in the income statement. 
 
1.9.        Trade and other payables 
 
Trade and other payables represent liabilities for goods and services provided 
to the Company prior to the financial year, which are unpaid. Current 
liabilities represent those amounts falling due within one year. 
 
1.10.      Taxation 
 
Deferred tax is provided in full using the liability method, on temporary 
differences arising between the tax bases of assets and liabilities and their 
carrying amounts in the financial statements. Deferred tax is not accounted for 
if it arises from initial recognition of an asset or liability in a transaction 
other than a business combination, which at the time of the transaction affects 
neither accounting nor taxable profit or loss. Deferred tax is determined using 
tax rates that are expected to apply when the related deferred tax asset is 
realised or when the deferred tax liability is settled. Deferred tax assets are 
recognised to the extent that it is probable that future taxable profits will 
be available against which the temporary differences can be utilised. 
 
1.11.      Equity instrument 
 
An equity instrument is any contract that evidences a residual interest in the 
assets of the Group after deducting all of its liabilities. Equity instruments 
issued by the Group are recognised as the proceeds received, net of direct 
issue costs. 
 
The costs of an equity transaction are accounted for as a deduction from equity 
to the extent they are incremental costs directly attributable to the equity 
transaction that would otherwise have been avoided. 
 
The Company's ordinary shares are classified as equity instruments and are 
shown within the share capital and the share premium reserves. 
 
1.12.      Share based payments 
 
For such grants of share options, the fair value as at the date of grant is 
calculated using the Black- Scholes option pricing model, taking into account 
the terms and conditions upon which the options were granted. The amount 
recognised as an expense is adjusted to reflect the actual number of share 
options that are likely to vest. 
 
For cash liabilities settled by issuing shares the fair value as at the date of 
issue is deemed to be the market value of the shares issued. 
 
The share-based payments reserve is used to recognise the value of 
equity-settled share-based payments, see to Note 17 for further details. 
 
1.13.      New IFRS standards and interpretations not applied 
 
There were no IFRS standards or IFRIC interpretations adopted for the first 
time in these financial statements that had a material impact on the Group/ 
Company's financial statements. 
 
At the date of approval of these financial statements, the following Standards 
and Interpretations which may be applicable to the Group, but have not been 
applied in these financial statements, were in issue but not yet effective 
 
Standard   Details of amendment                               Effective date 
 
IFRS 3     Business Combinations - Annual Improvements        1 January 2019 
           2015-2017 Cycle, clarification that when an entity 
           obtains control of a joint operations it is 
           required to remeasure previously held interests. 
 
IFRS 3     Business Combinations - amendments to definition   1 January 2020 
           of a business. 
 
IFRS 9     Financial Instruments - Prepayment Features with   1 January 2019 
           Negative Compensation. 
 
IFRS 11    Joint Arrangements - Annual Improvements 2015-2017 1 January 2019 
           Cycle clarification that when an entity obtains 
           control of a joint operation it does not remeasure 
           previously held interests 
 
IFRS 16    Leases - introduces a single lessee accounting     1 January 2019 
           model and requires a lessee to recognise assets 
           and liabilities for all leases with a term of more 
           than year, unless the underlying asset is of 
           low value 
 
IAS 1      Presentation of Financial Statements - Disclosure  1 January 2020 
           initiative: The amendments clarify and align the 
           definition of 'material' and provide guidance to 
           help improve consistency in the application of the 
           concept. 
 
IAS 8      Accounting Policies, Changes in Accounting -       1 January 2020 
           Disclosure initiative: The amendments clarify and 
           align the definition of 'material' and provide 
           guidance to help improve consistency in the 
           application of the concept. 
 
IAS 23     Borrowing Costs - Annual Improvements 2015 -2017   1 January 2019 
           Cycle: The amendments clarify that if any specific 
           borrowing remains outstanding after the related 
           asset is ready for its intended use or sale, that 
           borrowing becomes part of the funds that an entity 
           borrows generally when calculating the 
           capitalisation rate on 
           general borrowings 
 
The Group does not anticipate that the adoption of these standards will have a 
material effect on its financial statements in the year of initial adoption. 
 
