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Formerly Ausroc Metals Ltd ACN 073 155 781
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2
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Highlights & Achievements		4
Letter from the Chairman		6
Board of Directors		8
Company History		10
Corporate Objectives		12
Operations Report		14
Tenement Schedule		20
Review of Operations		23
Financial Report
Audited Statutory Accounts for	Year Ended 30 June 2018	54
Corporate Directory	Last Page of Financial	Report

Highlights &

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4
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Highlights and Achievements

Ausroc Metals Limited (ASX: ARK or “Company”) re-commenced trading on the Australian Securities Exchange (ASX) at 10 am (AEST) on the 5th March 2018, following a Reverse Takeover by Woomera Exploration Limited (‘WEX’).
The Company successfully raised $4,086,320 at $0.20/share
Following shareholder approval on the 5th December 2017, the Company’s name changed to Woomera Mining Limited (Woomera) on the 9th March 2018. The effective date for the change of the ASX Ticker Code from ARK to WML was 14th March 2018.
Ahead of the relisting Woomera Exploration Limited (WEX) on the 12th September 2017, executed a Binding Heads of Agreement with OZ Minerals Ltd to explore its four Musgrave Province tenements.
Also, ahead of relisting, on the 30th November 2017, WEX entered into a Binding share sale agreement with the vendors of both Volt Lithium Pty Ltd and Liquid Lithium Pty Ltd. Upon successful listing on the ASX the Company acquired 100% of Volt Lithium Pty Ltd and Liquid Lithium Pty Ltd which consisted of 10 tenement and tenement applications in the Pilbara and South East Yilgarn areas of Western Australia that are considered prospective for lithium.
On relisting the Company’s key assets included 19 tenements covering 6,197 km[2] in the Gawler Craton and Musgrave Province in South Australia, as well as Pilbara and South East Yilgarn in Western Australia.
Native Title Mining Agreement signed over Alcurra-Tieyon project in the Musgrave Province
Native Title Heritage Survey completed during June 2018 paving the way for exploration to commence under the WEX/OZ Minerals Joint Venture early in FY 2019.
Field reconnaissance of the Western Australian tenements during April 2018 led to the application for two additional tenements (one at Ravensthorpe and one at Cowan) in Western Australia considered prospective for lithium.

Letter from the Chairman

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Letter from the Chairman

Dear Shareholders,

On behalf of the Board of Directors of Woomera Mining Limited (formerly Ausroc Metals Limited) ( WML or Company ), I am pleased to present to you the first Annual Report of the Company since its relisting on the ASX on 5 March 2018, following an extensive re-structuring and the acquisition of Woomera Exploration Limited, Norsa Pty Ltd, Volt Lithium Pty. Ltd. and Liquid Lithium Pty. Ltd.

The re-listing of the Company followed the successful completion of a capital raise of $4,086,320.

Although this first Annual Report therefore covers a relatively short period of time since the re-listing, I am pleased to be able to report that:

the Company's major ground based Moving Loop Electromagnetic Survey ( MLEM ) has commenced on the Company's Musgrave Block tenements. As previously announced, the survey results will be used to finalise locations for the planned RC dill holes that will be drilled after the MLEM to text six geophysical anomalies thought to be indicative of copper-nickel-cobalt mineralisation in Giles Complex ultramafic rocks that underlie the tenements;
a lithium-beryllium anomaly has been identified from a review of Open File information adjacent to and within Woomera's Lake Dundas tenement (EL63/1804). The presence of such a pronounced lithium and beryllium in the north-eastern portion of the tenement suggests that hard – rock lithium pegmatites might be present un the edge and potentially under the lake;
following a recent reconnaissance field program, two additional tenements have been applied for in Western Australia, adding to the Company's existing ten tenements in that State. One of these new tenements is located adjacent to WML's existing tenement E15/1532 (the Binneringie project). The other new tenement abuts or is proximal to the Company's existing Mt Cattlin tenements.

This is a good start for the Company, however I believe that substantially more can be expected in Q3 and Q4 of 2018, particularly with the anticipated drilling campaign in the Musgrave tenements.

It is appropriate that I take this opportunity to thank all those involved with the re-listing of the Company and welcome all of the new shareholders.

I am confident that the next twelve months will be an exciting period for WML.

Yours Sincerely,

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Neville Martin Chairman

Board of Directors

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Board of Directors and Key Personnel

Details of the existing Directors and Company Secretary of the Company are set out below.

Mr Neville Martin – Non-Executive Director and Chairman

Neville Martin is a former partner (now consultant) with law firm Minter Ellison and has over 40 years' experience in corporate law and mining oil and gas law. He is currently a director of Sundance Energy Australia Ltd. He is the former Chairman of Adelaide Energy Ltd and a former director of ASX listed companies Stuart Petroleum Ltd and Austin Exploration Ltd.

Mr Gerard Anderson – Managing Director

Gerard Anderson is a geologist with 43 years' experience in exploration, mine and resource geology. Mr Anderson’s senior management positions have included Exploration Superintendent of the Boddington Gold Mine, Chief Geologist of the Bronzewing Gold Mine, Chief Geologist Kalgoorlie Consolidated Gold Mines, General Manager Golden Grove Operations, General Manager Newmont Joint Ventures, Managing Director of ASX Listed companies Croesus Mining NL, Centrex Metals Limited and Archer Exploration Limited.

Mr Donald Triggs – Executive Director

Donald Triggs is an executive director of WEX, and has 30 years' experience consulting to the resource, utilities, and information technology sectors. Clients have included many large multinational mining companies. He is the former General Manager of the ASX listed company Primary Resources Limited, and is currently a director of Norsa Exploration Pty Ltd, and is managing WEX's exploration projects in the Musgrave Block and Gawler Craton.

Mr David Lindh OAM – Non-Executive Director

David Lindh is a non-executive director of WEX and is a consultant in corporate and commercial matters, with over 40 years’ experience as both a lawyer and a company director. He is currently Chairman of NSX listed Nucannaco Science Ltd. He is a former Chairman of ASX listed Centrex Metals Ltd and was a non-executive director of ETSA Corporation, Electranet and ASX listed company Enterprise Energy Ltd. He is also a director of various private companies and is a consultant specialising in the energy and resources industry with law firm Minter Ellison.

Mr Joe Fekete – Non-Executive Director

Joe Fekete holds a Bachelor of Business in Accounting and is a registered Company Secretary. Mr Fekete is a member of both the CPA Australia and the Chartered Institute of Secretaries. Mr Fekete’s business management and accounting experience spans over 20 years in various industries including mining, advertising, travel, wholesale retail distribution, construction, and public practice. Mr Fekete is an experienced professional who has gained his experience in areas of statutory reporting, IPOs, accounting, system development, restructuring and general business management. Mr Fekete is currently a director for WOW Travel Pty Ltd and in the past was a Director for Rail Plus Australasia Pty Ltd and Brands Australia Pty Ltd as a well as a former director of the ASX listed Go-Connect Ltd and Altius Mining Ltd.

Mr Jonathan Lindh – Company Secretary

Jonathan Lindh has over 10 years’ legal and company secretarial experience practising predominantly in the energy and resources sector. He holds a Bachelor of Laws, a Bachelor of International Studies and post graduate qualifications in finance and corporate governance. Jonathan has extensive experience in the areas of corporate governance, mergers and acquisitions, joint ventures, farm-in arrangements, equity capital markets, foreign investment and native title /aboriginal heritage.

Company

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Company History

Woomera Mining Limited has four wholly owned subsidiaries; Woomera Exploration Limited; Norsa Exploration Pty Ltd; Volt Lithium Pty Ltd and Liquid Lithium Pty Ltd.

Woomera Mining Limited began as Woomera Exploration Limited which formed in May 2011 when the Australian Government announced a relaxing of access conditions to the Woomera Prohibited Area (WPA). Immediately following the announcement Woomera Exploration Limited registered as a private company later converting to a public company in July 2012.

Another company NORSA Exploration Pty Ltd registered in March 2012, also sought to explore in the WPA.

In October-November 2012 Woomera Exploration was granted seven Exploration Licences covering 5,155 km[2] .

Soon after in June 2013, Norsa Exploration Pty Ltd was granted seven Exploration Licences and two Exploration Licence Applications covering 6,417 km[2] .

Recognising the synergies in the two companies, Woomera Exploration completed a takeover of Norsa in December 2014.

In February 2015 following a technical review, Woomera Exploration dropped almost 50% of the combined land holding.

On the 16[th] March 2015 Woomera Exploration was granted a 5-Year Resource Exploration Permit by the Department of Defence.

Ausroc Metals Limited (ASX: ARK or “Company”) re-commenced trading on the Australian Securities Exchange (ASX) at 10 am (AEST) on the 5[th] March 2018, following a Reverse Takeover by Woomera Exploration Limited (‘WEX’).

Following shareholder approval, the Company’s name changed to Woomera Mining Limited (Woomera) on the 9[th] March 2018. The effective date for the change of the ASX Ticker Code from ARK to WML was 14[th] March 2018.

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Woomera Mining Limited
Woomera Exploration Limited
100%
Norsa Exploration Pty Ltd Volt Lithium Pty Ltd Liquid Lithium Pty Ltd
100% 100% 100%
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Figure 1. Woomera Mining Limited Company Structure

Corporate Objectives

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Corporate Objectives

Woomera Mining Limited is an exploration company focussed on discovering economic mineral deposits (FIND) , to define mineral resources (ADD VALUE) then to maximise value for shareholders (MONETISE) .

FIND involves systematic exploration of the Company’s existing tenements and tenement applications as well as using the skills and knowledge within the Company to apply or acquire additional tenements. Target commodities are high demand metals - copper, nickel, cobalt, lithium and gold.

ADD VALUE is realised by progressing exploration and resource drilling activities to the point where the likely size and grade of mineral discoveries can be reasonably determined. At this point the dollar value of the discovery can be estimated, giving the Company the information needed to determine the optimum development strategy.

MONETISE can be realised through a number of mechanisms – Woomera undertaking owner mining, entering into joint ventures or complete or partial sale of assets to companies better positioned to develop particular projects.

Exploration Focus

The Company’s exploration focus in the Musgrave Province is:

magmatic Ni-Cu-PGE deposits within mafic-ultramafic rocks of the Proterozoic Giles Complex; and
• silver-copper-zinc and rare earth mineralization within granites of the Pitjantjatjara Supersuite.

The Company’s exploration focus in the Gawler Craton area is:

Olympic Dam-style Iron Oxide Copper Gold Mineralization (IOCG);
ultramafic-hosted nickel, copper and rare earth mineralization near Lake Labyrinth;
Mississippi Valley style Ag-Pb-Zn mineralization in the Observatory Hill beds of the Officer Basin;
Challenger style gold deposits in the Archean-Proterozoic Mulgathing Complex; and
lithium rich brines at Lake Labyrinth.

In Western Australia the focus is:

hard-rock lithium in the Pilgangoora, Mount Cattlin and Cowan regions;
gold-bearing conglomerates in the Pilgangoora tenements; and
lithium-rich brines in the playas of the SE Yilgarn.

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Left image; South Australian Native Title Services (SANTS), the Tjayuwara-Unmuru Aboriginal Corporation (TUAC), Woomera Mining and OZ Minerals Ltd representative during the on-country Cultural Heritage Survey

Right image; Musgrave Province – approximate location of historic drill hole AC95MH1 at Cavanagh target that intersected layered ultramafic rocks with elevated nickel-copper-cobalt.

Operations

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Operations Report

Musgrave Alcurra-Tieyon Project

The Musgrave Alcurra-Tieyon Project is the subject of a JV with OZ Minerals Ltd (ASX: OZL) that enables OZ to earn up to 75% of the Project for an expenditure of $7.5M.

The Project area lies immediately east of the Anangu Pitjantjatjara Yankunytjatjara (APY) lands. The Stuart Highway and the Adelaide-Darwin railway pass through the project area.

In conjunction with the South Australian Native Title Services (SANTS), the Tjayuwara-Unmuru Aboriginal Corporation (TUAC) and OZ Minerals, Woomera completed an on-country Cultural Heritage Survey in June 2018.

The Cultural Survey cleared the way for WML and OZ to commence the planned exploration program for coppernickel-cobalt on the four Musgrave Province tenements.

Exploration to date has included:

A Vector Residual Magnetic Intensity (VRMI) transform applied to the pre-existing magnetic data to compensate for remanence and magnetic susceptibility models have been calculated using 3D Magnetic Inversion software.
A ground Moving Loop Electromagnetic (MLEM) survey to further refine these targets, collecting approximately 100-line kilometres of data. It is anticipated that the EM line spacings will be tightened as the survey progresses.

The results from the MLEM survey will be used to refine the drill hole locations for a 3,850m RC drilling program which is scheduled to commence immediately on completion of the MLEM. Woomera anticipates that the conductivity models from the MLEM survey will provide improved accuracy for the design of the drilling program. Drilling is expected to commence late October 2018 and take around 4 weeks to complete.

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Gawler Craton - Labyrinth Project

The Labyrinth Project (EL 5113) covers an area of 266 km[2] and lies within Woomera Prohibited Area (WPA) in the central Gawler Craton about 30 kms North West of Kingoonya and 40 kms North East of Tarcoola between the Stuart Highway and the Adelaide-Darwin in rail line.

Woomera will approach the Native Title Claimants regarding becoming a signatory to the existing ILUA.

The Project is considered to be prospective for:

Nickel-Copper-PGE sulphide mineralisation
Lode gold deposits
Lithium-Boron-Potassium brines of Lake Labyrinth

At the Labyrinth Ni-Cu-PGE Project, Woomera has employed the Vector Residual Magnetic Intensity (VRMI) method, combined with ground gravity data to predict coincident a high density and high susceptibility body. The body is approximately 1.1 kms long x 0.5 km wide and a single previous drill hole appears to have narrowly missed the predicted body.

The Labyrinth Project encompasses most of Lake Labyrinth which has been identified by Geoscience Australia as having lithium-boron-potassium values in brine that are significantly higher than that of seawater. Lithium concentrations are around 30 times that of sea water. The Company will investigate the economic potential of Lake Labyrinth for lithium brine.

Gawler Craton - Carulinia Project

The Carulinia Project lies is 10 km west of Oodnadatta and is situated close to and west of the Torrens Hinge Zone, a complex 25 km wide structure defining the eastern margin of the Gawler Craton. The primary exploration target is a large coincident gravity and magnetic anomaly which displays striking similarities to that of BHP’s Olympic Dam and OZ Minerals’ Carrapateena IOCG deposits.

Woomera has undertaken 3D magnetic and gravity inversion modelling over the anomaly and the results indicate that the causative zone is composed of a highly magnetic core, surrounded by a high-density shell. The immediate focus is on resolving the apparent loss of stratigraphy between the two historic drill holes through a combination of petrological examination and if warranted age dating of the rock suite.

Gawler Craton - NAWA Project

The NAWA Project comprises three tenements, EL 5116 (923 Km[2] ), ELA 2012/00119 (922 Km[2] ) and ELA 2012/00120 (848 Km[2] .) that are centred 150 kms west of Coober Pedy and 100 kms north of the Challenger gold mine (Figure 1).

The NAWA Domain lies in the north west of the Gawler Craton and covers an area of approximately 93,000 km². Previous exploration focussed on the overlying cover sequences targeting oil, gas, coal and sedimentary hosted mineral deposits. There are three drill holes in the project area that intersected basement rocks.

The western holes intersected the Achaean Mulgathing Complex which is the lithology that hosts the Challenger gold mine. The hole on EL5116 intersected what is interpreted to be the Mount Woods complex – host to the Prominent Hill and Cairn Hill IOCG deposits.

The Hiltaba Suite, which is associated with major mineralising events, including Olympic Dam, is also prominent in the Project area.

To date, Woomera has focussed its attention on a coincident magnetic/gravity target in the south east of EL 5116. This modelling indicates that two large dense magnetic sources cause this anomaly and they warrant further investigation given that the nearby drill hole was terminated in metamorphosed sediments of the Mount Woods Complex.

Hard Rock Lithium

Pilbara - Pilgangoora Region

The Company’s three Pilgangoora Project tenements lie within the Pilbara Craton, between 60 km and 110 km south east from Port Hedland, within close proximity to world-class pegmatite-hosted projects including:

§ Pilbara Minerals: Mineral Resource of 156.3 Mt @ 1.25% Li2O and 128ppm Ta2O5 - ASX: PLS 25 January 2017;
§ Altura Mining: Resource 40.3 Mt @ 1.0% Li20 & 2.2% Fe203 - ASX: ALS announcement 30 Jan 2017. § Wodgina Lithium Mine - Mineral Resource of 120 Mt @ 1.28% Li20 & 1.73% Fe203 - ASX: MIN announcement 28 April 2017.

Woomera is planning to undertake field reconnaissance at Pilgangoora in Q4 2018 to better define the corridor considered prospective to host spodumene bearing pegmatites as a precursor to soil sampling.

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Targets
Fault
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Pilgangoora tenements E45/4786 and E45/4790 shown under CSIRO AlOH Aster filter. The solid pale blue areas represent areas mapped by the GSWA as having abundant pegmatite dykes.

South East Yilgarn - Mount Cattlin Project

The Mt Cattlin Project is located along the boundary of the Ravensthorpe Terrane which forms part of the Archaean Ravensthorpe greenstone belt. The Mount Cattlin Project lies close to the Mt Cattlin Mine which has a Resource of 16 Mt @ 1.08% Li2O and 5.2 Mlbs Ta2O3.

Locally the geology is dominated by gneissic granitoid rocks including trondhjemite, tonalite, granodiorite, and syenogranite. The south eastern boundary of the tenement abuts mafic and ultramafic volcanics of the Carlinup Terrane.

The Mt Cattlin Project is considered prospective for hard rock spodumene mineralisation based primarily on geological and structural analogues drawn from Galaxy’s Mt Cattlin lithium deposit located approximately 10km to the southeast.

The Company will contact local freehold farmers to negotiate access to conduct auger soil sampling.

