ENOVA MINING LIMITED — Capital/Financing Update 2016

Jul 27, 2016

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27 July 2016

Company Announcements Office Australian Securities Exchange Level 40, Central Park 152-158 St Georges Terrace PERTH WA 6000

Crossland Strategic Metals Limited to acquire remaining interest in Charley Creek Joint Venture

The Directors of Crossland Strategic Metals Limited (“ CUX ” or the “ Company ”) are pleased to announce that the Company has today entered into a conditional Share Purchase Agreement (“ SPA ”) for the acquisition of all the shares in Essential Mining Resources Pty Ltd (“ EMR ”).

EMR is a private Australian-based company owned as to approximately 99.99% by Emmco Mining Sdn Bhd ( Emmco ), a private Malaysian company held beneficially by Halim Rasip Holdings Sdn Bhd, a private Malaysian holding company, and as to the balance by Stan Wassylko (who represents Emmco on the CUX Board).

EMR currently holds a 43.7% interest in the CCUA Joint Venture with CUX. The acquisition will effectively give CUX a 100% interest in the Joint Venture. Accordingly, on completion of the acquisition the Joint Venture will terminate and CUX will assume full control and ownership of its assets which include the Charley Creek project. A residual Net Smelter Royalty of 1% of gross product sales to CUX’s original JV partner, Pancontinental Uranium Corporation, remains in effect on titles subject to the Joint Venture.

Share Purchase Agreement

The purchase price payable by CUX for the acquisition of EMR is $2,275,802. This comprises $41,601 for the shares in EMR (being EMR's net assets as at 31 March 2016) and $2,234,201 for the acquisition by CUX of a debt equal to that amount owing by EMR to Emmco. The purchase price will be satisfied by the issue of a total of 425,054,961 fully paid ordinary shares in CUX ( CUX Shares ) to Emmco and 622 CUX Shares to Stan Wassylko, each at a deemed issue price of $0.005354128( Consideration Shares ).

During the period April to early June 2016, Emmco loaned $530,000 (on an interest free basis) to CUX ( Bridging Loan ). Under the SPA, CUX has agreed to repay the Bridging Loan in full by issuing132,500,000 CUX Shares at a deemed issue price of $0.004 per share to Emmco at Completion of the SPA ( Loan Repayment Shares ).

The agreed issue price of the Consideration Shares and the Loan Repayment Shares is within the price range at which CUX Shares traded on the ASX during the period early April 2016 to late June 2016, being the period during which the terms of the proposed acquisition were being negotiated.

CH199282 Doc ID 362669453/v1

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Completion of the SPA is subject to a number of conditions, including the following:

• a) CUX completing to its satisfaction due diligence into EMR and its assets;

• b) CUX obtaining all required shareholder and regulatory approvals to the issue of the Consideration Shares and the Loan Repayment Shares, including shareholder approval for the purposes of item 7 of section 611 of the Corporations Act 2001 (Cth); and

• c) CUX, acting reasonably, having formed the view that no material adverse change in the assets, liabilities, financial condition or prospects of EMR has occurred, or is reasonably likely to occur, between the date of the SPA and Completion.

  • .

The Consideration Shares and the Loan Repayment Shares will rank equally in all respects with all the other issued CUX Shares as from the date on which they are issued.

Upon Completion of the SPA, Emmco will be entitled to nominate up to 2 additional directors of CUX.

ASX In-Principle Waiver and confirmation

CUX has obtained an in-principle waiver from Listing Rule 9.1.3 such that the ASX escrow restrictions in clause 5 and 6 of Appendix 9B will not apply to the Consideration Shares. CUX will be seeking a formal waiver from the ASX prior to Completion of the SPA.

The proposed acquisition will constitute a significant change in the scale of CUX's activities under the Listing Rules. However, the ASX has confirmed that the approval of shareholders is not required under Listing Rule 11.1.2 and that CUX is not required to re-comply with Chapters 1 and 2 of the Listing Rules.

Capital Structure

The issue of the Consideration Shares and Loan Repayment Shares to Emmco at Completion will result in Emmco having a relevant interest in 557,554,961 CUX Shares (being 425,054,961 Consideration Shares and the Loan Repayment Shares), representing approximately 58.68% of the enlarged capital of CUX as shown in the table below.

		EMMCO	Other Shareholders	Total S	hares on Issue
Current Shareholdi%
	ng	00.00%	392,557,570100.00%	39	2,557,570100.00%
Acquisition of EMR%		425054961	622	4	5,055,583100.00%
		,,100.00%	0.00%
Loan repayment%		132,500,000100.00%	00.00%	13	2,500,000100.00%
Final Shareholding%		557,554,96158.68%	392,558,19241.32%	95	0,113,153100.00%

CH199282 Doc ID 362669453/v1

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Further Action

An Extraordinary General Meeting (EGM) of shareholders will be called to vote on the proposed acquisition as soon as practicable. The market will be advised once the Notice of EGM and the required Independent Expert's Report has been prepared.

Yours sincerely

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Grahame Clegg

Company Secretary

CH199282 Doc ID 362669453/v1