Annual Improvements to IAS 12 Income Taxes, amendments to IAS 19 Employee 
Benefits and IFRIC 23 Uncertainty over Income Tax Treatments have been issued 
with an effective date of 1 January 2019. The Group does not have any income 
tax liabilities and does not have any employees therefore the directors do not 
expect that there will be any material effect in the next financial period. 
 
2           Critical accounting estimates and judgements 
 
The preparation of financial statements in conformity with International 
Financial Reporting Standards, as adopted by the EU, requires the use of 
accounting estimates and assumptions that affect the reported amounts of assets 
and liabilities at the date of the financial statements and the reported 
amounts of income and expenses during the reporting period. Although these 
estimates are based on management's best knowledge of current events and 
actions, actual results ultimately may differ from those estimates. 
 
Share-based payments 
 
The Company issued share options to certain Directors and to professional 
advisers. The Black- Scholes model is used to calculate the appropriate cost 
for these options. The use of this model to calculate a cost involves using a 
number of estimates and judgements to establish the appropriate inputs to be 
entered into the model, covering areas such as the use of an appropriate 
interest rate and dividend rate, exercise restrictions and behavioural 
considerations. A significant element of judgement is therefore involved in the 
calculation of the cost. 
 
Exploration and evaluation assets 
 
The fair value of the Big Bear Project licenses cannot be reliably estimated. 
The licence area is at the very early stages of exploration and whilst 
historical data, geophysics, exploration of the surrounding area and other 
mining operations along the greenstone belt exist, until any mineral deposits 
are fully understood the directors cannot determine its fair value reliably. 
The directors have therefore chosen to value the licences by reference to the 
equity instruments granted and measured at the date of acquisition. 
 
The Group determines that exploration costs are capitalised at the point the 
Group has a valid exploration licence. The future recoverability of capitalised 
exploration and evaluation expenditure is dependent on a number of factors, 

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DJ Panther Metals PLC Final Audited Results for the -7-

including the level of potential resources and whether the Group's licenses 
remain in good standing. 
 
The directors have given consideration to indicators of impairment as set out 
in IFRS 6 and do not believe any such conditions exist and therefore they have 
not carried out an impairment review. 
 
Where the directors identify indicators of impairment IFRS 6 requires an 
impairment test to be carried out in accordance with IAS 36. To the extent that 
it is determined in the future that this capitalised expenditure should be 
impaired, this will reduce profits and net assets in the period in which this 
determination is made. 
 
The directors believe that there are no other areas that involve a high degree 
of judgement or complexity, or areas where assumptions and estimates are 
significant to these financial statements. 
 
3           Segmental information 
 
Continuing activities 
 
On 9 March 2018 the Company proposed a new investment strategy seeking to 
invest in and/or acquire companies and/or projects within the natural resources 
sector focusing its search in Australia and North America. 
 
The new investment strategy was approved at the AGM and the directors now 
consider the natural resources sector to be the only business segment in which 
the Group will continue to operate. 
 
On 10 September 2018 the Company's subsidiary Panther Metals (Canada) Ltd 
completed its first acquisition of a prospective gold and metals project, known 
as the Big Bear Project, located in north- western Ontario, Canada. As at 31 
December 2018 the exploration and evaluation asset totalled 
 
GBP253,810 relating to acquisition costs and project expenditure. On 4 February 
2019 the Company announced the results of preliminary exploration results at 
the Big Bear Project and are now planning a Phase 1 exploration programme for 
the spring/summer work season of 2019. 
 
In the financial year to 31 December 2018 Panther Metals (Canada) Ltd did not 
record any turnover or profit of loss. All expenses were capitalised and held 
as evaluation and exploration assets in accordance with the Group's accounting 
policy. 
 