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Mt Cattlin Spodumene Mine
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The Archaean Ravensthorpe greenstone belt with Galaxy’s Mt Cattlin Spodumene Mine nearby.

South East Yilgarn – Cowan Project

The Company has one granted tenement E15/1532 and one tenement application (EL15/1652) that lie on the boundary of Lake Cowan. Geoscience Australia has assigned the highest possible lithium prospectivity ranking to Lake Cowan with groundwater lithium levels being 90x that of sea water.

The tenement is prospective hard rock lithium due to its proximity with the Bald Hill Mine. Pegmatite hosted lithium mineralisation at the Bald Hill lithium-tantalum mine is located approximately 15 km to the east of tenement application E15/1562. The Bald Hill lithium-tantalum mine has an Indicated and Inferred Mineral Resource of 12.8 Mt at 1.18% Li2O and 158ppm Ta2O5 at a 0.5% Li2O cut-off (Tawana website).

Lakes Lithium Project

The Yilgarn Craton contains a number of playas which are prospective for lithium enriched brines. In a review of Australian playas by Geoscience Australia, the Yilgarn Craton was identified as one of several regions ranked favourably to host lithium enriched brines.

Woomera currently has four prospective tenements for lithium enriched brines:

Lake Dundas (lithium values 90x seawater)
Lake Tay (lithium values 50x seawater)
Lake Sharpe (lithium values 50x seawater)
Lake Dumbleyung (surrounded by felsic rocks)

Lake Dundas has been highlighted as having the highest lithium concentrations in Australia. The Project was first applied for by Liquid Lithium Pty Ltd, a wholly owned subsidiary of WML, because of its potential for lithium brines, based on work conducted by Geoscience Australia which highlighted Lake Dundas as having one of the highest lithium concentrations (93-149 ppm) in Australia.

In 2013 by the United States Geological Survey published a paper titled “A Preliminary Deposit Model for Lithium Brines” by Dwight Bradley, LeeAnn Munk, Hillary Jochens, Scott Hynek, and Keith Labay.

This paper discusses closed basins in arid regions that can be exploited for their lithium salts and notes that all producing lithium brine deposits share the following characteristics:

Occur in an arid climate;
Is part of a closed basin;
Has experienced tectonically driven subsidence;
Has associated igneous or geothermal activity;
Has suitable lithium source rocks - the tenement is underlain by Archean granite, granitic gneiss and minor mafic intrusive rocks;
Has one or more aquifers; and
Sufficient time to concentrate a brine.

Lake Dundas, and other salt lakes in the region, share all of these attributes.

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Dyke
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Edge of Lake Dundas showing pegmatite dykes Edge of Lake Dundas showing pegmatite dykes in metasediments (interpreted dash lines)in metasediments (within the dash lines)

The Company completed a review of Open File information identified a significant lithium-beryllium anomaly (peak values of 71.4 ppm lithium and 4.4 ppm beryllium) in a comprehensive soil auger sampling program conducted by AngloGold Ashanti Australia in 2009-2010 consisting of 7,212 samples.

The anomaly is adjacent to and within Woomera’s EL63/1804.

The presence of such a pronounced lithium and beryllium anomaly in the north-eastern portion of the tenement suggests that hard-rock lithium-pegmatites might be present on the edge and potentially under the lake.

Lakes Tay and Sharpe

The Lake Tay and Lake Sharpe Project comprises two tenements totalling 152km[2] . Located north east of Mount Cattlin, there are abundant felsic volcanic source rocks surrounding this closed basin system, elevated salinity levels and good hydrogeological connectivity all favourable for lithium brine enrichment.

There is a strong K-U-Th anomaly in the northern part of Lake Tay which warrants further investigation. Previous exploration has been restricted to copper, nickel, gold and uranium.

Lake Dumbleyung

Lake Dumbleyung (tenement application E70/4870) is Western Australia’s largest permanent lake and is considered by the WA State government to be a critical wetland. Woomera is continuing to evaluate the risk/reward proposition associated with the tenement application to provide guidance on whether it is feasible to progress the application to grant.

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Thin pegmatite dyke in metasediments on the shore of Lake Dumbleyung

T enement

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Tenement Schedule

The Company’s key assets include 21 tenements and tenement applications covering 6,598km[2] in the Gawler Craton and Musgrave Province in South Australia, as well as Pilbara and South East Yilgarn in Western Australia. The land surrounding the Company’s assets in the Gawler Craton and Musgrave Province is tightly held, with ownership dominated by the Australia’s largest mining companies.

The current status of the Company’s tenement holding is set out below.

South Australian Granted Tenements

Tenement Name	Number	Location	Area (km²)	Expiry/next renewal date	Holder
Sundown	EL 6091	Musgrave Province	768	10 October 2018	WEX
Mount Howe	EL 6092	Musgrave Province	854	10 October 2018	WEX
Mount Irwin	EL 5287**	Musgrave Province	503	24 June 2018	Norsa
Tieyon Station	EL 6090	Musgrave Province	938	11 January 2019	WEX
Mount Carulinia	EL 6133	Gawler Craton	401	10 October 2018	WEX
Whymlet	EL 6134	Gawler Craton	266	28 November 2018	Held by WEX
Tallaringa	EL 5116 (SELA 2017/00183)	Gawler Craton	459	28 November 2017**	Held by WEX

Note : ** the Exploration Licence is in its final term and a Subsequent Exploration Licence Application has been submitted. This is in effect a renewal application of an existing tenement.

South Australian Applications for New Tenements

Tenement Name	Number	Location	Area (km²)	Status	Notes
Great Central Desert	ELA 2012/00119	Gawler Craton	929	Application	Application by Norsa.
Great Victorian Desert	ELA 2012/00120	Gawler Craton	848	Application	Application by Norsa.

Western Australian Granted Tenements

WML’s tenements are held by Volt Lithium Pty Ltd and Liquid Lithium Pty Ltd which are wholly owned subsidiaries of Woomera Mining Limited.

Tenement Name	Number	Location	Area (km²)	Status	Expiry Date	Holder
Magpie Range Pilgangoora	E45/4790	Central Pilbara	64	Granted	6 June 2022	Volt Lithium
Peak Charles Salt Lake	E74/596	SE Yilgarn	92	Granted	3 May 2022	Volt Lithium
Mt Cattlin East	E74/597	SE Yilgarn / Ravensthorpe	56	Granted	3 January 2022	Volt Lithium
Lake Dundas	E63/1804	SE Yilgarn/ Norseman	57	Granted	30 April 2022	Liquid Lithium
Lake Sharpe	E74/598	SE Yilgarn	60	Granted	27 April 2022	Liquid Lithium
Mt. Cattlin East West	E74/599	SE Yilgarn / Ravensthorpe	40	Granted	17 January 2022	Liquid Lithium
Magpie Range West	E45/4796	Central Pilbara	29	Granted	4 July 2022	Liquid Lithium
Lake Cowan	E15/1532	SE Yilgarn/Norseman	3	Granted	4 May 2022	Liquid Lithium

Western Australian Applications for New Tenements

Tenement Name	Number	Location	Area (km²)	Status	Notes
Turner Siding Pilgangoora	E45/4789	Central Pilbara	57	Application	Volt Lithium
Dumbleyung Salt Lake	E70/4870	SE Yilgarn	86	Application	Volt Lithium
Binneringie	E15/1652	SE Yilgarn/Norseman	51	Application	Woomera Mining Ltd
Mt Cattlin	E74/632	Ravensthorpe	37	Application	Woomera Mining Ltd

Operations

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Review of Company Projects

The Company’s projects prospective for copper, nickel, cobalt, lithium and gold are shown in Figure 1 below.

The key projects are:

Musgrave Alcurra-Tieyon Project
Gawler Craton
Carulinia Project
Labryinth Project
Nawa Project
Western Australian Hard Rock Lithium Projects
Pilgangoora Project
Mt Cattlin Project
Cowan Project
Western Australian Lithium Brine Projects

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Figure 1: Woomera Mining Limited’s Key Exploration Target

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Figure 2: Woomera’s South Australian tenement and tenement applications relative to the Woomera Prohibited Area

The Company’s Labryinth and Nawa Projects lie within the Woomera Prohibited Area (WPA). The WPA covers an area of some 122,000 km[2] approximately 450 km NNW of Adelaide.

The WPA is a Prohibited Area regulated by the Defence Act 1903 , Defence Regulation 2016 and the WPA Rule 2014 is used for 'the testing of war materiel' under the control of the Royal Australian Air Force.

In 2011 a joint Australian Government - South Australian Government WPA Coordination Office (WPACO) was established to administer non-Defence use of the WPA, including the development of new management framework arrangements that support co-existence between Defence and non-Defence users within the WPA.

In August 2014 the new statutory access regime for new non-Defence users in the WPA came into force with the passage of the Defence Legislation Amendment (Woomera Prohibited Area) Act 2014 by the Australian Parliament. It amends the Defence Act 1903 (Cth) by inserting Part VIB of the Defence Act and sets out a permit system, the access management zones with defined exclusion periods, new compliance and enforcement measures, compensation, and a process for review of decisions.

WEX’s EL 6134 (formerly EL 5133) which hosts the Labryinth Project is located within the WPA and is subject to a co-existence model between the Department of Defence and non-Defence (including the resource sector). EL 6134 is located within the “Infrequent Defence Use” exclusion zone (Green Zone) in which new non-Defence users will have a presumption of access; however, they can be excluded for up to 56 days a year.

Woomera’s Nawa Project comprises one tenement and two tenement applications. EL 5116 (SELA 2017/00183) is held by WEX (100%), covers 459 km[2] and is located approximately 120 km west of Coober Pedy. The applicant for ELA 2012/00119 and ELA 2012/00120 is Norsa (100%). ELA 2012/00119 covers 929 km[2] and is located approximately 155 km west-north-west of Coober Pedy and ELA 2012/00120 covers 848 km[2] and is located approximately 190 km west of Coober Pedy.

The Nawa Project tenements are located within the WPA and are subject to a co-existence model between the Department of Defence and non-Defence (including the resource sector). The tenements are located within the “periodic Defence use” exclusion zone (Amber Zone - 2) in which new non-Defence users could be excluded for up to 70 days a year.

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Figure 3: Woomera’s Western Australian tenements and tenement applications

Musgrave Alcurra-Tieyon Project

The Alcurra-Tieyon Project covers 3,063 km[2] and is prospective for nickel, cobalt, gold, silver-lead-zinc, platinum group elements ‘(PGE’) and rare earths. The Project covers four granted tenements EL 6090, EL 6091, EL6092 and EL 6180 (formerly EL 5287).

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Figure 4: Musgrave Alcurra-Tieyon project location

OZ Minerals Heads of Agreement

WEX (a wholly owned subsidiary of Woomera Mining Limited) executed a binding Heads of Agreement (‘HoA’) with OZ Exploration Pty Ltd (a wholly owned subsidiary of ASX listed OZ Minerals Ltd) on the 12[th] September 2017. The key terms of the OZ Minerals HoA are as follows:

i. the OZ Minerals HoA was conditional on the execution of a Native Title Mining Agreement (NTMA) with the Tjayuwara-Unmuru – the recognised native title claimants;
ii. within 12 months of execution of the NTMA (Effective Date), WEX and OZ Minerals to agree and complete an exploration program (Stage 1 Commitment). WEX will manage the Stage 1 program;
iii. on completion of Stage 1 Commitment, OZ Exploration may elect to earn a 51% interest in the Musgrave Tenements by funding $2,500,000 of exploration expenditure (inclusive of the Stage 1 Commitment expenditure) within 18 months of the Effective Date. WEX will manage the Stage 2 program;
iv. upon OZ Minerals meeting its Stage 2 Commitment, the parties must execute all documents required under the SA Mining Act to effect the transfer of a 51% interest in the Musgrave Tenements from WEX to OZ Exploration;
v. if OZ Exploration becomes entitled to a 51% interest in the Musgrave tenements a joint venture will come into effect between the parties with the initial joint venture interest being OZ Exploration 51% and WEX 49%;
vi. within 60 days of the commencement of the joint venture, OZ Exploration may, by way of written notice to WEX, elect to earn a further 24% interest in the Musgrave Tenements by spending a further $5,000,000 on exploration within 24 months of the commencement of the Joint Venture (Stage 3 Commitment); and

vii. upon OZ Exploration meeting its Stage 3 Commitment, OZ Exploration shall be entitled to hold a 75% interest in the Musgrave Tenements and the parties must execute all documents required under the SA Mining Act to effect such an outcome.

Musgrave Tenement Geology

The geology of the Musgrave Province was described in detail by Terra Consulting in the Independent Geologist’s Report for the Ausroc Metals Limited’s Replacement Prospectus November 2017. The following is an excerpt from that report.

The Mesoproterozoic Musgrave Province is a crystalline basement terrain that extends across the borders of South Australia, Western Australia and the Northern Territory and covers an area of 120,000 km[2] (Figure 5). The south-dipping Woodroffe Thrust, subdivides the province into the Mulga Park sub-domain to the north and the Fregon sub-domain to the south (DPC website, 2017).

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Figure 5: Regional geological setting of the Musgrave Province and surrounding basins (Dutch et. al., 2013)

The oldest exposed rocks belong to the Olia Gneiss and the Birksgate Complex and consist of amphibolite to granulite facies, felsic and minor mafic gneisses within igneous intrusives, which date 1600-1300Ma.

The Musgrave Orogeny occurred around 1200 Ma producing granites, migmatites and pegmatites of the Pitjantjatjara Supersuite. The Hinckley-Scarface Fault Zone, the Mann-Ferdinand Faults Zone, the Davenport Shear Zone and the Woodroffe Thrust Zone are major structures that were activated during the Musgrave Orogeny.

A subsequent phase of magmatism occurred during the Giles Event between 1085-1040 Ma and includes the Giles Complex, a series of variably deformed mafic-ultramafic layered intrusions, the Alcurra Dolerite and minor granitic intrusions and felsic dykes. The Giles Complex is the primary focus of current exploration activities.

A number of dolerite suites intruded after the Giles Event.

Reactivation of earlier major structures occurred during the Petermann Orogeny and resulted in the development of high strain mylonites and ultra-mylonites along these major structures. Sedimentation associated with the Petermann Orogeny is thought to be responsible for the formation of the Georgina, Officer, Ngalia and Amadeus Basins (DPC website, 2017).

Adelaidean metasediments and Palaeozoic sediments of the Officer Basin are present along the southern margins of the Musgrave Province, while Mesozoic sediments of the Eromanga Basin overlap the eastern margins.

The Levenger and Moorilyanna Grabens also formed during the Petermann Orogen at flexures in the orogenic belt.

Musgrave Minerals Prospectivity

The Musgrave Province is considered highly prospective for intrusion hosted nickel copper sulphide deposits within the Giles Complex which is part of one of the largest layered mafic to ultramafic igneous provinces in the world.

The styles of mineralization likely to be associate with Giles Complex include:

Magmatic nickel-copper sulphides and platinum group elements (PGEs)
Stratiform chromite cumulates
Stratiform titaniferous magnetite cumulates
Stratiform vanadiferous magnetite cumulates
Lateritic nickel-cobalt deposits

The potential for Giles Complex hosted economic mineralization within the Musgrave Province is supported by the discovery of the Wingellina deposit (lateritic nickel-cobalt) and the Nebo-Babel and Succoth deposits (intrusion hosted nickel-copper sulphides).

The Wingellina Project, held by Metals X Limited, has a Resource of 187 Mt of ore at 1% nickel and 0.08% cobalt. Over 167 Mt or 90% of this resource is classified as a Probable Mining Reserve (ASX: MLX website).

The Nebo-Babel project has a JORC 2012 Resource of 203 Mt @ 0.41% Ni and 0.42% Cu for 821 kt contained Ni and 844 kt of contained Cu. The Succoth Deposit located 13km north-east of Nebo-Babel, has an Inferred Mineral Resource totalling 156 Mt @ 0.60% Cu at a 0.3% Cu cut-off grade. Both the Nebo-Babel and Succoth projects are currently held by Cassini Resources (ASX: CZI website) in a joint venture with OZ Minerals Limited.

The Musgrave Province is also considered prospective base metal deposits associated with the meta-sediments and meta-volcanics, which form the Birksgate Complex basement rocks. The styles of mineralization likely to be associated with the Birksgate Complex include:

VHMS in basement meta-volcanics
SEDEX in basement meta-sediments
Broken Hill Type in basement meta-sediments

Musgrave Minerals highlighted Cu-Pb-Zn surface anomalism occurring coincident with an interpreted stratabound bedrock conductor from the Roslin prospect in the eastern Musgrave Province (ASX: MGV website).

The Pitjantjatjara Supersuite granites and pegmatites of the Musgrave Province have only recently been recognised as having potential to host mineralization.

The styles of mineralization identified in the Pitjantjatjara Supersuite granites include:

Hydrothermal related Ag-Zn-Cu-REE
Pegmatite hosted REE mineralization

The recognition of hydrothermal related Ag-Zn-Cu-REE mineralization within granites in the eastern Musgrave Province and pegmatite hosted REE mineralization in the Mt Hardy area of the Deering Hills is significant given the anhydrous nature of the Pitjantjatjara Supersuite granites leading previous explorers to the conclusion they were non-prospective.

There has been little systematic exploration in the wider Musgrave Province and very little modern exploration, primarily due to the passing of the Anangu Pitjantjatjara Yankunytjatjara Land Rights Act in 1981. The remote location and the presence of cover have also hindered exploration.

Woomera has identified that the aeromagnetic character of the Alcurra-Tieyon Project area is comparable to that of the Nebo – Babel project in the western Musgrave Province. Geochemical data from surface and drill hole data indicate the presence of Giles Complex mafic and ultramafic rock units which are the host rocks at Nebo-Babel.

Limited past exploration has defined anomalous Ni-Cu-Co-PGE over large tracts of mafic-ultramafic rocks under shallow cover. Past exploration indicates that the area is amenable to electromagnetic geophysical surveys and geochemical exploration.