Discontinued activities 
 
The Company was originally incorporated as an investment vehicle to focus on 
investment opportunities in the upstream palm oil sector in South East Asia. As 
announced in the audited results to 31 December 2016, the Company expanded its 
investment search to include opportunities in Sumatera and Kalimantan, 
Indonesia. However negotiations with estate owners continued to be difficult 
and the Company was unable to take advantage of market opportunities. 
 
In the year to 31 December 2018 operations in Malaysia have ceased and 
operational expenditure in connection with the palm oil investment sector has 
been separately disclosed in the Statement of Comprehensive Income as 
discontinued operations of GBP30,838 (2017: GBP44,170). This mainly consists of 
office and administrative costs incurred in Malaysia, a severance package paid 
to a director and project costs written off in the year. 
 
Lonnus (M) Sdn Bhd, the subsidiary company in Malaysia made a profit for the 
financial year of GBP421 (2017: Loss of GBP107). 
 
Geographical segments 
 
The Group's assets and liabilities are split by geographic location in the 
table below. 
 
Year ended 31 December 2018                        Year ended 31 December 2017 
 
                         Isle of                            Isle of 
               Canada    Man         Group         Canada   Man        Malaysia   Group 
 
                   GBP            GBP           GBP           GBP          GBP          GBP          GBP 
 
Total assets   253,810    322,058     330,515           -     66,486         50     66,536 
 
Total          (253,809) (34,539)    (42,996)           -   (21,003)      (651)   (21,654) 
liabilities 
 
Net assets         1      287,519     287,519           -     45,483        601     44,882 
 
The Group's Exploration and Evaluation assets totalling GBP253,810 are held in 
Canada. 
 
4           Operating loss 
 
                                         Year ended 31       Year ended 
                                         December            31 December 
                                         2018                2017 
                                         GBP                   GBP 
 
Operating loss has been arrived at after 
charging: 
 
Depreciation                                               -          151 
 
Loss on foreign exchange                                 386        1,060 
 
Auditors remuneration - audit fees                     9,000        8,335 
 
5           Employees 
 
There were no employees of the Group during the year. Director's remuneration 
is separately disclosed in the Director's Report on page 2. 
 
6           Finance income 
 
                                      Year ended 31 December  Year ended 
                                      2018                    31 December 
                                      GBP                       2017 
                                                              GBP 
 
Interest income 
 
Bank interest received                                    315 2,527 
 
7           Disposal of investment 
 
In the year to 31 December 2017 the Company's investment in Next Oasis was 
disposed of for 
 
GBP124,066 resulting in a gain on disposal of GBP12,294 (see note 12). 
 
8           Taxation 
 
                                   Year ended 31 December    Year ended 
                                   2018                      31 December 
                                   GBP                         2017 
                                                             GBP 
 
Current tax                                                -            - 
 
Deferred tax                                               -            - 
 
No reconciliation of the factors affecting the tax charge has been presented as 
the Company is incorporated in the Isle of Man which has a corporation tax rate 
of 0%. 
 
9           Loss per share 
 
The basic loss per share for the period of 0.12p (2017: - 0.07p) is calculated 
by dividing the loss for the period by the weighted average number of ordinary 
shares in issue of 443,366,101 (2017: 180,458,336). 
 
On 15 March 2019 the Company issued 99,151,250 new fully-paid shares as part of 
the acquisition of Parthian Resources Pty Ltd, see note 21. 
 
There are 45,000,000 potentially issuable shares all of which relate to share 
options issued to Directors and professional advisers under option (see note 
17), the weighted average number of potential ordinary shares in issue is 
488,366,101 (2017: 180,458,336). Due to the losses for the period the diluted 
loss per share is anti-dilutive and therefore has been kept the same as the 
basic loss per share of 0.12p per share. 
 
The basic and diluted loss per share for discontinuing operations for the year 
is 0.01p. 
 
10         Exploration and evaluation assets 
 
Group                                       Exploration and evaluation costs 
                                                                           GBP 
 
Net book value 
 
At 1 January 2018                                                          - 
 
Additions                                                            253,810 
 
At 31 December 2018                                                  253,810 
 
On 10 September 2018 the Group completed the acquisition of a prospective gold 
and base-metals project, known as the Big Bear Project, located in 
north-western Ontario, Canada. The total consideration for the acquisition 
comprised of cash payments totalling CAD$ 33,000 and the issuance of 19,146,664 
ordinary shares. 
 
The fair value of the licenses cannot be reliably measured without further 
exploratory work carried out in the area covered by the licenses. As such the 
fair value has been determined by reference to the market price of the shares 
issued at the acquisition date (see note 16). This has been included within 
Exploration and Evaluation assets of GBP253,810 noted above. 
 
None of the Group's exploration and evaluation assets are owned by the Company. 
 
The technical feasibility and commercial viability of extracting a resource are 
not yet demonstrable in the above exploration and evaluation assets. When 
technical feasibility and commercial viability is established and the criteria 
is met they will be transferred to Property, Plant and Equipment. 
 
11         Property, plant and equipment 
 
Group and company                                                      Office 
                                                                    equipment 
                                                                            GBP 
 
Cost 
 
At 1 January 2018                                                         315 
 
Disposals                                                               (315) 
 
At 31 December 2018                                                         - 
 
Depreciation 
 
At 1 January 2018                                                         315 
 
Eliminated in respect of disposals                                      (315) 
 
At 31 December 2018                                                         - 
 
 
Net book value 
 
At 31 December 2017 and 2018                                                - 
 
12         Fixed asset investments Group 
 
Movements in fixed asset investments                       Unlisted investments 
                                                                              GBP 
 
Cost 
 
At 1 January 2017                                                       111,772 
 
Disposals                                                             (111,772) 
 
At 1 January 2018                                                             - 
 
Additions                                                                     - 
 
At 31 December 2018                                                           - 
 
Net book value 
 
At 31 December 2017 and 2018                                                  - 
 

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DJ Panther Metals PLC Final Audited Results for the -8-

On 29 May 2017, the Company entered into a Share Sale Agreement to dispose its 
investment in Next Oasis Sdn Bhd for GBP124,066. 
 
Company 
 
Movements in fixed asset investments 
 
                                                Other 
                                             unlisted Investments in 
in                                          vestments subsidiaries         Total 
                                                    GBP GBP                    GBP 
 
Cost 
 
At 1 January 2017                             111,772            181         111,953 
 
Disposals                                   (111,772)              -       (111,772) 
 
At 1 January 2018                                   -            181             181 
 
Addition                                            -              1               1 
 
Impairment                                          -          (181)           (181) 
 
 
At 31 December 2018                         -         1                    1 
 
Net book value 
 
At 31 December 2017                                 -            181             181 
 
 
At 31 December 2018                         -         1                    1 
 
As at 31 December 2018, the Company's investment in its subsidiary company 
Malaysia - Lonnus 
 
(M) Sdn Bhd has been impaired and written down to GBPnil value resulting in an 
impairment charge  of 
 
GBP181 in the company statement of comprehensive income. The subsidiary was 
incorporated in order to facilitate management of payments and receipts on 
behalf of the parent, however operations in Malaysia have ceased following the 
Company's decision to change its investment strategy as discussed in Note 3. 
 
12.        Fixed asset investments (continued) 
 
On 29 August 2018, the Company acquired the entire issued share capital of 
Panther Metals (Canada) Ltd, a company domiciled in Canada and specifically 
incorporated to acquire the Big Bear licenses. 
 
The Company's investments at the balance sheet date comprise ownership of the 
ordinary share capital of the following companies: 
 
Subsidiary                               Ownership Country of     Nature of 
                                                   Incorporation  business 
 
Lonnus (M) Sdn Bhd                            100%       Malaysia     Dormant 
 
Panther Metals (Canada) Ltd                   100%         Canada Exploration 
 
The subsidiary companies use the Company's business address of 282 Farnborough 
Road, Farnborough, Hampshire GU14 7NA as their registered office. 
 