The Company has used data from two high quality aeromagnetic surveys flown by CRA Exploration Pty Ltd (CRAE) and GSSA along with acquired gravity and geochemical data to identify several strong targets based on drill hole assays, rock chip assays and magnetic trends (Figure 6).

The potential for magmatic Ni-Cu-Co-PGE mineralization is evident from the GSSA bedrock drilling program which intersected shallow ultramafic intrusive rocks containing disseminated Ni-Cu sulphides.

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Figure 6. Vector Residual Magnetic Intensity image of Woomera’s Musgrave Tenements showing 12 targets for future exploration

Native Title Mining Agreement

The Company executed a Native Title Mining Agreement (NTMA) between the Tjayuwara-Unmuru Aboriginal Corporation (TUAC) and Woomera’s wholly owned subsidiaries, Woomera Exploration Limited and Norsa Exploration Pty Ltd in March 2018.

TUAC administers the land on behalf of the Tjayuwara-Unmuru peoples. Their ownership of the land was recognised in the Tjaywara-Unmuru Native Title Claim Determination of July 2013.

Woomera’s Alcurra-Tieyon project in the Musgrave Province lies entirely within the Tjayuwara-Unmuru Native Title Determination Area as shown in Figure 7.

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Figure 7: Tjayuwara-Unmuru Native Title Determination relative to Woomera’s Alcurra-Tieyon project area

Native Title Cultural Heritage Survey

The Company in conjunction with the South Australian Native Title Services (SANTS), the Tjayuwara-Unmuru Aboriginal Corporation (TUAC) and OZ Minerals Ltd (ASX: OZL) completed an on-country Cultural Heritage Survey on the 13[th] and 14[th] June 2018. The results of the Cultural Survey were reported to the ASX on 5[th] July 2018. The Cultural Survey cleared the way for WEX and OZ, to commence the planned exploration program for copper-nickel-cobalt on WML’s four Musgrave Province tenements.

The immediate exploration program has been designed to test six areas that have been identified from a combination of aeromagnetic and drill hole geochemical data as shown in Figure 5. A Vector Residual Magnetic Intensity (VRMI) transform has been applied to the pre-existing magnetic data to compensate for remanence and magnetic susceptibility models have been calculated using 3D Magnetic Inversion software. Six of these models will be further refined using data from a ground Moving Loop Electromagnetic (MLEM) survey that is scheduled to commence in August 2018 (Figure 8).

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Figure 8 – Q1&Q2 FY2019 exploration targets

The MLEM survey scheduled to commence in August 2018 will cover six target areas as shown in Figure 9. The plan is to collect approximately 100-line kilometres of data as detailed in Table 1, however, it is anticipated that the grids will be tightened up as the survey progresses.

The results from this survey will be used to refine the drill hole locations for the following RC drilling program.

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Table 1 – MLEM survey configuration

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Figure 9: Overview of Moving Loop Electromagnetic grids

Figures 10 to14 below show the approximate locations of the planned drill holes designed to test the VRMIderived targets, relative to the predicted magnetic susceptibility models. WML anticipates that the conductivity models generated from the MLEM survey will provide improved accuracy for the design of the drilling program. Drilling is planned to commence around September/October 2018.

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Figure 10 – Area#1 MacNamara - approximate drill hole location relative to magnetic susceptibility model (red disc showing footprint of existing EM anomaly)

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Figure 11 - Area#2 Cavanagh - approximate drill hole location relative to magnetic susceptibility model

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Figure 12 – Area#3 O’Mahony - approximate drill hole location relative to magnetic susceptibility model

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Figure 13 - Area#4 Healy - approximate drill hole location relative to magnetic susceptibility model

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Figure 14 - Area#5 Gallagher - approximate drill hole location relative to magnetic susceptibility model

Results from the drilling programme should be available during November/December 2018. The results will determine the next steps under the WEX-OZ Minerals Joint Venture.

Gawler Craton Projects

The Gawler Craton is considered highly prospective for a large number of mineral deposit styles including IOCGs, ISCGs, Pb-Zn, Au and Ag, which are temporally linked to the Hiltaba Suite and Gawler Range Volcanics (GRV) magmatic event (1595-1570 Ma). These include the formation of the well-known IOCG deposits of Olympic Dam, Prominent Hill, Carrapateena and Hillside (DPC website, 2017).

Olympic Dam, owned by BHP, is one of the largest IOCG deposits in the world. As of June 2012, Olympic Dam contained Measured Resources estimated at 1,474 Mt grading 1.03% Cu, 0.30 kilograms per tonne (kg/t) U3O8, 0.35 grams per tonne (g/t) Au and 1.95 g/t Ag for the sulphide ore. The sulphide Indicated Resources stood at 4,843 Mt grading 0.84% Cu, 0.27 kg/t U3O8, 0.34 g/t Au and 1.50 g/t Ag (Geoscience Australia website).

The Carrapateena Project held by OZ Minerals which has a Mineral Resource Estimate of 134 Mt grading 1.5% Cu, 0.6 g/t Au and 6.5g/t Ag is currently under mine development (ASX: OZL announcement 9 Dec 2016).

The Gawler Craton also has demonstrated potential for additional deposit styles (DPC website, 2017) including:

Intrusion-related Au (Central Gawler Gold Province, e.g. Tarcoola, Tunkilla Prospect, Barns Prospect, Weednanna Prospect)
Orogenic Au (e.g. Challenger)
Epithermal-style Ag-Pb-Zn (e.g. Paris) and Au-Ag-Pb-Zn (e.g. Parkinson Dam)
Volcanogenic Pb-Zn-Ag (e.g. Menninnie Central and Telephone Dam Prospect) and Cu-Fe (e.g. West Doora)
Sedimentary-hosted Pb-Zn (Hutchison Group, e.g. Miltalie Mine, Mangalo Mine, Atkinson’s Find, Smithams)
Shear-hosted Cu, Au, U (e.g. Cairn Hill)
Shear to unconformity-related U (e.g. Driver River in central Eyre Peninsula)
Iron ore including supergene enriched (e.g. Iron Monarch, Iron Duke, Wilgerup), BIF (e.g. Middleback Range, Bungalow Prospect, Hawks Nest, Skylark) and skarn/replacement (Peculiar Knob, Snaefell, Wilcherry Hill)

Mineral prospects and occurrences for other mineralization styles have also been identified within the Gawler Craton, which include (DPC website, 2017):

VHMS deposits (Hall Bay Volcanics, Oakdale prospect southern Eyre Peninsula)
Late Archaean komatiitic and magmatic intrusive-hosted Ni-Cr-PGE (Lake Harris Greenstone Belt, Aristarchus Prospect)
Magmatic Ni-Cr-Cu sulphides and PGE (Fowler and Christie Domains)
Unconformity and Palaeochannel U and Au (e.g. Corunna Conglomerate)
Diamondiferous kimberlite
Intrusion-related W and Sn (e.g. Moonbi W prospect, Zealous Sn prospect)
Fe-Ti-V styles (e.g. Malbooma Anorthosite Complex, Wigetty prospect)

There has been a significant amount of exploration completed and a number of discoveries made in the Gawler Craton. However, the vast size of the Craton means large areas have limited to no exploration work. The remote location and the presence of cover has been a barrier for exploration. In the significantly underexplored Woomera Prohibited Area portion of the Craton, exploration has only recently recommenced with the relaxing of access conditions by the Australian Government.

Gawler Craton Geology

The geology of the Gawler Craton was described in detail by Terra Consulting in the Independent Geologist’s Report for the Ausroc Metals Limited’s Replacement Prospectus November 2017. The following is an excerpt from that report.

The Gawler Craton comprises a Meso- to Neoarchaean core enclosed by Palaeoproterozoic to Mesoproterozoic rocks, which cover an area of 440,000 km[2] in central South Australia (Figure 15). The Mesoarchaean history of the craton is dominated by felsic magmatism, the Neoarchaean to Palaeoproterozoic by sedimentation and bimodal volcanism and the Mesoproterozoic by felsic volcanism (DPC website, 2017).

The southern boundary of the craton coincides with the continental margin, the Torrens Hinge Zone and Adelaide Geosyncline separate the Gawler Craton from the Curnamona Province to the east and the Officer Basin separates the Gawler Craton from the Musgrave Province in the north and the Coompana Province in the west. The eastern, northern and western boundaries are all poorly constrained due to the extensive cover sequences in the region (DPC website, 2017).

The Gawler Craton preserves a complex tectonic history spanning from 3400Ma to 1450Ma and the age of all the major events is summarised below (DPC website, 2017).

Felsic magmatism of the Cooyerdoo Granite and underlying TTG basement (~3400 - 3150 Ma)
• Felsic magmatism of the Coolanie Gneiss (~2820 Ma)
Bimodal magmatism and sedimentation of the Sleaford and Mulgathing Complexes (~2560 – 2470 Ma)
• Sleaford Orogeny (~2480 – 2420 Ma)
Felsic magmatism of the Miltalie Gneiss and equivalents (~2000 Ma)
Sedimentation and bimodal magmatism (~2000 – 1730 Ma) including Hutchison Group, Broadview Schist and Myola Volcanics, Moonabie Formation and McGregor Volcanics, Wallaroo Group, Peake Metamorphics, Price Metasediments, and unnamed sediments in the Nawa and Fowler Domains and Mt Woods inlier
Cornian Orogeny (~1855 – 1845 Ma); metamorphism and felsic magmatism of the Donington Suite
• Kimban Orogeny (1730 – 1690 Ma); metamorphism and felsic magmatism of the Middlecamp Granite and equivalents and Moody Suite, synchronous with sedimentation of the Eba and Labyrinth Formations
Sedimentation of the Tarcoola Formation and Corunna Conglomerate (1680 – 1640 Ma) and felsic magmatism of the Tunkillia Suite (~1690 – 1680 Ma)
Felsic magmatism (1620 – 1570 Ma) comprising the Nuyts Volcanics, St Peter Suite and Gawler Range Volcanics and Hiltaba Suite, synchronous with metamorphism and shear zone formation
Kararan Orogeny (1570 – 1540 Ma); shear zone formation
Coorabie Orogeny (1470 – 1450 Ma); shear zone formation

The northern Gawler Craton is bounded to the south by the Karari Shear Zone, which separates the Christie Domain predominantly composed of 2555–2410 Ma gneisses of the Mulgathing Complex from the 1790-1740 Ma magnetite-rich, meta-sedimentary rocks of the Nawa Domain, Mount Woods Inlier, Coober Pedy Ridge, and the Peake and Denison Block (Armit et. al., 2017).

The Hiltaba Suite is the primary focus of exploration activities and is considered highly prospective for IOCG and intrusion hosted gold deposits.

The Nawa Domain is prospective for iron ore and BIF hosted gold with the Mulgathing Complex Lake Harris Greenstone Belt prospective for intrusion hosted Ni sulphide potential and Quaternary playa sediments of Lake Labyrinth for lithium brine enrichment.

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Figure 15: Simplified solid geology interpretation of the Gawler Craton, South Australia (Halpin & Reid, 2016).

Carulinia Project

EL 6133 (formerly EL 5040) is held by WEX (100%). The tenement covers 401 km[2] and is located approximately 20 km north-west of Oodnadatta.

The tenement is located within three determinations of Native Title, the Yankunytjatjara / Antakirinja, the Arabana People and the Arabana No 2 Native Title Claims.

Carulinia Project Geology

The geology of the Carulinia area was described in detail by Terra Consulting in the Independent Geologist’s Report for the Ausroc Metals Limited’s Replacement Prospectus November 2017. The following is an excerpt from that report.

The surface geology of EL 6133 is comprised of 100% sedimentary cover with no known basement outcrop. The oldest sediments which dominate the tenement are Cretaceous Eromanga Basin Oodnadatta Formation claystone and siltstones. This is overlain in part by the Lake Eyre Basin Tertiary Yardinna claystone and less common Tertiary silcretes. Both the Oodnadatta Formation and Tertiary sediments are overlain by Quaternary alluvial channel, fan and plain sediments with only minor Quaternary dune fields present in the north-east of the tenement.

The interpreted geology indicates EL 6133 falls within the Gawler Craton, close to the eastern margin of the Archaean Nawa Domain and the western margin of the Palaeoproterozoic Noolyeana Domain. The interpreted position of the Peak and Denison Domain is located <20km to the south-east. There is also interpreted Hiltaba Suite plugs 55km to the SSW.

The Torrens Hinge Zone is a complex structure up to 25km wide, which defines the western margin of the Adelaide Geosyncline and the Delamerian fold belt and most likely delineates the eastern boundary of the Gawler Craton. The Torrens Hinge Zone is a major crustal feature, which represents the transitional zone between thick, folded Neoproterozoic sediments of the Geosyncline and very thin, flat-lying platformal counterparts on the Stuart Shelf and Spencer Shelf (Preiss et. al., 1993).

Large scale northwesterly-trending crustal-scale lineaments occur in the Carulinia project area (O’Driscolls G2 and G9D lineament corridors) and can be observed in the regional geophysics. Associated with these crustal scale lineaments are smaller scale northeast trending structures (Brown, 2008).

The Carulina gravity anomaly is 16 mGal and occurs coincident with an aeromagnetic anomaly which is similar to the Olympic Dam body (gravity anomaly of 14 mGal and a magnetic anomaly of 1000 nT). The Mt Carulina anomaly occurs in an area of substantial basement faulting similar to Olympic Dam (Corbett, 2002). There also appears to be further zones of elevated density located on the periphery of the main anomaly. The smaller zones could reflect the presence of discrete Hiltaba Suite plugs.

The regional fabric of both the gravity and magnetic data is trending NW-SE through the Carulina anomaly, hence the potential exists for further anomalies along strike. The anomalies on EL 6133 are in a similar position to known IOCG deposits (e.g. Olympic Dam, Carrapateena and Prominent Hill), which are located between 25100km west of the Torrens Hinge Zone.

Only four drill holes have been completed on EL 6133 and two of these holes CAR-1 (Inco-PlatSearchLarua/Ellendale, 2002) and BCMRD0001 (Barrick Gold of Australia, 2007) are of significance.

Inco-PlatSearch-Laura/Ellendale were targeting Olympic Dam type IOCGs based on regional geophysical characteristics analogous to the Olympic Dam environment. CAR-1 drill tested a large magnetic anomaly with a coincident gravity anomaly (i.e. the Mt Carulina anomaly). The drill hole intersected Neoproterozoic basement (Adelaidean) at 319m, consisting of a sequence of quartzites, shales and dolomitic carbonates. At 569.6m the hole entered Palaeoproterozoic basement, intersecting a banded quartz - feldspar - chlorite - haematite gneiss and pegmatite and reached a final depth of 624.6m. The hole intersected zones of brecciation and fine quartzcarbonate veining within the Adelaidean. One such zone (321-322m) assayed one metre at 579 ppm Cu and 492 ppm Ce. No anomalous Cu or Au values were returned from any of the assays submitted for the Palaeoproterozoic basement samples. However, the assays did pick up an interesting spike in LREE (218.09ppm Ce and 110.82ppm La) and a distinctive increase in Ba (602.4ppm), Th (68.53ppm) and U (4.19ppm) to around double the background values from 624-624.6m (Corbett, 2002).

Drill hole (BCMRD0001) completed by Barrick Gold of Australia targeted the Mt Carulina anomaly in 2007. The drill hole intersected a thick package of weakly altered (sericite-chlorite+-hematite+-carbonate+-albite) gneissic? Palaeoproterozoic lithologies (Peake and Denison Domain) approximately 250m shallower than was initially modelled (Brown, 2008). Barrick interpreted this to be due to the Mt Carulina gravity anomaly being the result of uplifted/or a palaeo-topographic high of Peake and Denison Domain basement, rather than dense haematite breccias associated with IOCG mineralization. A total of 204 samples were analysed down hole, 30 of which were analysed for whole rock data. The most interesting samples were from 355-360m (20ppb Au, 147ppm Cu and 27.8ppm Mo and 8.8ppm W) and from 370-375m (10ppb Au, 135ppm Cu, 0.4g/t Ag, 13ppm As, 0.58ppm Bi, 2.66ppm Sb and 16.8ppm W). Three of the whole rock samples contained interesting anomalism including: ~0.48% Ba, ~0.39% S and ~0.12% Sr values in intervals occurring between 335-393m. The drill hole reached a maximum depth of 750.1m.

Carulinia Project Prospectivty

Woomera modelled the data to create a 3D magnetic and gravity inversion model. This model indicates the Carulina anomaly is composed of a highly magnetic core, surrounded by a high-density gravity shell (Figure 16). Neither of the historic drill holes, CAR-1 (Inco-Platsearch) or BCMRD0001 (Barrick) intersected the high-density shell associated with the anomaly. The validity of this 3D geophysical inversion was reviewed and verified by an independent consulting geophysicist (Blundell, 2017).

Woomera will conduct age dating of historic drill core to better understand the stratigraphic variations between the two drill holes. This will complement a project summary that will then be sent to prospective joint venture partners.

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Figure 16 : Carulinia Anomaly 3D magnetic/gravity inversion model showing high density shell and magnetic core relative to historic drill holes.

Gawler Craton Labyrinth Project

EL 6134 (formerly EL 5133) is held by WEX (100%). The tenement covers 266 km[2] and is located approximately 60 km north-east of Tarcoola.

This tenement is located within the WPA and is subject to a co-existence model between the Department of Defence and non-Defence (including the resource sector). EL 5113 (SELA 2017/00182) is located within the “Infrequent Defence Use” exclusion zone (Green Zone) in which new non-Defence users will have a presumption of access; however, they can be excluded for up to 56 days a year.

EL 6134 is covered by the Antakirinja Matu-Yankunytjatjara Native Title Claim Group. Heritage clearance may be restricted over the salt lakes.

Labryinth Project Geology

The geology of the Labryinth Project area was described in detail by Terra Consulting in the Independent Geologist’s Report for the Ausroc Metals Limited’s Replacement Prospectus November 2017. The following is an excerpt from that report.