13         Receivables 
 
                                         Group         Company 
 
                                   As at As at 31      As at 31        As at 31 
31                              December December      December        December 
                                    2018 2017          2018                2017 
                                       GBP GBP             GBP                      GBP 
 
Amounts falling due within one 
period 
 
Amounts due from subsidiaries          -             -      245,352      10,282 
 
Deposits                               -            40            -           - 
 
Prepayments                        6,438             -        6,438           - 
 
Other receivables                    750         4,496          750       4,496 
 
Cash held by related party        68,270             -       68,270           - 
 
 
                                  75,458         4,536      320,810      14,778 
 
As at 31 December 2018 the Company was in the process of finalising new banking 
arrangements and as such the Company's cash balance of GBP68,270 was held by a 
related party. This does not meet the definition of cash or cash equivalents 
and is shown separately within receivables. 
 
14         Cash and cash equivalents 
 
Cash and cash equivalents comprise cash held at bank. 
 
At the year end the Company was in the process of finalising new banking 
arrangements and as such the Company's cash balance of GBP68,270 was held by a 
related party. This does not meet the definition of cash or cash equivalents 
and the balance is therefore shown within receivables, see note 13 above. 
 
15         Trade and other payables 
 
                                     Group         Company 
 
                               As at      As at 31     As at 31      As at 31 
31                          December      December     December      December 
                                2018          2017         2018          2017 
                                   GBP             GBP            GBP             GBP 
 
Trade payables                11,692             -       10,313             - 
 
Accruals                      31,304        21,654       24,226        21,003 
 
                              42,996        21,654       34,539        21,003 
 
16         Share capital and share premium 
 
                                        Number of          Share       Share 
                                        shares            Capital      Premium 
 
                                                                 GBP           GBP 
 
Allotted, issued and fully paid: 
 
At 1 January 2018                       180,458,336        669,438           - 
 
Share issue on 9 March 2018             300,000,000        300,000           - 
 
Share issues on 13 April 2018            17,000,000         17,000      16,000 
 
Share issue on 10 September 2018         19,146,664         19,147     162,746 
 
 
As at 31 December 2018                  516,605,000      1,005,585     178,746 
 
On 9 March 2018 the Company issued 300,000,000 ordinary shares for 0.1 pence 
per share, raising 
 
GBP300,000. 
 
On 13 April 2018 the Company issued 15,000,000 ordinary shares as consideration 
for GBP15,000 of corporate advisory fees and 2,000,000 to settle a cash liability 
at a premium of GBP16,000. 
 
On 11 May 2018, the Company obtained approval from shareholders to amend the 
Articles of Association removing the limit of authorised share capital and is 
now authorised to issue an unlimited number of shares. 
 
On 10 September 2018, the Company completed the acquisition of the Big Bear 
Project, in Ontario, Canada. Part of the consideration for the acquisition was 
the issuance of 19,146,664 ordinary shares at 0.3 pence. The nominal value of 
the shares issued totalled GBP19,147. The market price of the shares at that time 
was 0.95 pence per share giving rise to a share premium of GBP162,746. 
 
Admission of the completion shares took place on 14 September 2018 and 
following this the issued ordinary share capital comprise 516,605,000 ordinary 
shares of 0.01 pence each and remain so at 31 December 2018. 
 
17         Share based payment transactions 
 
Equity settled share based payments 
 
On 9 March 2018, 20,000,000 share options were awarded to certain directors. 
The date of grant has been taken as 10 May 2018 being the date the options were 
approved at the delayed General Meeting. The options are exercisable at 0.2 
pence per share and become exercisable six months after their grant. They can 
be exercised at any time between this date and to the day before the third 
anniversary of their grant. 
 
If the option holders exercise 50% or more of their options before the first 
anniversary of their grant, the holders shall receive, upon exercise of each 
option, one new bonus option with an exercise price of 0.5 pence each, expiring 
at the same date as the original options. The bonus options have been treated 
as outstanding options on the basis that they are expected to be issued on 
conversion of the original options. 
 