The northern third of the tenement is dominated by Eromanga Basin, Algebuckina Sandstone (JurassicCretaceous), fringed by Quaternary ironstone and calcrete colluvium, crosscut by modern alluvial channels and capped by occasional dune fields. Also present is the Tertiary, Billa Kalina Basin, Mirikata Formation, which outcrops on the fringes of the Quaternary colluvium.

The central portion of the tenement is dominated by Quaternary red-brown clayey-sand hardpan sediments, which are crosscut by modern alluvial channels. Minor basement granite outcrops occur through this zone (<5% for the total tenement) and include Hiltaba Suite on the western margin and undifferentiated foliated granites in the east (possibly Tunkillia Suite).

The southern portion of the tenement is dominated by Quaternary gypsiferous and quartz sand in lunettes and playa sediments associated with Lake Labyrinth.

The GSSA solid geology map has interpreted 85% of the basement rocks as Gawler Range Volcanics (Lower), with only the western most portion of the tenement mapped as Hiltaba Suite. Only a tiny component of the western margin of the tenement includes the Mulgathing Complex and Harris Greenstone Belt units are mapped 8km to the south of the tenement.

Only a single deep drill hole exists on EL 6134 (DD88ME-2) which identified disseminated sulphide bearing ultramafic intrusives, prospective for Ni-sulphides (Figure 17). However, the tenement is also considered highly prospective for gold mineralization, given presence of Hiltaba Suite along the western margin of the tenement and the presence of multiple structurally controlled, intrusion-related gold prospects located less than 5km to the west of the tenement.

Lake Labyrinth, a large non-perennial salt lake with the potential for lithium brine enrichment (Figure 12), is situated in the southern portion of EL 5113 (SELA 2017/00182). This is supported by a recent favourability analysis by Geoscience Australia ( Report 2013/39 ). There is currently no hydrogeochemical data (sampling or drilling) in the proximity of Lake Labyrinth; other than palaeochannel mapping (Hou et al ., 2013). Lithium brine prospectivity is based largely on favourable geology, source rocks, depositional setting, fluid movement and the arid climate supporting brine evolution or enrichment mechanisms.

Labryinth Project Prospectivity

The Lake Labyrinth Prospect was initially identified as a reversely polarised magnetic response in airborne magnetic data and targeted as a potential carbonatite intrusion. Infill ground magnetics and gravity data defined a series of steeply dipping coincident 4,000 nT magnetic and 2.8 mGal gravity intrusive bodies. Drilling intersected a sequence of acid to intermediate volcanics overlying an altered layered peridotite, cross cut by alkali basalt dykes and felsic pegmatite veins (Palmer, 1989).

A recent 3D magnetic and gravity inversion model (completed by WEX), indicates the Lake Labyrinth Prospect coincident magnetic and gravity body has a footprint of 1.2 km by 0.5 km (Figure 11). The model also shows that the historic drill hole DD88ME-2 narrowly missed the predicted body (Figure 17). The validity of this 3D geophysical inversion has been reviewed and verified an independent consulting geophysicist (Blundell, 2017).

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Figure 17: Lake Labyrinth Prospect 3D magnetic/gravity inversion model relative to historic drill hole DD88ME-2 . Red: VRMI, Orange: Gravity, Yellow: CRA drill hole .

According to the GSSA Archaean to Mesoproterozoic solid geology interpretation, the drill hole is positioned within the Hiltaba Suite, but less than 1km south-east of the Gawler Range Volcanics (Lower) contact. However, drill core logging and recent (2014) whole rock geochemistry completed on core stored at the SA Drill Core Reference Library, indicates the presence of predominately ultramafic intrusives (peridotite) with MgO values in excess of 20%. The drill hole is positioned only 10km north of interpreted Lake Harris Komatiite, acid volcanics and metasediments (Kychering Formation) of the Harris Greenstone Belt (~2520Ma).

The maximum Cu value of 230ppm from 280.9-282.3m. The maximum Cu value for DD88ME-2 is 792ppm from 176-177.3m (Palmer, 1989).

Lake Labyrinth is a semi-closed salt lake within the Kingoonya Palaeochannel, part of a larger well-developed system of Cenozoic palaeochannels. These palaeochannel systems and drainage directions have been extensively mapped out in the Central Gawler region primarily using industry and government funded airborne electromagnetic surveys-AEM (Hou et al ., 2013). These palaeochannels ensure an active hydrogeological system of groundwater flows. Lake Labyrinth is likely fed by groundwaters in the aquifers within the Kingoonya Palaeochannel.

Felsic intrusive rocks belonging to the Hiltaba Supersuite, and felsic to intermediate Gawler Range Volcanics constitute the dominant source rocks of lithium and boron. Most felsic and intermediate intrusive and volcanic rocks are Proterozoic age ruling out preservation of volcanic glass as source material for lithium (the most readily leachable source of lithium).

Gawler Craton Nawa Project

The Nawa Project comprises one tenement and two tenement applications. EL 5116 (SELA 2017/00183) is held by WEX (100%), covers 459 km[2] and is located approximately 120 km west of Coober Pedy. The applicant for ELA 2012/00119 and ELA 2012/00120 is Norsa (100%). ELA 2012/00119 covers 929 km[2] and is located approximately 155 km west-north-west of Coober Pedy and ELA 2012/00120 covers 848 km[2] and is located approximately 190 km west of Coober Pedy.

EL 5116 (SELA 2017/00183) and the eastern portion of ELA 2012/00119 fall within the Tallaringa Conservation Park, which is subject to restricted mineral exploration and mineral production. One of the main considerations for this is the extended period of notice required before commencement of any exploration activity (3 months).

Nawa Project Geology

The geology of the Nawa Project area was described in detail by Terra Consulting in the Independent Geologist’s Report for the Ausroc Metals Limited’s Replacement Prospectus November 2017. The following is an excerpt from that report.

There is no known outcropping crystalline basement on the Nawa Project tenements. The oldest outcrop is comprised of Cambrian, Officer Basin, Arcoeillinna Sandstone. This small outcrop (300m x 550m) is located in the centre of the southern portion of ELA 2012/00120. Cretaceous, Eromanga Basin, Bulldog Shale and Cadnaowie Formation (sandstone) are the next oldest outcrop and are far more extensive. These Cretaceous sediments are cross cut by Tertiary Tallaringa Palaeochannel, Garford Formation and overlain by Tertiary Carnadinna Surface ferricrete duricrust. Over half of the Nawa Project tenement area is overlain by Quaternary colluvium and extensive east-west trending dune fields.

The GSSA solid geology map has interpreted the basement rocks as predominately undifferentiated metasediments of the Palaeoproterozoic Nawa Domain. In addition, there is a significant component of Nawa Domain iron formation present on EL 5116 (~10%). The western margin of ELA 2012/00119 and ELA2012/00120 follows the contact of the Nawa Domain Precambrian granites and gneisses. Hiltaba Suite is also present in the project area and has been interpreted through the northern half of ELA 2012/00120 (~40%), the south-east corner of ELA 2012/00119 (~10%) and ~25 km to the north-east, ~35 km to the north and ~40 km to the northwest of EL 5116 (SELA 2017/00183).

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Figure 18: Nawa Project (EL 5116, ELA 2012/00119 and ELA 2012/00120) solid geology with prospect and drill hole locations .

Nawa Project Prospectivity

The presence of Hiltaba Suite in the project area highlights the potential for a variety of mineralization styles including IOCG deposits. A broad gravity high runs south-west/north-east through the centre of EL 5116. This gravity high occurs coincident with magnetic highs, which have not been interpreted as Nawa Domain iron formation in the solid geology mapping.

WEX completed 3D magnetic and gravity inversion modelling across the coincident magnetic and gravity anomalies, which defined two large dense magnetic sources (Figure 19). The validity of this 3D geophysical inversion has been reviewed and verified by an independent consulting geophysicist (Blundell, 2017).

Previous exploration by BHP indicates that the project area is prospective for IOCG.

Woomera has identified a coincident magnetic/gravity anomaly in the south-east of the tenement. Modelling indicates that two large dense magnetic sources cause this anomaly and warrant further investigation given that a nearby hole drilled by BHP intersected metamorphosed sediments of the Mount Woods Complex which hosts OZ Minerals’ Prominent Hill (BHP EL 1718, EL 1719 and EL 1725, Coober Pedy Ridge Project, Partial Relinquishment Reports for the periods 12/5/91 To 13/11/93, and 12/5/91 To 7/4/94)

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Figure 19: 3D magnetic and gravity inversion modelling on EL 5116 (SELA 2017/00183). Green: magnetic susceptibility; Orange: density contrast; Yellow: BHP RC hole (CR92-14).

The magnetic data also highlights significant, complex, structures through this zone. If infill surveys identified discrete coincident magnetic and gravity anomalies, adjacent to the structures, these would be considered robust IOCG targets given the close proximity to Hiltaba Suite intrusions.

There is also potential for BIF hosted gold within the Nawa Domain iron formation present on EL 5116. Intrusion of younger Hiltaba Suite granites provides a potential fluid source for gold precipitation to occur within the BIF.

There are multiple iron prospects and occurrences related to the Nawa Domain iron formation, in addition to Yerada No. 32 within the region. Two iron prospects, Corkscrew Bore and Paragon Bore (Figure 14) are located along strike, to the north-east of the iron formations on EL 5116 and contain BIFs with Fe values up to 34%. Paragon Bore is associated with a remanently magnetised Hiltaba Suite mafic plug, which has intruded Nawa Domain iron formation. Four drill holes identified elevated As (25ppm) and P (2386ppm) in this area (i.e. IOCG pathfinders). Three drill holes in the Corkscrew Bore intersected quartz magnetite amphibole gneiss with minor pyrrhotite and identified elevated Cu (1200ppm) and subtly elevated Au (18ppb) and P (840ppm).

The Tallaringa GST gold prospect is located ~35km west of EL 5116 (SELA 2017/00183) and to the south-east of the Nawa Project ELAs. Drilling intersect hydrothermally altered and brecciated Proterozoic gneissic basement with sulphide mineralization (pyrite, sphalerite and chalcopyrite) from 104.9m. Assay returned elevated levels of Cu (900ppm), Pb (390ppm), As (86ppm), U (27ppm) and Mo (78ppm) and native Au was identified in petrographic examinations (Rank, 2000).

The regional gravity highs, trending south-west/north-east, also straddle the north-west and south-east margins of ELA 2012/00119 and ELA 2012/00120. The most interesting magnetic features on these ELAs occur in the southern portion of the ELA 2012/00119 and as two semi-discrete magnetic features in the in the northern portion of ELA 2012/00120, both of which occur coincident with interpreted Hiltaba Suite and proximal to a major southwest/north-east trending structure (i.e. potential structural pathway and source for mineral bearing fluids). These zones of elevated magnetic susceptibility and the remainder of the tenements require infill gravity and magnetics to further enhance discrete anomalies located adjacent to structures and proximal to Hiltaba Suite, in order to define IOCG drill targets.

Only one drill hole (OBD 09) has been drilled on the ELA 2012/00120 to date and a second drill hole (OBD 08) is located 2km south of the southern boundary of the tenement. Both drill holes were targeting base metals and were only assayed for Cu, Pb, Zn and Fe. The only anomalous value intersected in OBD 09 was a Cu value of 560ppm, from 215-217.7m, within Cambrian siltstone shale (Kay, 1981). The drill hole intersected granitic gneiss at 389m and was terminated at 400.7m. There was no anomalous geochemistry recorded in OBD 08 which intersected grey-pink granite at 175.2m and terminated at 185m. Both drill hole basement samples were subsequently reanalysed in 2008 for whole rock geochemistry from core stored at the SA Drill Core Reference Library. However, the whole rock analysis did not reveal any indications of IOCG element associations. There has been no drilling conducted on ELA 2012/00119 to date.

Hard Rock Lithium Projects

The Pilbara and Yilgarn cratons are both prospective for hard rock lithium-tantalum mineralization hosted in pegmatite veins.

Pilgangoora Lithium Project

The Company’s three Pilgangoora Project tenements lie within the Pilbara Craton, between 60 km and 110 km south east from Port Hedland within close proximately to the world class pegmatite hosted Pilgangoora Lithium Project and the Wodgina Lithium Mine.

Covering an area of approximately 150 km², the Pilgangoora Project hosts two granted exploration licences E45/4790 and E45/4796, one exploration licence application; E45/4789 (Figure 21).

The Native Title representative body for the Pilbara Project is the Yamatji Marlpa Aboriginal Corporation, with Native Title claimants Kariyarra People (E45/4789) and Njamal (E45/4790 & E45/4796).

E45/4790 has two miscellaneous licences L1SA and L4SA running through the centre of the tenement. These are part of the Roy Hill railway infrastructure.

The regional mineralization of the area principally consists of greenstone shear-hosted gold and base metals, Banded Iron Formation (BIF) hosted iron ore and lithium-tantalum associated with post-tectonic Sn-Ta-Li bearing monzogranite to syenogranite plutons and pegmatites.

Pilgangoora Project Geology

The geology of the Pilgangoora Project area was described in detail by Terra Consulting in the Independent Geologist’s Report for the Ausroc Metals Limited’s Replacement Prospectus November 2017. The following is an excerpt from that report.

Pilgangoora occurs within the Pilbara Craton which is a major Archean granite-greenstone terrane of northwestern Western Australia, containing some of the oldest rocks on Earth (Figure 20: WA location Map). The craton hosts precious and base metal mineral deposits, and is overlain by the iron-ore-bearing sedimentary rocks of the Fortescue and Hamersley Basins.

The Archean rocks can be divided into two components: granite greenstones that formed between 3600 and c. 2800 MA (Hickman, 2001), and the unconformably overlying volcano-sedimentary sequences (Mount Bruce Supergroup) of the c. 2770-2400 Ma Hamersley Basin (Arndt et al., 1991).

The granite-greenstones of the Pilbara Craton are exposed in the north and northeast of the craton.

This region has been divided into East and West Pilbara Granite-Greenstone Terranes separated by northeast trending Central Pilbara Tectonic Zone. The East Pilbara Granite Greenstone Terrane consists of large ovoid Granitoid-gneiss complexes surrounded by a belt of tightly folded and near vertically dipping volcanic and sedimentary rocks typically metamorphosed greenschist facies; including the Pilgangoora and Wodinga greenstone belt.

The West Pilbara Greenstone Terrane consists of more linear northeast trending granitoid complexes and greenstone belts.

The northeast trending Mallina Basin forms the major component of the Central Tectonic Zone and straddles the boundary between the East and West Pilbara Granite-Greenstone Terranes. This is a faulted contact. The Mallina and Tabba Shear Zones mark basement structures relating to early basin formation.

Intrusions of pegmatite range from thin dykes and sills up to bodies several hundred metres wide and intruded granitoids of the Carlindi Granitoid Complex as well as greenstones.

Mineralizing events in the North Pilbara terrain of Western Australia occurred between 3490 Ma and 2700 Ma and include the oldest examples in the world of many ore deposit types. These events were pulsed and associated with major volcano-plutonic episodes (volcanic-hosted massive sulfide, porphyry Cu, Sn-Ta pegmatite, mafic-ultramafic-hosted Ni-Cu-PGE, and epithermal deposits) and deformation events (lode Au deposits).

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Figure 20: Pilbara Craton Regional Geology after Kiki Beintema 2003. The six domains of Krapez and Eisenlohr (1998) are indicated: 1=Nullagine Domain, 2=Marble Bar Domain, 3=Pilgangoora Domain, 4=Mallina Domain, 5=Sholl-Whim Creek Domain, 6=Roebourne Domain.

Pilgangoora Project Prospectivity

The Company believes the Pilgangoora Project is a highly prospective tenement package in a known world class hard rock lithium (and alluvial) mining district.

The two northern tenements (E45/4790 and E45/4796) lie within a structurally controlled corridor of monzogranite of the Carlindi Granitoid Complexes. Monzogranites in the area as referenced by GSWA are known to be intruded by mineralized Sn-Ta-Li pegmatites.

E45/4789 (southern tenement) is located along the eastern boundary of the East Pilbara granite-greenstone terrane of the northern Pilbara Craton known to contain pegmatite hosted economic hard rock lithium mineralization (Pilgangoora deposits). This includes the Wodgina Lithium Mine and smaller alluvial Ta-Sn-Li occurrences lying directly west of the tenement associated with lithium hosted pegmatites intruding the Wodgina greenstone belt.

The Pilgangoora area hosts a number of World Class hard rock lithium projects including:

§ Pilbara Minerals: Mineral Resource of 156.3 Mt @ 1.25% Li2O and 128ppm Ta2O5 - ASX: PLS 25 January 2017;
§ Altura Mining: Resource 40.3 Mt @ 1.0% Li20 & 2.2% Fe203 - ASX: ALS announcement 30 Jan 2017.
§ Wodgina Lithium Mine - Mineral Resource: Resource of 120 Mt @ 1.28% Li20 & 1.73% Fe203 - ASX: MIN announcement 28 April 2017.

Regolith cover over both tenement areas varies in thickness comprising predominately colluvium and sheet wash.

The regional mineralization of the area principally consists of greenstone shear-hosted gold and base metals, BIF-hosted iron ore and lithium-tantalum associated with post-tectonic Sn-Ta-Li bearing monzogranite to syenogranite plutons and pegmatites.

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E 45/4790
E 45/4786
Pilgangoora Mine
(Pilbara Minerals)
Pilgangoora Project
(Altura Mining)
Wodgina Mine
(Mineral Resources)
E 45/4789
----- End of picture text -----

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Figure 21: Pilgangoora Project Location Map with geology after GSWA

Mt Cattlin Project

Covering an area of approximately 96 km[2] the Mt Cattlin Project comprises two granted exploration licences E74/597 and E74/599 and one exploration licence application E74/632. The tenements and tenement application are located immediately north of Ravensthorpe, WA (Figure 22).

The Native Title representative body for the Project is the South West Aboriginal Land and Sea Council; with Native Title claimant groups include South Noongar (WC 1996/109) and Wagyl Kaip (WS1998/070). Registered Heritage sites are recorded on E74/597.