On 17 September 2018, 5,000,000 share options were granted to professional 
advisers in connection with the acquisition of the Big Bear Project. The 
options are exercisable at 0.3 pence per share, vest immediately and expire on 
17 September 2020. 
 
Options issued, cancelled and outstanding at the year end 
 
                                                  Number of  Weighted average 
                                                  options    exercise price 
 
                                                                        (pence) 
 
At 1 January 2018                                          -                  - 
 
Options issued 
 
Options issued on 10 May 2018                     20,000,000                0.2 
 
Bonus options issued on 10 May 2018               20,000,000                0.5 
 
Options issued on 17 September 2018                5,000,000                0.3 
 
 
As at 31 December 2018                            45,000,000               0.35 
 
Options outstanding and exercisable at the year end 
 
Date of grant           No of   Exercise       Weighted 
 
                     options,      price        average 
 
                   vested and               contractual 
 
                  exercisable                      life        Expiry date 
 
                                                (years) 
 
10 May 2018        20,000,000        0.2           2.33        10 May 2021 
 
10 May 2018        20,000,000        0.5           2.33        10 May 2021 
 
17 September        5,000,000        0.3           1.75  17 September 2020 
2018 
 
A Black-Scholes model has been used to determine the fair value of the share 
options on the date of grant. The model assesses a number of factors in 
calculating the fair value. These include the market price on the date of 
grant, the exercise price of the share options, the expected share price 
volatility of the Company's share price, the expected life of the options, the 
risk-free rate of interest and the expected level of dividends in future 
periods. 
 
17.        Share based payment transactions (continued) 
 
For those options granted where IFRS 2 "Share-Based Payment" is applicable, the 
fair values were calculated using the Black-Scholes model. The inputs into the 
model were as follows: 
 
Date of grant       Risk free    Share price    Expected      Share price at 
                    rate         volatility     life          grant date 
 

(MORE TO FOLLOW) Dow Jones Newswires

May 08, 2019 02:00 ET (06:00 GMT)

DJ Panther Metals PLC Final Audited Results for the -9-

10 May 2018                1.30%          24.9%       3 years          0.009 
 
17 September 2018          1.24%          31.0%       2 years          0.010 
 
The total charge to the consolidated statement of comprehensive income for the 
year to 31 December 2018 was GBP227,151 and GBP19,727 has been capitalised as part 
of the acquisition cost of the Big Bear Project and has been included within 
exploration and evaluation assets. 
 
18         Financial instruments 
 
The following financial instruments were held at the balance sheet date: 
 
                                    Group         Company 
 
                  As at 31 December As at 31      As at 31          As at 31 
                               2018 December      December          December 
                                  GBP 2017          2018                  2017 
                                    GBP             GBP                        GBP 
 
Financial assets 
 
Amounts due from related          -             -      245,352        10,282 
parties 
 
Other receivables               750             -          750         4,496 
 
Cash held by related party   68,270             -       68,270             - 
 
Cash and cash equivalents     1,247        62,000        1,247        51,527 
 
                             70,267        62,000      315,619        66,305 
 
 
Financial liabilities 
 
Trade payables               11,692             -       10,313             - 
 
Accruals                     31,304        21,654       24,226        21,003 
 
                             42,996        21,654       34,539        21,003 
 
18.        Financial instruments (continued) Financial risk management 
objectives 
 
In the normal course of its operations the Group is exposed to a variety of 
risks from both its operating and investing activities. The Group's risk 
management is coordinated by the board of directors and focuses on actively 
securing the Group's short to medium term cash flows. 
 
The main risks the Group is exposed to through its financial instruments are 
capital management risk, credit risk, market risk and liquidity risk. 
 
Capital risk management 
 
The Group manages its capital to ensure that it will be able to continue as a 
going concern while maximizing the return to stakeholders through the 
optimisation of the equity balance. The capital structure of the Group consists 
of equity attributable to equity holders consisting of issued share capital, 
reserves and retained losses as disclosed in the Statement of Financial 
Position. 
 
Credit risk 
 
Credit risk is the risk of financial loss to the Group if a counterparty to a 
financial instrument fails to meet its contractual obligations. The Company has 
borrowings outstanding from its subsidiaries, the ultimate realisation of which 
depends on the successful exploration and realisation of the Group's evaluation 
and exploration assets. 
 
Market risk 
 
The Group undertakes transactions denominated in foreign currencies and is 
therefore exposed to exchange rate fluctuations as they arise. Since September 
2018, the Group's major activity is the Big Bear project in Canada through its 
subsidiary Panther Metals (Canada) Ltd bringing exposure to the exchange rate 
fluctuations of Pounds Sterling with the Canadian Dollar. 
 
Following the acquisition of Parthian Resources Pty Ltd the Group will also be 
exposed to exchange rate fluctuations of Pounds Sterling with the Australian 
Dollar. 
 
Historically the Group has been exposed to the exchange rate fluctuations of 
Pounds Sterling with the Malaysian Ringgit through its subsidiary Lonnus (M) 
Sdn Bhd. However a change in investment strategy has resulted in this operation 
being discontinued and as at 31 December 2018 there were no outstanding foreign 
currency balances with this entity. 
 
The Company does not enter into forward exchange contracts to mitigate the 
exposure to foreign currency risk as amounts paid and received in specific 
currencies are expected to largely offset one another and the currencies most 
widely traded are relatively stable. 
 
As the Group's activities continue to develop the board of directors will 
monitor the exposure to foreign currency risk. 
 
No sensitivity analysis has been prepared on the basis that the effects are 
minimal. 
 
18.        Financial instruments (continued) 
 
Liquidity risk 
 
Liquidity risk is the risk the Group will not be able to meet its financial 
obligations as they fall due. The ultimate responsibility for liquidity risk 
management rests with the board of directors, which monitor's the Company's 
short, medium and long term funding and liquidity management requirements. The 
Company's liquidity risk arises in supporting the exploration activities of its 
subsidiary whilst also having sufficient resources to maintain the Company's 
listing status and overheads. 
 
The board of directors maintains detailed working capital forecasts and 
exploration budgets to ensure sufficient resources exist to fund the Group's 
short term plans. The board will seek to raise funds from share capital to fund 
its medium to long term plans. 
 
The Group's financial liabilities, consisting of trade and other payables, were 
settled within four weeks of the year end. 
 
19         Financial commitments 
 
The Big Bear project licenses held by the Group are subject to minimum spend 
requirements. In order to retain the licenses the Group is committed to an 
annual spend of CAD$28,800. 
 
20         Related party transactions 
 
Transactions between the Company and its subsidiaries, which are related 
parties, have been eliminated on consolidation. The Group has therefore elected 
not to disclose transactions between the Company and its subsidiaries, as 
permitted by IAS 24. 
 
As at 31 December 2018 the Company's cash balance of GBP68,270 was held by a 
related party whilst banking arrangements were being finalised. 
 
KPA Consulting Limited, a company owned by Kate Asling, charged the Company GBP 
7,000 (2017:GBPnil) in respect of accounting and consultancy services. 
 
Directors' remuneration is shown within the Directors' Report on pages 2 to 5 
 
21         Subsequent events 
 
On 15 March 2019 the Company acquired the entire issued share capital of 
Parthian Resources Pty. Ltd. ("Parthian"), a company domiciled in Australia. 
 
Upon completion of the acquisition Parthian became a 100% owned subsidiary of 
the Company, through the issue and in-specie distribution of 99,151,250 new 
fully-paid shares in the Company such that Parthian shareholders own 16.1% of 
the enlarged share capital of the Company. 
 
Parthian has since changed its name to Panther Metals Pty. Ltd. 
 
 
 
END 
 

(END) Dow Jones Newswires

May 08, 2019 02:00 ET (06:00 GMT)