Two File Notation areas cover portions of E74/599; FNA 8048 and FNA 11370. These are proposed Conservation Reserves on unallocated Crown Land. Thus, in order for any native vegetation clearing to be undertaken, a Clearing Permit may be required.

Mt Cattlin Project Geology

The geology of the Mt Cattlin Project area was described in detail by Terra Consulting in the Independent Geologist’s Report for the Ausroc Metals Limited’s Replacement Prospectus November 2017. The following is an excerpt from that report.

The Company’s Mt Cattlin Project is located along the boundary of the Ravensthorpe Terrane which forms part of the Archaean Ravensthorpe greenstone belt, which lies along the boundary between the Youanmi and Southwest regional terranes of the Yilgarn Craton. Witt (1998) subdivided the Ravensthorpe greenstone belt into three tectonostratigraphic terranes:

The Carlingup Terrane to the east and comprises metamorphosed mafic rocks with minor felsic volcanics.
The Ravensthorpe Terrane hosts the Mt Cattlin deposit and forms the central portion of a calc-alkaline intrusive/extrusive complex, comprising the Manyutup Tonalite and the Annabelle volcanics.
The Cocanarup greenstones to the west, consists mainly of metasediments with lesser ultramafic and mafic rocks.

Galaxy’s Mt Cattlin deposit occurs within a series of sub horizontal pegmatite dykes within the Ravensthorpe Terrane, hosted mainly in the Annabelle volcanics.

Pegmatite dyke swarms are widespread in the Ravensthorpe and Cocanarup areas and are thought to have been emplaced within thrust planes predominately in the Ravensthorpe Terrane rocks (Witt., 1998).

No previous lithium exploration has been carried out over the tenure. Previous exploration has been very limited and directed mainly toward nickel, gold and base metals; minor geochemistry (GSWA and Dominion) and RAB drill hole (Greenstone Resources NL in 1999) completed.

E74/597:

geochemical samples collected by GSWA
9 RAB holes drilled by Greenstone Resources NL in 1999 targeting Ni-Cu

E74/599:

Minor geochemical traverses by Dominion (Till, 2005), 1 sample GSWA

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Figure 22: Mt Cattlin Tenement and Tenement Application Map and local geology

Mt Cattlin Project Prospectivity

The Company considers the Mt Cattlin tenure to be prospective for hard rock lithium (lepidolite and spodumene) mineralization based on geological and structural analogues drawn from Galaxy’s Mt Cattlin Deposit located in close proximity.

The Mt Cattlin Spodumene Mine which has a Mineral Resource of 16.4 Mt @ 1.08% Li2O and 5.7 Mlbs Ta2O5 (ASX:GXY Announcement 10 October 2017) lies 10km to the south. Mt Cattlin-style lithium mineralization is an exploration opportunity for the Company.

Currently no lithium focused exploration has been carried out on the tenure. Both tenements and a newly applied for tenement application lie on the boundary of the favourable Ravensthorpe greenstone belt with GSWA indicating that structurally controlled lithium hosted pegmatites are widespread throughout the area. Hence early stage exploration comprising geological and structural mapping, is warranted in order to identify and sample any pegmatite dyke occurrences.

Cowan Project

The Cowan Project is located along the northern shore of Lake Cowan and the western margin of the NNW trending Archaean Norseman-Wiluna Greenstone Belt, in the Kambalda Domain of the Eastern Goldfields in Western Australia.

E15/1532 is a small tenement lying on the boundary of Lake Cowan, totalling 3 km[2] . It was granted on 5 June 2017 for a period of five years. In April 2018 following a reconnaissance field trip Woomera applied for an additional tenement (E15/1652) which remains in application.

The Project area is covered by the Native Title Determined Area NGADJU Native Title Aboriginal Corporation (WC1999/002).

Cowan Project Geology

The tenement area is situated within the Eastern Goldfield’s Superterrane of the Archaean Yilgarn Craton. Cross cutting the tenure, is the east-northeast trending gabbroic Binneringie Dyke of the Paleoproterozoic Widgiemooltha Dyke Suite (Hall and Jones., 2008).

Pegmatite dykes are common in the northern part of the Yardina 100k Map sheet where they intrude the Mount Belches Formation and granitic rocks (Hall and Jones., 2008).

On a regional scale the Kambalda Domain’s gold endowment is considerable, hosting the largest gold mines in the region, including the Golden Mile, New Celebration and the St Ives Gold Mines. The area is underlain by a sequence of strongly folded and faulted metamorphosed Archaean volcanics and intrusives, which have been intruded by Archaean granitoids and Proterozoic gabbro/dolerite dykes (the largest being the Binneringie Dyke which cuts through the project area.

Locally Archean granitic rocks are dominated by massive to moderately foliated monzogranites to quartz monzonites.

The area is under explored and there is no record of systematic lithium focused exploration in the 50km[2] project area. The application area lies on the boundary of the favourable Ravensthorpe greenstone belt and GSWA mapping indicates that structurally controlled lithium hosted pegmatites are widespread throughout the area.

Cowan Project Prospectivity

The Company believes the two tenements are prospective for pegmatite-hosted lithium mineralization.

Pegmatite hosted mineralization at Bald Hill lithium tantalum mine is located approximately 15km to the north east of the tenure. Bald Hill Mine (Alliance Minerals Assets Ltd 50% and Tawana Resources NL 50%) has a maiden Indicated and Inferred Mineral Resource estimate of 12.8 Mt at 1.18% Li2O and 158ppm Ta2O5 at a 0.5% Li2O cut-off (Tawana website).

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Figure 22. Location of WML’s existing E15/1532 and the tenement application E15/1652

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Figure 23. Location of WML’s E15/1532 and tenement application E15/1652 relative to geology

Based on proximity to Bald Hill and references by GSWA (2008) to the abundance of pegmatite dykes, WML considers that there is potential for hard rock pegmatite hosted mineralization, warranting further investigation.

Prolonged stability of the Yilgarn Craton has resulted in deep weathering and development of complex regolith profiles over the area (Anand and Pain., 2002). Lake Cowan is a remnant of the larger Cowan Palaeochannel System (Clarke, 1994). The lake forms flat expanses of lacustrine clay, mud and sand with abundant halite and carbonate. The groundwater is saline to hypersaline.

Prospectivity mapping by Geoscience Australia (2013) which showed Lake Cowan as having one of the highest lithium concentration values (93-149ppm Li) in Australia, geochemical sampling program is warranted to assess the potential for economic lithium brine enrichment.

Lithium Brines Projects

The Company has tenements located over Lake Dundas (E63/1804) with lithium values 90x seawater, Lake Tay (E74/596) which has lithium values 50x seawater; Lake Sharpe (E74/598) with lithium values 50x seawater and Lake Dumbleyung (E70/4870) which is surrounded by felsic rocks.

The tenements over Lakes Dundas, Tay and Sharpe are covered by the Native Title Determined Area NGADJU Native Title Aboriginal Corporation (WC1999/002).

The Lake Dumbleyung tenement is subject to Noongar, Ballardong and the Wagyl Kaip Native Title Claims.

Lithium Brines Geology

The Yilgarn Craton contains a number of non-perennial salt lakes considered to be prospective for lithium enriched brine mineralization. This prospectivity is supported by a regional analysis by Geoscience Australia ranking the Yilgarn as one of several regions favourable to host lithium enriched brines.

closed basins in arid regions that can be exploited for their lithium salts and notes that all producing lithium brine deposits share the following characteristics:

Occurs in an arid climate;
Is part of a closed basin;
Has experienced tectonically driven subsidence;
Has associated igneous or geothermal activity;
Has suitable lithium source rocks - the tenement is underlain by Archean granite, granitic gneiss and minor mafic intrusive rocks;
Has one or more aquifers; and
Sufficient time to concentrate a brine.

Lake Dundas, Lake Tay and Lake Sharpe in particular and other salt lakes in the region, share these attributes.

Lithium Brines Prospectivity

The Company’s Lake Dundas (EL63/1804) is located approximately 160 km south-south-east of Kalgoorlie in the Dundas Mineral Field in Western Australia.

The Lake Dundas tenement was first applied for by Liquid Lithium Pty Ltd, a wholly owned subsidiary of WML, because of its potential for lithium brines. The potential for lithium brines was based on work conducted by Geoscience Australia which highlighted Lake Dundas as having one of the highest lithium concentrations (93149ppm) in Australia.

A review of Open File information identified a significant lithium-beryllium anomaly (peak values of 71.4ppm lithium and 4.4ppm beryllium) in a comprehensive soil auger sampling program conducted by AngloGold Ashanti Australia in 2009-2010 consisting of 7,212 samples (Figure 24). The results of the review were reported to the ASX on 2[nd] July 2018. The anomaly is adjacent to and within Woomera’s EL63/1804 as shown in Figure 25.

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Figure 24 - Location of Woomera Mining Limited’s EL63/1804 relative to comprehensive historic auger soil sampling

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Figure 25 - Historic auger soil sample lithium values in ppm

Lake Tay and Lake Sharpe which are located north-east of Mt Cattlin have abundant felsic volcanic source rocks surrounding a closed basin system, elevated salinity levels and good hydrogeological connectivity, all vectors favourable for lithium brine enrichment.

Lake Dumbleyung (tenement application E70/4870) is Western Australia’s largest permanent lake. It is considered by the WA State government to be a critical wetland and is protected by three levels of conservation park. Any exploration would require the consent from multiple government agencies and Ministerial Consent. Woomera is continuing to evaluate the risk/reward proposition associated with the tenement application to provide guidance on whether it is feasible to progress the application to grant.

F inancial Report

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WOOMERA MINING LIMITED

(FORMERLY AUSROC METALS LTD) ACN 073 155 781

FULL YEAR STATUTORY ACCOUNTS FOR THE YEAR ENDED 30 JUNE 2018

DIRECTOR’S REPORT ........................................................................................................................................ 2 AUDITOR’S INDEPENDENCE DECLARATION .................................................................................................... 6 REUMERATION REPORT - AUDITED ................................................................................................................. 6 INDEPENENT AUDIT OF REMUNERATION REPORT ....................................................................................... 13 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME .................... 15 CONSOLIDATED STATEMENT OF FINANCIAL POSITION ................................................................................ 16 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ................................................................................ 17 CONSOLIDATED STATEMENT OF CASH FLOWS ............................................................................................ 18 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS .......................................................................... 19 DIRECTORS’ DECLARATION ............................................................................................................................ 41 INDEPENDENT AUDITOR'S REPORT ............................................................................................................... 42 ASX ADDITIONAL INFORMATION ..................................................................................................................... 46

Woomera Mining Limited Statutory Accounts for 30 June 2018

DIRECTOR’S REPORT

FOR THE FINANCIAL YEAR ENDED 30 JUNE 2018

The Directors present the following Annual Report on the consolidated entity (Woomera or the Group) consisting of Woomera Mining Limited and the entities it controlled at the end of, or during, the year ended 30 June 2018.

In order to comply with the provisions of the Corporations Act 2001, the Directors report as follows:

PRINCIPAL ACTIVITIES

The principal activity of the Group is exploration for mineral resources.

Woomera Mining Limited (ASX:WML, Woomera) is an ASX listed exploration company based in Adelaide, South Australia with an extensive minerals tenement portfolio prospective for Copper, Lithium, Gold, Uranium, Iron Ore, Nickel and Cobalt. The Woomera tenement package includes four tenements in the Musgrave Province of South Australia (Musgrave Project) which is the subject of a binding Heads of Agreement with OZ Minerals (ASX: OZL) where OZ Minerals can elect to expend up to $7.5m in exploration to gain up to 75% interest in the tenements. Three tenements and 2 tenement applications make up the Gawler Craton package (Gawler Craton Project) which is prospective for IOCGU deposits and Cu-Au-REE deposits. Woomera’s tenement portfolio also includes 8 granted tenements and four tenement applications in Western Australia including 2 tenements and 1 tenement application in the Pilbara region of WA prospective for hard-rock lithium (Pilgangoora Lithium Project), 2 tenements and 1 tenement application near Ravensthorpe prospective for hard-rock lithium (Mt Cattlin Lithium Project), 1 tenement and 1 tenement application at Cowan prospective for hard-rock lithium and several WA lithium brine prospects over Lakes Tay, Sharpe, Dundas and Dumbleyung (Lakes Lithium Projects).

During the year, the Company progressed its’ recapitalisation, with the effectuation of the Deed of Company Arrangement (“DOCA”) on 4 December 2017 and the acquisition of Woomera Exploration Limited on 23 February 2018. The completion of the acquisition of Woomera Exploration Limited constituted a significant change to the nature and scale of the Company’s activities.

For further details refer to the significant changes in the nature of the Company’s activities during the financial year.

DIRECTORS

The Directors of the Company in office during or since the end of the financial year are;

Neville Martin	-	Non Executive Chairman	(appointed 5 December 2017)
Gerard Anderson	-	Executive Director	(appointed 5 December 2017)
Don Triggs	-	Executive Director	(appointed 5 December 2017)
David Lindh	-	Non Executive Director	(appointed 5 December 2017)
Joe Fekete	-	Non Executive Director	(appointed 5 December 2017)
Ben Mead	-	Executive Director	(appointed10 December 2015, resigned 5 December
2017)

All directors held office from the start of the financial year to the date of this report unless otherwise stated.

CORPORATE GOVERNANCE

In recognising the need for high standards of corporate behaviour and accountability, the Directors of Woomera Mining Limited support and have adhered to the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations. The Company’s detailed corporate governance policy statement can be found - and viewed on the Company's web site at http://woomex.com.au/corporate governance/

SIGNIFICANT CHANGES IN STATE OF AFFAIRS

Significant changes in the state of affairs of the Company during the year were as follows:

On 22 September 2017, the Deed Administrators convened a meeting of creditors to be held on 10 October 2017 where the creditors voted to vary the original Deed of Company Arrangement (“DOCA2”). At the meeting of creditors held on 10 October 2017, creditors resolved that the proposed variations to the original DOCA2 be accepted.

A summary of the key proposed variations to the DOCA2 and Reconstruction Deed are outlined below:

Woomera Mining Limited Statutory Accounts for 30 June 2018

payment to the Deed Administrators of $451,869 (compared to the original DOCA2 sum of $750,000) on or before 31 October 2017 (or such later date as agreed between Caason and the Deed Administrators).
the varied DOCA2 and Reconstruction Deed are not conditional upon successful shareholder approval to implement the restructuring proposal and conduct the capital raisings.
the conditions precedent to payment of the DOCA2 sum of $451,869 are outlined in Clause 3.1 of the proposed varied DOCA2 (refer Annexure A), as follows:
all secured creditors providing their written consent to release their security;
the Deed Administrators providing written notice to all Instrument Holders that upon termination of the DOCA2 due to it being fully effectuated all instruments will be cancelled and all claims by Instrument Holders will be extinguished (unless otherwise agreed in writing between the parties);
the Deed Administrators providing written notice to Caason that, with the exception of the secured creditors (Caason and Robert Jesse Hunt ("Hunt")) and Trident Capital Pty Ltd ("Trident") debt, upon termination of the DOCA2 there will be no enforceable claims against the Company by Instrument Holders;
Caason is satisfied in its absolute discretion that no claims will be made against the Company by Instrument Holders;
execution of the Reconstruction Deed by the Company, Deed Administrators and Caason;
all conditions precedent in Clause 2.1 of the Reconstruction Deed (refer Annexure B) have been satisfied or waived, including:
ASX confirming that nothing contemplated by the DOCA2 and the Reconstruction Deed will prevent the Company form retaining its ASX listing;
Trident agreeing to convert its debt ($27,500) into shares;
Hunt agrees to convert its remaining debt into shares and options;
all the conditions in the DOCA2 have been satisfied or waived (with the exception of the condition precedent in clause 3.l(f) of the DOCA2;
the Deed Administrators issue the meeting documents to convene the shareholder meeting; and
the Deed Administrators or the Liquidators applying for an order to the effect that the winding up of the Company is or will be terminated pursuant to section 482 of the Act;
Caason pays $15,000 into the Trust Account of Jackson McDonald (for the purpose of the application to terminate the winding up of the Company).

If the conditions are not waived by mutual agreement or satisfied by 31 October 2017, this offer will be at an end.

The Company proposes to consolidate its share capital on a maximum 50:1 reduction basis (previously on a 100:1 basis).

On 19 October 2017, the Company lodged its accounts for Year Ended 30 June 2015, 30 June 2016 and 30 June 2017 and the period end 31 December 2015 and 31 December 2016. On 24 October 2017, the creditors resolved to vary the terms of the Deed of Arrangement (DOCA) and Reconstruction Deed executed on the 14 July 2017. Also on 19 October an application under section 482 of the Corporations Act 2001 was made to the Supreme Court of Western Australia to terminate the winding up of the company.

On 2 November 2017, the Supreme Court ordered that the winding up of the company be terminated effective on 2 November 2017.

On 3 November 2017, the Company released a notice for the 2017 AGM to be held on the 5 December 2017.

On 29 November 2017, the Deed Administrator advised that all conditions precedent under the Deed of Company Arrangement (DOCA) have been satisfied or waived and completion can occur under the Reconstruction Deed and the Resignation/Appointment of Officers may go ahead.

Woomera Mining Limited Statutory Accounts for 30 June 2018

On 4 December 2017, the Company made announcements reaffirming the effectuation of the Deed of Company Arrangement, change of registered office and revised the record date for the share consolidation to 11 December 2017.

On 5 December 2017, the results for the 2017 AGM were released with all resolutions passed.

On 5 December 2017, the Company lodged its Prospectus.

On 21 December 2017, the Company advised that ASIC had raised some matters regarding the Prospectus lodged on 5 December and the Company will address and look to lodge a Replacement Prospectus on or before 8 January 2018.

On 5 December 2017 an AGM was held where a new Board of Directors were appointed and had assumed control of the Company’s business, property and affairs.

On 8 January 2018, the Company issued a Replacement Prospectus advising vendors offers opened on 8 January 2018 and would close at 5:00pm 15 February 2018.

On 18 January 2018, the Chairman released a statement further outlining the offer.

On 9 February 2018, the company released an update on the Capital Raising advising the Lead Manager had application monies and firm commitments for at least $4m.

On 26 February 2018, Ausroc Metals Ltd announced the successful completion of the Capital Raising and the finalisation of the Acquisitions. A total of $4,086,320 was raised under the offer. In addition, the Company had completed the acquisitions of all the issued shares in Woomera Exploration Ltd (Woomera) and Woomera had also completed the acquisition of shares in Volt Lithium P/L and Liquid Lithium P/L.

On 1 March 2018, ASX gave the Company notice of the reinstatement of Ausroc Metals Ltd on the 5 March 2018.

On 1 March 2018, a replacement prospectus was issued to the market and a Tenement Update.

On 1 March 2018, following the reinstatement notice the Company released information relating to the Capital Structure and the Restricted Securities of the company.

On 2 March 2018, the Company released the Audited Accounts for Woomera Exploration Ltd as at 30 June 2017.

On 5 March 2018, Ausroc Metals Ltd officially listed on the ASX with an update of activities planned in the near future.

On 9 March 2018, Ausroc Metals Ltd (ARK) changed its name and code to Woomera Mining Ltd (WML).

On 15 March 2018, the 31 December 2017 Audited Half Year Accounts were released.

On 21 March 2018, the Company advised that Tenements EL6133 & EL6134 were granted.

On 26 March 2018, the Company executed a Native Title Mining Agreement with the Tjayuwara-Unmuru Native Title Claimants over the Company’s four Musgrave Province tenements.

On 23 April 2018, the Company released a Corporate Market Update.

On 3 May 2018, the Company secured New WA Exploration Tenements Applications EL15/1652 and E74/632.

To the best of the knowledge of the Board, no other significant changes in the nature of the Company’s activities have occurred during the year.

SUBSEQUENT EVENTS

On 2 July 2018, the Company announced a strong Lithium-Beryllium Anomaly at Lake Dundas.

On 5 July 2018, the Company advised that it had completed an on-country Heritage Survey on the Musgrave JV Area.

On 16 August 2018, the Company announced a Moving Loop Electromagnetic Survey had commenced on the Musgrave JV Area.

LIKELY DEVELOPMENTS

The Group intends to continue actively exploring and developing its tenements.

This includes the drilling program to be completed in the last quarter of 2018 on the Musgrave Tenements.

Woomera Mining Limited Statutory Accounts for 30 June 2018

DIRECTORS’ INTERESTS AND BENEFITS

The relevant interest of each director in the shares and unlisted options over shares issued by the Company at the date of this report is as follows:

Director	Ordinary shares Direct Indirect Total	Unlisted Options
		Direct Indirect Total
Neville Martin Don Triggs Gerard Anderson David Lindh Joe Fekete Ben Mead	- 12,153,338 12,153,338 - 8,240,401 8,240,401 - 1,384,500 1,384,500 - 15,715,167 15,715,167 - - - - - -	- - - 3,000,000 - 3,000,000 6,000,000 - 6,000,000 - - - - - - - - -
	- 37,493,406 37,493,406	9,000,000 - 9,000,000

REVIEW OF RESULTS

The loss of the Consolidated Entity for the year ended 30 June 2018 after income tax was $4,331,541 (2017: WEX loss only $94,228). A more detailed review of operations can be found in the Operations Report on pages 14 to 19 of the Annual Report and the review of Projects on pages 23 to 53 of the annual report.

OPTIONS

At the date of this report, the unissued ordinary shares of Woomera Mining Limited under option are as follows:

Grant Date	Date of Expiry	Exercise Price	Number under Option
23 February 2018	23 February 2019	$0.20	3,000,000
23 February 2018	23 February 2021	$0.20	14,332,835

Option holders do not have any rights to participate in any issues of shares or other interests of the Company or any other entity.

DIVIDENDS

No dividend was paid for the year ended 30 June 2018 nor have any amounts been paid or declared by way of dividend during the year.

MEETINGS OF DIRECTORS

The New Board was appointed on the 5 December 2017. The information on the attendance at Directors’ meetings is as follows:

	Number Eligible to	Number Attended in
	Attend in 2018	2018
Mr Neville Martin	9	9
Mr Don Triggs	9	9
Mr Gerard Anderson	9	9
Mr David Lindh	9	8
Mr Joe Fekete	9	9
Mr Ben Mead	-	-

Woomera Mining Limited Statutory Accounts for 30 June 2018

AUDIT & RISK COMMITTEE

During the period, the Group had an Audit & Risk Committee that comprised of 2 members, Mr David Lindh (Chair) and Mr Joe Fekete. The Audit & Risk Committee met once (1) during the year, with all members in attendance. Mr Jonathan Lindh also attended as company secretary.

PROCEEDINGS ON BEHALF OF THE COMPANY

The Company, under previous management and directors, went into liquidation on 23 August 2016 and successfully finalised the DOCA process on 5[th] December 2017, after which the Company raised a total of $4,086,320 and relisted on the ASX on the 5 March 2018.

ENVIRONMENTAL COMPLIANCE

The Company and its activities are subject to various conditions which include environmental requirements. The Group adheres to these and the Directors are not aware of any contraventions of these requirements.

Other information

Insurance of officers

During the financial period, the Company incurred premiums of $5,398 in relation to prospectus cover and for the 2018/2019 policy to insure the directors, company secretaries and officers of the Company. The liability insured is the indemnification of the Company against any legal liability to third parties arising out of any directors or officers duties in their capacity as a director or officer other than indemnification not permitted by law.

No liability has arisen under this indemnity as at the date of this report.

Deeds of Access, Indemnity and Insurance

The Company has entered into deeds of access, indemnity and insurance with each Director and Company Secretary, which confirms each person’s right of access to certain books and records of the Company for a period of 7 years after the Director ceases to hold office. This 7-year period can be extended where certain proceedings or investigations commence before the 7 years expires. The deeds also require the Company to provide an indemnity for liability incurred as an officer of the Company, to the maximum extent permitted by law.

Under the deeds, the Company must arrange and maintain Directors’ and Officers’ insurance during each Director’s period of office and for a period of 7 years after a Director ceases to hold office. This 7-year period can be extended where certain proceedings or investigations commence before the 7 years expires.

The deeds are otherwise on terms and conditions considered standard for deeds of this nature in Australia.

NON-AUDIT SERVICES

The Company may decide to employ the auditor, “BDO Audit (SA) Pty Ltd”, on assignments additional to their statutory audit duties where the auditor’s expertise and experience with the Company and/or the group are important. Details of the amounts paid or payable to the auditor for audit and non-audit services provided during the year are outlined in note 23 to the financial statements. The Board of Directors, in accordance with advice from the audit committee, are satisfied that the services disclosed in note 23 did not compromise the external auditor’s independence for the following reasons:

i) all non-audit services are reviewed and approved by the audit committee prior to commencement to ensure they do not adversely affect the integrity and objectivity of the auditor; and
ii) the nature of the services provided does not compromise the general principles relating to auditor independence in accordance with APES 110 : Code of Ethics for Professional Accountants set by the Accounting Professional and Ethical Standards Board.

AUDITOR’S INDEPENDENCE DECLARATION

The lead auditor’s independence declaration for the year ended 30 June 2018 has been received and can be found on page 14 and forms part of the Directors’ Report.

REUMERATION REPORT - AUDITED

DIRECTORS AND KEY MANAGEMENT POSITIONS

The Remuneration Report outlines the remuneration arrangements in place for the Directors and Key Management Personnel of the Company in accordance with section 308 (3c) of the Corporations Act 2001 .

Woomera Mining Limited Statutory Accounts for 30 June 2018

For the purpose of this report the Key Management Personnel are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company, directly or indirectly, including any directors of the Company.

The report covers the following key management personnel:

Executive Directors
Gerard Anderson	Executive Director & Managing Director
Don Triggs	Executive Director & Exploration Director
Non- Executive Directors
Neville Martin	Non-Executive Director & Chairman
David Lindh	Non-Executive Director
Joe Fekete	Non-Executive Director
Former Directors
Ben Mead	Executive Director

REMUNERATION STANDARD AND PRINCIPLES

Woomera is committed to ensuring that its remuneration practices enable the Company to:

Provide reasonable and not excessive compensation to employees for the services they provide to the Company;
Attract and retain employees with the skills required to effectively manage the operations and growth of the business;
Motivate employees to perform in the best interests of the Company and its stakeholders;
Provide an appropriate level of transparency and meet all ASX and ASIC requirements; and
Ensure a level of equity and consistency across the Company.

NON-EXECUTIVE DIRECTOR REMUNERATION

The overall level of the annual non-executive Director fee is approved by shareholders in accordance with the requirements of Corporations Act. The Board decides on actual fees to be received by individual directors within the quantum approved by shareholders. The non-executive director fee was set at $40,000 each inclusive of statutory superannuation and the Chairman’s fee at $60,000 inclusive of statutory superannuation. In setting the fee, the Board will have regard to market rates and the circumstances of the Company and consequent expected workloads of the directors.

The Audit & Risk Assessment Committee has 2 members, Mr David Lindh (Chairman) and Mr Joe Fekete. These directors receive an annual committee fee of $10,000 and $6,000 respectively as members of this committee.

OTHER TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL

During the financial year directors received fees for professional services outside of their designated director and committee fees.

Mr Joe Fekete was paid $4,275 of consulting fees via a related party transaction as a contractor. The company, Fekete Management Services Pty Ltd, contracts to the Company on authorised special projects where he supplies separate Accounting Support. At 30 June 2018 an amount of $3,300 (inc GST) was still outstanding and formed part of the outstanding creditors.

Mr Don Triggs was paid $63,094 via a related party transaction from WEX as a contractor prior to signing his management contract in March 2018 with WML, the Company, Don Triggs Consulting Pty Ltd, contracted to the Company on authorised special projects where he supplies separate Exploration and Tenement Management services.

Mr Gerard Anderson was paid $25,000 via a related party transaction from WEX as a contractor prior to signing his management contract in March 2018 with WML, the Company, Gerard Anderson consulted as an individual and was contracted to the Company on authorised special projects where he supplies separate general management services.

Neville Martin and David Lindh are both legal consultants to the Law Firm, Minter Ellison. Minter Ellison may from time to time be engaged by the Company to provide legal advice. During the financial year Minter Ellison through this association received $23,088 in fees.

Woomera Mining Limited Statutory Accounts for 30 June 2018

As at balance date 30 June 2017, directors Mr Neville Martin and Mr David Lindh had loaned WEX $11,100 and $24,000 respectively.

These were repaid in the 2018 Financial Year.

EXECUTIVE REMUNERATION

The objective of the Company's executive remuneration is to ensure reward for performance is market competitive and appropriate for the results delivered. The executive remuneration is aligned with achievement of strategic and operational objectives and the creation of value for shareholders.

Woomera will continue to review and align its remuneration with that of comparable organisations for roles at all levels of the Company. Remuneration comprises both fixed remuneration and performance based (at risk) remuneration. The proportion of an employee’s total remuneration that is at risk will increase with seniority and with the individual’s ability to impact the performance of the Company.

At risk elements of total remuneration will comprise both short term incentives as a reward for performance and long-term incentives that align medium and long-term shareholder interests.

Fixed Remuneration

Fixed remuneration of senior executives is to be at a sufficient level to provide full and appropriate compensation for the roles and responsibilities of that executive. Fixed remuneration is to be set having regard to the levels paid in comparable organisations at the time of recruitment to the position, recognising the need to maintain flexibility to take into account an individual’s experience or specialist skills and market demand for particular roles.

A review of fixed remuneration is to be conducted on an annual basis using market surveys and analysis supported by information gathered from a number of consulting organisations. Any increases in fixed remuneration will be based on market movements, Company performance (including ability to pay) and individual performance.

Fixed remuneration for executives and eligible senior staff is to be provided on a Total Cost Basis providing flexibility to receive remuneration as cash, payments to superannuation or non- cash benefits such as telephone, internet, travel and general expenses incurred by the executives in the performance of their duties.

Variable Remuneration

In addition to fixed remuneration more senior employees may be entitled to performance-based remuneration which will be paid to reward superior (as opposed to satisfactory) performance.

Performance based remuneration will initially be calculated against predetermined and challenging targets, but the outcomes of the formula calculation will be capped as a percentage of the relevant executive’s package, and reviewed by the Board to guard against anomalous or unequitable outcomes.

Performance based remuneration can comprise both short term (usually annual) and long-term (3-5 year) incentives.

Short-term Incentives

Short-term incentives may be provided to certain senior executives to reward creation of shareholder value and provide incentives to create further value. It is the current Board’s intention to introduce a short-term incentive plan structure that will implement performance hurdles as a condition to the vesting of any future grant of short term incentives. Participation in such a plan will be at the Board’s discretion.

Long-term Incentives

Long-term incentives may be provided to certain senior executives to reward creation of shareholder value and provide incentives to create further value. It is the current Board’s intention to introduce a long-term incentive plan structure that will implement performance hurdles as a condition to the vesting of any future grant of long-term incentives. Participation in such a plan will be at the Board’s discretion.

REMUNERATION FOR FINANCIAL YEAR

The remuneration table below sets out the remuneration information for the executive directors and executive managers who are considered to be key management personnel of the Company.

There is no remuneration to former directors of Woomera Mining Limited as advised by the Administrator and there was no remuneration to directors of Woomera Exploration in the current or comparative year prior to the reverse acquisition.

Woomera Mining Limited Statutory Accounts for 30 June 2018

				Long-	Post-			Percentage
	Short-term benefits			term	employment		Total	performance
				benefits	benefits			related
	Cash salary	Short- term incentive	Other benefits (1)		Superannuation	Share Based Payments
	$	$	$	$	$	$	$
	Non - Executive directors
	Neville Martin, Director & Chairman, appointed 5 December 2017
2018	27,397	-	-	-	2,603	-	30,000	-
2017	-	-	-	-	-	-	-	-
	David Lindh, Director, appointed 5			December 2017
2018	24,277	-	-	-	723	-	25,000	-
2017	-	-	-	-	-	-	-	-
	Joe Fekete, Director, appointed 5
	December	2017
2018	23,000	-	-	-	-	-	23,000	-
2017	-	-	-	-	-	-	-	-
	Executive	directors
	Don Triggs, Exploration Director, appointed 5 December 2017
2018	61,667	-	4,659	-	5,858	165,500	237,684	-
2017	-	-	-	-	-	-	-	-
	Gerard Anderson, Managing Director, appointed 5 December 2017
2018	73,074	-	5,513	-	6,942	331,000	416,529	-
2017	-	-	-	-	-	-	-	-
	Senior Executives
2018	-	-	-	-	-	-		-
2017	-	-	-	-	-	-	-	-
TOTAL
2018	209,415	-	10,172	-	16,126	496,500	732,213	-
2017	-	-	-	-	-	-	-	-

1 Other benefits include the accrual for annual leave entitlements

2018 Company performance and Remuneration

Prior to the effectuation of the DOCA, the Company was in Administration and shareholders approved a 100:1 consolidation. This consolidation, with the issue of shares for the acquisition of Woomera Exploration Limited and the subsequent capital raise on relisting, has had a significant dilutionary effect on shareholder value.

During the year, the Company successfully effectuated the DOCA on 5 December 2017, completed the acquisition of Woomera Exploration Limited and was able to re-comply with Chapters 1 and 2 of the Listing Rules and on 5 March 2018 relisted on the ASX.

Performance Based Remuneration

During the 2018 financial year, no short-term incentives or long-term incentives were granted by the Company. As part of the revised Remuneration Policy it is the Board’s intention to utilise short-term and long-term incentives to align executives’ interests with those of shareholders.

No performance-based payments were paid or forfeited during the 2018 financial year. No options were granted, exercised or forfeited during the 2018 financial year other than incentive sign on options detailed further below.

Woomera Mining Limited Statutory Accounts for 30 June 2018

The relative proportions of remuneration that are linked to performance and those that are fixed for all of the Key Management Personnel are also shown as follows:

Fixed Remunerati on	At risk – short term incentive	At risk – short term incentive	At risk – short term incentive	At risk – short term incentive	At risk – long term incentive Options	At risk – long term incentive Options	At risk – long term incentive Options


100% 100%	Total Opportunity $ Nil Nil	Cash Incentive paid Nil Nil	Percentage Paid Nil Nil	Percentage Forfeited Nil Nil	Value at Grant Nil Nil	Value on Exercise Nil Nil	Value at Lapse Nil Nil

USE OF REMUNERATION CONSULTANTS

During the year, the Company did not use any remuneration consultants.

The Board intends to review executive remuneration annually.

SHARE TRADING POLICY

The trading of shares by all employees is subject to, and conditional upon, compliance with the Company’s share trading policy which is available on the Company’s website: www.woomeramining.com.au. Directors and employees are prohibited from hedging any unvested entitlement in the Company's securities under any equitybased executive incentive plan. Additionally, Directors and employees may not engage in short-term or speculative trading of the Company's securities and are prohibited from trading in financial products issued or created over, or in respect of the Company's securities during non-trading periods.

SERVICE AGREEMENTS

All non-executive directors have entered into a service agreement with the Company in the form of an appointment letter. The letter summarises the board policies and terms, including remuneration, relevant to the office of director.

On 5 December 2017, the Board appointed Mr Don Triggs as Exploration Director and Mr Gerard Anderson as Managing Director with a commencement date of 5 March 2018. Mr Triggs’ and Mr Anderson’s remuneration and terms of appointment are shown in the table below.

The remuneration and other terms of employment for other key management personnel are covered in formal employment contracts. The key terms of their employment contracts, at the date of release of this report, are shown in the table below.

Name		Terms/Notice periods/Termination
		payment
Gerard	Title	Managing Director
Anderson	Salary	Mr Anderson will be paid $240,049 inclusive of
		superannuation as remuneration for working 4
		days per week.
		Reimbursement of expenses including
	Employment Benefits	reasonable travel & out of pocket expenses
		related to undertaking the role of Managing
		Director.
	Short-term and long-term incentives	Mr Anderson may be offered the right to
		participate in any incentive plan established by
		the Company providing for short-term and long-
		term incentives. On Employment he received
	Term of Employment	6,000,000 options.
		Mr Anderson will act in the role effective from
		date of reinstatement to the ASX being 5 March
	Termination Notices	2018 until the expiration of a period of 3 years (Initial Term).
		Mr Anderson may terminate his employment
		with the Company without cause by giving 90
		days’ notice. The Company may terminate Mr
		Anderson’s employment with the Company

Woomera Mining Limited Statutory Accounts for 30 June 2018

Name		Terms/Notice periods/Termination
		payment
		without cause at any time after the Initial Term
		by giving90 days’ notice.
Don Triggs	Title	Exploration Director
	Salary	Mr Triggs will be paid $202,575 inclusive of
		superannuation as remuneration for working 4
		days per week.
	Employment Benefits	Reimbursement of expenses including reasonable travel & out of pocket expenses
		related to undertaking the role of Exploration
		Director.
	Short-term and long-term incentives	Mr Triggs may be offered the right to participate
		in any incentive plan established by the
		Company providing for short-term and long-
		term incentives. On Employment he received
	Term of Employment	3,000,000 options. Mr Triggs will act in the role effective from date
		of reinstatement to the ASX being 5 March
		2018 until the expiration of a period of 3 years
	Termination Notices	(Initial Term).
		Mr Triggs may terminate his employment with
		the Company without cause by giving 90 days’
		notice. The Company may terminate Mr Triggs’
		employment with the Company without cause
		at any time after the Initial Term by giving 90
		days’ notice.

SHARE-BASED COMPENSATION

Issue of Shares

No shares were issued to Directors or Key Management as part of remuneration during the financial year (2017: Nil).

Options granted to Directors’ and Officers of the Company

On 23 February 2018, the Board issued to the Managing Director and Exploration Director incentive sign on options comprising in total 3,000,000 unlisted options with an exercise price of $0.20 and expiring on 23 February 2019 (12 months) and 6,000,000 unlisted options with an exercise price of $0.20 and expiring on 23 February 2021 (3 years). The options were issued for nil consideration and with no vesting conditions, but were issued to the executives (or their nominees) to increase goal congruence between executives and shareholders. The options vested during the 2018 financial year. (2017: NIL).

No long-term incentives were granted as part of remuneration during the 2018 financial year (2017: Nil).

It is the current Board’s intention to introduce a long-term incentive plan structure that will implement performance hurdles as a condition to the vesting of any future grant of long term incentives. Participation in such a plan will be at the Board’s discretion.

All options were issued for nil consideration with no vesting performance conditions and the terms and conditions of each grant of options affecting remuneration in reporting and future periods are as follows:

Tranche	Date Granted	Vesting Date	Expiry Date	Exercis e Price	Fair Value at Grant Date	Number of Options	% Vested
Tranche 1	23/02/2018	23/02/2018	23/02/2019	$0.20	$0.0373	3,000,000	100%
Tranche 2	23/02/2018	23/02/2018	23/02/2021	$0.20	$0.0641	6,000,000	100%

Tranche 1 – 1,000,000 options issued to Don Triggs and 2,000,000 options issued to Gerard Anderson

Tranche 2 – 2,000,000 options issued to Don Triggs and 4,000,000 options issued to Gerard Anderson

The Fair Value per option at Grant Date is measured on a Black-Scholes option valuation methodology.

Woomera Mining Limited Statutory Accounts for 30 June 2018

INTERESTS HELD BY KEY MANAGEMENT PERSONNEL

The interests of key management personnel and directors in shares (held directly, indirectly, beneficially or their related parties) at the end of the financial year 2018 are as follows:

	Balance at	Acquired during	Options converted	Disposed during	Net Change	Balance at 30 June
	1 July 2017	year	during year	the year	Other	2018
Executive Directors
D Triggs	-	8,240,401	-	-	-	8,240,401
G Anderson	-	1,384,500	-	-	-	1,384,500
Non -Executive Directors
N Martin	-	12,153,338	-	-	-	12,153,338
D Lindh	-	15,715,167	-	-	-	15,715,167
J Fekete	-	-	-	-	-	-
Senior Executives
-	-	-	-	-	-	-
Former Directors
B Mead	-	-	-	-	-	-
Total	-	37,493,406	-	-	-	37,493,406

The interests of key management personnel and directors in options (held directly, indirectly, beneficially or their related parties) at the end of the financial year 2018 are as follows:

	Balance at	Issued during	Options converted	Disposed during	Net Change	Balance at 30 June
	1 July 2017	year	during year	the year	Other	2018
Executive Directors
D Triggs	-	3,000,000	-	-	-	3,000,000
G Anderson	-	6,000,000	-	-	-	6,000,000
Non -Executive Directors
N Martin	-	-	-	-	-	-
D Lindh	-	-	-	-	-	-
J Fekete	-	-	-	-	-	-
Senior Executives
-	-	-	-	-	-	-
Former Directors
B Mead	-	-	-	-	-	-
Total	-	-	-	-	-	-

END OF AUDITED REMUNERATION REPORT

Woomera Mining Limited Statutory Accounts for 30 June 2018

INDEPENENT AUDIT OF REMUNERATION REPORT

The Remuneration Report has been audited by BDO Audit (SA) Pty Ltd. Please see page 42 of this report for BDO Audit (SA) Pty Ltd’s report on the Remuneration Report.

Signed in accordance with a resolution by the Directors.

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Mr Neville Martin Executive Director & Chairman Adelaide, South Australia 21 September 2018

Woomera Mining Limited Statutory Accounts for 30 June 2018

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DECLARATION OF INDEPENDENCE

BY PAUL GOSNOLD

TO THE DIRECTORS OF WOOMERA MINING LIMITED

As lead auditor of Woomera Mining Limited for the year ended 30 June 2018, I declare that, to the best of my knowledge and belief, there have been:
No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
No contraventions of any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Woomera Mining Limited and the entities it controlled during the period.

Paul Gosnold Director

BDO Audit (SA) Pty Ltd

Adelaide, 21 September 2018

BDO Audit (SA) Pty Ltd ABN 33 161 379 086 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (SA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.

Woomera Mining Limited Statutory Accounts for 30 June 2018

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE FINANCIAL YEAR ENDED 30 JUNE 2018

NOTE CONTINUING OPERATIONS Interest Income Total revenue and other income 2 (a) Exploration and evaluation expenditure 2 (b) Employee & Director Fees and Benefits 2 (c) Finance expenses 2 (d) Administration expenses 2 (e) Liquidator Costs Listing & IPO Expenses Share based payment listing expense 12 Other expenses 2 (f) Profit / (Loss) before income tax Income tax 3 Profit / (Loss) from continuing operations after tax Profit / (Loss) for the year attributable to equity holders of the parent Total other comprehensive income net of tax Total comprehensive Profit/ (Loss) for the year Profit/ (Loss) cents per share for the year attributable to the members: Basic and diluted EPS on loss for the year (cents) 10	CONSOLIDATED 2018 $ 2017 $
	2 -
	2 -
	- (34,920) (717,207) - (393) (33) (388,167) (20,775) - - (153,701) - (2,977,208) - (210) (38,500)
	(4,236,886) (94,228) (94,655) -
	(4,331,541) (94,228)
	(4,331,541) (94,228)
	- -
	(4,331,541) (94,228)
	(5.17) (0.15)

The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.

Woomera Mining Limited Statutory Accounts for 30 June 2018

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2018 NOTE CURRENT ASSETS Cash and cash equivalents 4 Trade and other receivables 5 TOTAL CURRENT ASSETS NON-CURRENT ASSETS Property, plant and equipment Exploration and evaluation expenditure 6 TOTAL NON-CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Trade and other payables 7 Provisions 8 TOTAL CURRENT LIABILITIES NON-CURRENT LIABILITIES Deferred tax liabilities 3 TOTAL NON-CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS / (LIABILITIES) EQUITY Issued capital 9 Reserves 9 Accumulated losses TOTAL EQUITY	CONSOLIDATED 2018 $ 2017 $
	2,306,557 208,461 111,943 2,384
	2,418,500 210,845
	6,967 680 2,120,442 265,737
	2,127,409 266,417
	4,545,910 477,262
	146,172 212,837 10,166 -
	156,338 212,837
	- -
	- -
	156,338 212,837
	4,389,572 264,425
	8,584,796 624,608 496,500 - (4,691,724) (360,183)
	4,389,572 264,425

The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.

Woomera Mining Limited Statutory Accounts for 30 June 2018

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE FINANCIAL YEAR ENDED 30 JUNE 2018

	Share Capital	Accumulated Losses	Reserves	TOTAL
CONSOLIDATED
Balance at 1 July 2016	378,528	(265,955)	-	112,573
Loss for the year	-	(94,228)	-	(94,228)
Other comprehensive
income	-	-	-	-
Total comprehensive income/(loss)	-	(94,228)	-	(94,228)
*Transactions with owners*
*in their capacity as owners*
Shares issued net of transaction costs	246,080	-	-	246,080
Balance at 30 June 2017	624,608	(360,183)	-	264,425
Loss for the Year	-	(4,331,541)	-	(4,331,541)
Other comprehensive
income	-	-	-	-
Total comprehensive income/(loss)	-	(4,331,541)	-	(4,331,541)
*Transactions with owners*
*in their capacity as owners*
Shares issued net of transaction costs	7,960,188	-	-	7,960,188
Share based payments	-	-	496,500	496,500
Balance at 30 June 2018	8,584,796	(4,691,724)	496,500	4,389,572

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

Woomera Mining Limited Statutory Accounts for 30 June 2018

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE FINANCIAL YEAR ENDED 30 JUNE 2018

NOTE	CONSOLIDATED
	2018 $ 2017 $
CASH FLOWS FROM OPERATING ACTIVITIES
Exploration and evaluation expenditure	- -
Payments to suppliers and employees	(1,253,600) (56,908)
Net cash (used in) operating activities 19	(1,253,600) (56,908)
CASH FLOWS FROM INVESTING ACTIVITIES
Interest received	2 -
Interest Paid	- -
Payment for property, plant, software and equipment	(7,173) (680)
Payments for exploration assets	(604,705) (112,404)
Net cash (used in) investing activities	(611,876) (113,084)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares and other equity securities	4,342,870 376.072
Payment of share issue costs	(344,201) -
Loans repaid	(35,100) (10,000)
Bank Proceeds from reverse acquisition 11	3 -
Net cash provided by financing activities	3,963,572 366,072
NET (DECREASE) IN CASH AND CASH EQUIVALENTS	2,098,096 196,080
Cash and cash equivalents at the beginning of the year	208,461 12,381
Cash and cash equivalents at the end of the year 4	2,306,557 208,461

The above consolidated statement of cash flows in equity should be read in conjunction with the accompanying notes.

Woomera Mining Limited Statutory Accounts for 30 June 2018

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 JUNE 2018

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a) Basis of Preparation and Statement of Compliance

The consolidated financial statements and notes represent those of Woomera Mining Limited and Controlled Entities (the "Consolidated Group" or "Group").

The financial statements were authorised for issue on 21 September 2018 by the directors of the Company.

The Financial Report is a general purpose Financial Report, which has been prepared in accordance with the requirements of the Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards Board. The Financial Report also complies with International Financial Reporting Standards as issued by the International Accounting Standards Board. The Financial Report has been prepared on an accrual basis and are based on historical costs, modified, where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities. Where necessary, comparatives have been reclassified and repositioned for consistency with current year disclosures. The Group is a for-profit entity for financial reporting purposes under Australian Accounting Standards.

The presentation currency of the Group is Australian dollars.

b) Reverse Acquisition

On 23 February 2018, Ausroc Metals Ltd announced the successful acquisition of all the issued shares in Woomera Exploration Ltd (WEX). Under the Australian Accounting Standards WEX is deemed to be the accounting acquirer in this transaction. The acquisition has been accounted for as a share-based payment by which WEX acquires the nets assets and listing status of Woomera Mining Limited (WML) (formally named Ausroc Metals Limited at the time of transaction).

Accordingly, the consolidated financial statements of WML have been prepared as a continuation of the business and operations of WEX, as the deemed acquirer WEX has accounted for the acquisition of WML from the 23 February 2018. The comparative information for the 12 months ended 30 June 2017 presented in the consolidated financial statements is that of WEX as presented in its last year-end financial statements. Refer to note 11 for further details of this transaction.

The implications of the acquisition by WEX on the financial statements are as follows:

Statement of Profit or Loss and Other Comprehensive Income

The statement of profit or loss and other comprehensive income comprises the total comprehensive income for the 12 months ended 30 June 2018 for WEX and the period from 23 February 2018 to 30 June 2018 for Woomera Mining Limited.
The statement of profit or loss and other comprehensive income for the year ended 30 June 2017 comprises of WEX balances only.

Statement of Financial Position

The statement of financial position as at 30 June 2018 represents the consolidation of WEX and Woomera Mining Limited.
The statement of financial position comparative represents WEX only as at 30 June 2017.

Statement of Changes in Equity

The Statement of Changes in Equity comprises:

The equity balance of WEX as at the beginning of the financial year (1 July 2017).
The total comprehensive income for the financial year and transactions with equity holders, being 12 months from WEX for the year ended 30 June 2018, and the period from 23 February 2018 until 30 June 2018 for Woomera Mining Limited.
The equity balance reflects the consolidation of WEX and Woomera Mining Limited for the year ended 30 June 2018.

The Statement of Changes in Equity comparatives comprise the full financial year for WEX for the 12 months ended 30 June 2017.

Woomera Mining Limited Statutory Accounts for 30 June 2018

Statement of Cash Flows

The Statement of Cash Flows comprises:

The cash balance of WEX at the beginning of the financial year (1 July 2017).
The transactions for the financial year for the 12 months from WEX for the year ended 30 June 2018 and the period from 23 February 2018 until 30 June 2018 for Woomera Mining Limited.
The cash balance reflects the consolidation of WEX and Woomera Mining Limited for the year ended 30 June 2018.

The Statement of Cash Flows comparative comprises the full financial year of WEX for the year ended 30 June 2017.

Equity Structure

The equity structure (the number and type of equity instruments issued) in the financial statements reflects the consolidated equity structure of Woomera Mining Limited and its subsidiaries and WEX. The comparative reflects the equity structure of WEX.

Earnings per Share

The weighted average number of shares outstanding for the year ended 30 June 2018 is based on the combined weighted average number of shares of Woomera Mining Limited outstanding in the period following the acquisition, and the weighted average number of ordinary shares deemed to be outstanding for Woomera Mining Limited from the beginning of the period to acquisition date.

c) Going Concern

The financial statements have been compiled on a going concern basis, which contemplates the continuation of normal business activities and the realisation of assets and the settlement of liabilities in the normal course of business. This includes the realisation of capitalised expenditure of $2,120,442.

The Group incurred a net loss after income tax of $4,331,541 for the year ended 30 June 2018 (2017: net loss after income tax of $94,228) and net operating cash outflows of $1,365,968 (2017: $56,908).

The Company was relisted on the 5 March 2018. It successfully raised $4,086,320 under its public offering.

Accordingly, the Directors believe there are sufficient funds to meet the Group’s working capital requirements and as at the date of this report. The financial report has been prepared on the basis that the Group is a going concern, which contemplates the continuity of normal business activity, realisation of assets and settlement of liabilities in the normal course of business for the following reasons:

• The Group currently has sufficient cash resources to fund its requirements currently;

The directors expect the Group to be successful in securing additional funds through debt or equity issues, when and if required.

d) Principles of Consolidation

The consolidated financial statements incorporate all of the assets, liabilities and results of the parent (Woomera Mining Limited the Listed Public Company) and all of the subsidiaries (including any structured entities). Subsidiaries are entities the parent controls. The parent controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. A list of the subsidiaries is provided in Note 17. The assets, liabilities and results of all subsidiaries are fully consolidated into the financial statements of the Group from the date on which control is obtained by the Group. The consolidation of a subsidiary is discontinued from the date that control ceases. Intercompany transactions, balances and unrealised gains or losses on transactions between group entities are fully eliminated on consolidation. Accounting policies of subsidiaries have been changed and adjustments made where necessary to ensure uniformity of the accounting policies adopted by the Group.

e) New Accounting Standards and Interpretations

Australian accounting standards and Interpretations that have recently been issued or amended but are not yet effective have not been adopted by the Group for the year ended 30 June 2018. Relevant Standards and Interpretations are outlined in the table below.

Woomera Mining Limited Statutory Accounts for 30 June 2018

Title	Summary	Application date for Group
AASB 15 Revenue from Contracts with Customers	AASB 15 provides a single, principles-based five-step model to be applied to all contracts with customers. Guidance is provided on topics such as the point in which revenue is recognised, accounting for variable consideration, costs of fulfilling and obtaining a contract and various related matters. New disclosures about revenue are also introduced.	1 July 2018
AASB 16 Leases	AASB 16 provides a new lessee accounting model which requires a lessee to recognise assets and liabilities for all leases with a term of more than 12 months, unless the underlying asset is of low value. A lessee measures right-of-use assets similarly to other non-financial assets and lease liabilities similarly to other financial liabilities. Assets and liabilities arising from a lease are initially measured on a present value basis. The measurement includes non-cancellable lease payments (including inflation- linked payments), and also includes payments to be made in optional periods if the lessee is reasonably certain to exercise an option to extend the lease, or not to exercise an option to terminate the lease. AASB 16 contains disclosure requirements for lessees.	1 July 2019
AASB 9 Financial Instruments	A finalised version of AASB 9 which contains accounting requirements for financial instruments, replacing AASB 139 Financial Instruments: Recognition and Measurement. The standard contains requirements in the areas of classification and measurement, impairment, hedge accounting and derecognition.	1 July 2018

The Group has decided not to early adopt any of the new and amended pronouncements. The impact of the above standards is yet to be determined.

f) Significant Accounting Judgements, Estimates and Assumptions

The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period are:

(i) Carrying Value of Exploration and Evaluation Expenditure

The Group reviews the carrying value of exploration and evaluation expenditure at each reporting date. This requires judgement as to the status of the individual projects and their future economic value (refer note 6).

(ii) Share-Based Payment Transactions

The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using the Black-Scholes valuation model as detailed in note 12.

(iii) Listing and IPO Expense

The share-based payment listing expense associated with the reverse acquisition of Woomera Mining Limited involves judgement in determining the deemed consideration. Details of the reverse acquisition are included in note 11.

g) Income Taxes

Current Income Tax

Current income tax assets and liabilities for the current period are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date in the countries where the Group operates and generates taxable income.

Current income tax relating to items recognised directly in equity is recognised in equity and not in the statement of profit or loss and other comprehensive income. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Woomera Mining Limited Statutory Accounts for 30 June 2018

Deferred Tax

Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date. Deferred tax liabilities are recognised for all taxable temporary differences, except:

When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss
In respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, when the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.

Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised, except:

When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss
In respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, deferred tax assets are recognised only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilised.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax items are recognised in correlation to the underlying transaction either in other comprehensive income or directly in equity.

Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current income tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

Tax benefits acquired as part of a business combination, but not satisfying the criteria for separate recognition at that date, would be recognised subsequently if new information about facts and circumstances changed. The adjustment would either be treated as a reduction to goodwill.

Tax Consolidation

The Company and its wholly-owned Australian subsidiaries are currently separate entities for tax purposes.

In the year ended 30 June 2019 the Company intends to form an income tax consolidated group under the tax consolidation legislation.

The Group is reviewing its current carried forward tax losses from the Ausroc Metals Ltd target entity due to the Corporate Change Provisions of the Taxation Legislation.

h) Leases

The determination of whether an arrangement is or contains a lease is based on the substance of the arrangement and requires an assessment of whether the fulfilment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset.

Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Incentives received on entering into operating leases are recognised as liabilities. Lease payments on operating leases are recognised on a straight line basis over the period of the lease.

Woomera Mining Limited Statutory Accounts for 30 June 2018

i) Cash and Cash Equivalents

Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts.

j) Trade and Other Receivables

Trade receivables, which generally have 30-day terms, are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less an allowance for any uncollectible amounts.

Collectability of trade receivables is reviewed on an ongoing basis. Debts that are known to be uncollectible are written off when identified. An allowance for doubtful debts is raised when there is objective evidence that the group will not be able to collect the debt. Financial difficulties of the debtor, default payments or debts more than 60 days overdue are considered objective evidence of impairment.

k) Joint Arrangements

Joint arrangements are arrangements in which one or more parties have joint control (the contractual sharing of control of an arrangement where decisions about relevant activities require unanimous consent of the parties sharing control.

Joint Operations

Woomera Mining Limited has entered into joint arrangements which are classified as joint operations because the parties to the joint arrangements have rights to the assets and obligations for the liabilities, rather than to the net assets, of the joint arrangements. Woomera Mining Limited has recognised its direct right to, as well as its share of jointly held assets, liabilities, revenue and expenses of joint operations which have been included in the financial statements under the appropriate headings.

Joint Ventures

Interests in joint ventures are accounted for in the consolidated financial statements using the equity method. Under the equity method of accounting, the group’s share of profits or losses of joint ventures are recognised in consolidated profit or loss and the group’s share of the movements in other comprehensive income of joint ventures are recognised in consolidated other comprehensive income. The cumulative movements are adjusted against the carrying amount of the investment.

When the group’s share of post-acquisition losses in a joint venture exceeds its interest in joint venture (including any long-term interests that form part of the group’s net investment in the joint venture), the group does not recognise further losses unless it has obligations to, or has made payments, on behalf of the associate.

l) Exploration and Evaluation Costs

Costs related to the acquisition of properties that contain Mineral Resources are allocated separately to specific areas of interest.

Subsequent exploration and evaluation expenditure is capitalised as incurred.

Acquisition of mineral properties capitalised is included as part of cash flows from investing activities whereas exploration and evaluation expenditure that is expensed is included as part of cash flows from operating activities.

When a decision to proceed to development is made, the acquisition costs for that area are transferred to mine development. All costs subsequently incurred to develop a mine prior to the start of mining operations within the area of interest are capitalised and carried at cost. These costs include expenditure incurred to develop new ore bodies within the area of interest, to define further mineralisation in existing areas of interest, to expand the capacity of a mine and to maintain production.

An area of interest is written down to its recoverable amount if the area of interest’s carrying amount is greater than its estimated recoverable amount.

m) Financial Instruments

Financial Assets

Initial Recognition and Measurement

Financial assets within the scope of AASB 139 are classified as financial assets at fair value through profit or loss, loans and receivables, held-to-maturity investments, available-for-sale financial assets, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Group determines the classification of its financial assets at initial recognition.

Woomera Mining Limited Statutory Accounts for 30 June 2018

All financial assets are recognised initially at fair value plus transaction costs, except in the case of financial assets recorded at fair value through profit or loss.

Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the market place (regular way trades) are recognised on the trade date, i.e., the date that the Group commits to purchase or sell the asset.

The Group’s financial assets include cash and short-term deposits, trade and other receivables.

Subsequent Measurement

The subsequent measurement of financial assets depends on their classification as described below:

Loans and Receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. After initial measurement, such financial assets are subsequently measured at amortised cost. The amortisation is included in profit or loss.

Financial liabilities

Initial Recognition and Measurement

Financial liabilities within the scope of AASB 139 are classified as financial liabilities at fair value through profit or loss or financial liabilities at amortised cost. The Group determines the classification of its financial liabilities at initial recognition.

All financial liabilities are recognised initially at fair value plus, in the case of financial liabilities at amortised cost, directly attributable transaction costs.

The Group’s financial liabilities include trade and other payables.

Subsequent Measurement

The measurement of financial liabilities depends on their classification as described below:

Financial Liabilities at Amortised Cost

After initial recognition, financial liabilities at amortised cost are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in the profit or loss when the liabilities are derecognised as well as through the EIR amortisation process.

Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance costs in the statement of profit or loss and other comprehensive income.

Derecognition

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.

When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the profit or loss.

Offsetting of Financial Instruments

Financial assets and financial liabilities are offset and the net amount reported in the consolidated statement of financial position if, and only if:

There is a currently enforceable legal right to offset the recognised amounts; and
There is an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously.

Fair Value of Financial Instruments

The fair value of financial instruments that are traded in active markets at each reporting date is determined by reference to quoted market prices or dealer price quotations (bid price for long positions and ask price for short positions), without any deduction for transaction costs.

For financial instruments not traded in an active market, the fair value is determined using appropriate valuation techniques. Such techniques may include:

Using recent arm’s length market transactions
Reference to the current fair value of another instrument that is substantially the same
A discounted cash flow analysis or other valuation models.

An analysis of fair values of financial instruments and further details as to how they are measured are provided in Note 20.

Woomera Mining Limited Statutory Accounts for 30 June 2018

n) Trade and Other Payables

Trade payables and other payables are carried at amortised cost and represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of these goods and services. The amounts are unsecured and are usually paid within 30 days of recognition.

o) Employee Benefits

(i) Short-term Employee Benefits

Provision is made for the Group’s obligation for short-term employee benefits. Short-term employee benefits are benefits (other than termination benefits) that are expected to be settled wholly before 12 months after the end of the annual reporting period in which the employees render the related service, including wages, salaries and sick leave. Short-term employee benefits are measured at the (undiscounted) amounts expected to be paid when the obligation is settled.

The Group’s obligations for short-term employee benefits such as wages, salaries and sick leave are recognised as part of current trade and other payables in the statement of financial position. The Group’s obligations for employees’ annual leave and long service leave entitlements are recognised as provisions in the statement of financial position.

(ii) Long –term Employee Benefits

Provision is made for employees’ long service leave and annual leave entitlements not expected to be settled wholly within 12 months after the end of the annual reporting period in which the employees render the related service. Other long-term employee benefits are measured at the present value of the expected future payments to be made to employees. Expected future payments incorporate anticipated future wage and salary levels, durations of service and employee departures and are discounted at rates determined by reference to market yields at the end of the reporting period on corporate bonds that have maturity dates that approximate the terms of the obligations. Any remeasurements for changes in assumptions of obligations for other long-term employee benefits are recognised in profit or loss in the periods in which the changes occur.

The Group’s obligations for long-term employee benefits are presented as non-current provisions in its statement of financial position, except where the Group does not have an unconditional right to defer settlement for at least 12 months after the end of the reporting period, in which case the obligations are presented as current provisions.

(iii) Employee Share Options and Performance Rights

Equity-settled share-based payments granted are measured at fair value at the date of grant. Fair value is measured using the Black-Scholes model. The expected life used in the model has been adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations.

The fair value determined at the grant date of the equity-settled share-based payments is expensed at the date of issue. For cash settled share-based payments, a liability equal to the portion of the goods or services received is recognised at the current fair value determined at each reporting date.

(p) Share-Based Payment Transactions

Employees (including senior executives) of the Group may receive incentives in the form of share-based payment transactions.

Equity-Settled Transactions

The cost of equity-settled transactions is recognised, together with a corresponding increase in other capital reserves in equity, over the period in which the performance and/or service conditions are fulfilled. The cumulative expense recognised for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group’s best estimate of the number of equity instruments that will ultimately vest. The profit or loss expense or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period and is recognised in employee benefits expense.

No expense is recognised for awards that do not ultimately vest, except for equity-settled transactions, for which vesting is conditional upon a market or non-vesting condition. These are treated as vesting irrespective of whether or not the market or non-vesting condition is satisfied, provided that all other performance and/or service conditions are satisfied.

When the terms of an equity-settled transaction award are modified, the minimum expense recognised is the expense as if the terms had not been modified, if the original terms of the award are met. An additional expense is recognised for any modification that increases the total fair value of the share-based payment transaction, or is otherwise beneficial to the employee as measured at the date of modification.

Woomera Mining Limited Statutory Accounts for 30 June 2018

When an equity-settled award is cancelled, it is treated as if it vested on the date of cancellation, and any expense not yet recognised for the award is recognised immediately. This includes any award where non-vesting conditions within the control of either the entity or the employee are not met. However, if a new award is substituted for the cancelled award, and designated as a replacement award on the date that it is granted, the cancelled and new awards are treated as if they were a modification of the original award, as described in the previous paragraph.

The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share.

Contributed Equity

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

p) Earnings Per Share

(i) Basic Earnings Per Share Basic earnings per share are calculated by dividing the profit attributable to equity holders of the Group by the weighted average number of ordinary shares outstanding during the period.

(ii) Diluted Earnings Per Share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.

2. Operating Loss Before Taxation

The Group operating loss from continuing operations before taxation is stated after (charging) crediting:

(a) Revenue

Note Revenue a) Interest revenue – bank deposits (b) Exploration and Evaluation Expenditure Exploration and evaluation expenditure - impairment (c) Employee & Director Fees & Other Benefits Wages & Salaries Directors fees Superannuation Share Based Payments Expense Annual Leave Provisions (d) Finance Expenses Finance costs	CONSOLIDATED 2018 $ 2017 $ 2 - 2 - - (34,920)
	(134,741) - (63,000) - (12,801) - (496,500) - (10,165) -
	(717,207) -
	(393) (33)
	(393) (33)

Woomera Mining Limited Statutory Accounts for 30 June 2018

(e) Administration Expenses

Company Secretary fees ASIC/ASX/Share Registry fees Audit & Tax Fees Travel, marketing and promotion Accounting & Bookkeeping fees Insurance Consulting fees Occupancy and administration expenses Legal and professional (f) Other Expenses Depreciation and amortisation	CONSOLIDATED
	2018 $ 2017 $
	(72,289) - (69,995) (33,037) - (7,000) (43,714) - (6,754) - (7,456) - (91,591) - (8,585) (13,775) (54,746) -
	(388,167) (20,775)
	(210) - (210) -

3. Income Taxes

a) Income Tax Recognised in Profit or Loss

The prima facie income tax expense on pre-tax accounting loss from operations reconciles to the income tax expense in the financial statements as follows:

Loss before income tax expense Prima facie tax payable on profit/(loss) at 27.5% Tax effect of amounts which are not deductible (taxable) in calculating taxable income: Non-deductible Listing expenses Non-deductible Staff Share Option expenses Tax effect of current year tax losses for which no deferred tax asset has been recognised Income tax	(4,236,886) (94,228) (1,165,144) (28,268) 818,732 - 136,538 - 304,529 28,268
	94,655 -

Carried forward tax losses of Woomera Mining Limited for the period prior to the reverse acquisition have not been included in the above as there is uncertainty over the eligibility of these losses post-reverse acquisition. The potential quantity of these losses are also yet to be determined due to the fact that Tax Returns for Ausroc Metals Ltd (now Woomera Mining Limited) have not been brought up to date at the date of this report.

b) Income Tax Recognised Directly in Equity

An amount of $94,655 has been charged directly to equity during the period, for the tax effect on issue costs.

c) Deferred Tax Assets

Prepayments Provisions Capital raising costs Carry forward tax losses Less Derecognised carry forward tax losses Total	- - 2,795 - 75,724 - 339,381 (316,028) 84,577 (11,499)
	101,872 73,078

Woomera Mining Limited Statutory Accounts for 30 June 2018

d) Deferred Tax Liabilities

) Deferred Tax Liabilities
Exploration Assets Total	(101,872) (73,078)
	(101,872) (73,078)

The above deferred tax assets and liabilities have not been brought to account as assets and liabilities.

4. Cash and Cash Equivalents

Cash at bank and on hand Total 5. Trade and Other Receivables Other receivables Total	CONSOLIDATED 2018 $ 2017 $ 2,306,557 208,461 2,306,577 208,461
	111,943 2,364
	111,943 2,364

Due to the short-term nature of the current receivables, their carrying amount is assumed to be the same as their fair value and no impairment is considered necessary.

6. Exploration Assets

6. Exploration Assets
	CONSOLIDATED
Non-producing properties Exploration Assets: Balance at 1 July Acquisitions * Impairment of exploration expenditure Additions through normal activities Balance at 30 June	2018 $ 2017 $

	265,737 188,252
	1,750,000 -
	- (34,920)
	104,705 112,405
	2,120,442 265,737

Exploration assets in 2017 represented exploration on exploration licenses in the north of South Australia for Woomera Exploration Limited and Norsa Exploration P/L.

In 2018 this also includes the exploration licenses for Woomera Mining Limited, Volt Lithium P/L, Liquid Lithium P/L and Norsa Exploration P/L in South Australia and Western Australia.

Impairment expenses represent capitalised costs for exploration on tenements which have since been relinquished.

*Volt Lithium Pty Ltd and Liquid Lithium Pty Ltd were acquired for 3,125,000 shares and $250,000 each. Both transactions were considered to be asset acquisitions as neither entity had continuing operations.

7. Trade and Other Payables

Trade payables Short Term Loan from Shareholders Share subscriptions in advance Other payables	73,077 47,745
	- 35,100
	- 129,992
	73,095 -
	146,172 212,837

Woomera Mining Limited Statutory Accounts for 30 June 2018

8. Provisions

Employee benefits

10,166	-
10,166	-

9. Issued Capital and Reserves

Ordinary shares- Fully paid Balance at beginning of financial year Woomera Exploration Ltd shares issued during the period Woomera Exploration Ltd share reconstruction Woomera Exploration Ltd shares eliminated on reverse acquisition Shares issued to Woomera Mining Ltd existing shareholders Issue of shares to Woomera Exploration Ltd shareholders on acquisition Issue of Shares to Volt Lithium Pty Ltd shareholders on acquisition Issue of Shares to Liquid Lithium Pty Ltd shareholders on acquisition Issue of shares to public list Share issue costs Tax effect on issue costs Ordinary fully paid shares at end of year*	CONSOLIDATED AND COMPANY 2018 NUMBER 2018 $ 2017 NUMBER 2017 $ 65,335,878 624,608 119,717,833 378,528 2,923,581 - (68,259,459) 17,763,374 68,259,459 3,125,000 3,125,000 20,431,600 386,542 - - - 2,486,872 625,000 625,000 4,086,320 3,557,409 (57,939,364) - - - - - - 246,080 - - - - - - - - (344,201) - -
	94,655
	112,704,433 8,584,796 65,335,878 624,608

Ordinary shares- Fully paid
Balance at beginning of financial
year
Woomera Exploration Ltd shares
issued during the period
Woomera Exploration Ltd share
reconstruction
Woomera Exploration Ltd shares
eliminated on reverse acquisition
Shares issued to Woomera Mining Ltd
existing shareholders
Issue of shares to Woomera
Exploration Ltd shareholders on
acquisition
Issue of Shares to Volt Lithium Pty Ltd
shareholders on acquisition
Issue of Shares to Liquid Lithium Pty
Ltd shareholders on acquisition
Issue of shares to public list
Share issue costs
Tax effect on issue costs
Ordinary fully paid shares at end of
year*

CONSOLIDATED AND COMPANY
2018
NUMBER
2018
$ 2017
NUMBER
2017
$ 65,335,878
624,608
119,717,833
378,528
2,923,581
-
(68,259,459)
17,763,374
68,259,459
3,125,000
3,125,000
20,431,600
386,542
-
-
-
2,486,872
625,000
625,000
4,086,320
3,557,409
(57,939,364)
-
-
-
-
-
-
246,080
-
-
-
-
-
-
-
-
(344,201)
-
-

94,655

112,704,433
8,584,796
65,335,878
624,608

*Includes 8,439,978 shares issued through DOCA process for the conversion of Debt and 3,227,635 proponent shares issued simultaneously with the issue of shares for the acquisition of Woomera Exploration Ltd.

Fully paid ordinary shares carry one vote per share and carry the right to dividends. Partly paid ordinary shares entitle the holder to vote, participate in dividends and proceeds on a winding up in proportion to the number of and amounts paid on the shares held. The Company does not have any partly paid shares.

Information relating to the Company’s employee option plan, including details of options issued, exercised and lapsed during the financial year is set out in note 12.

Information relating to share options and performance rights issued to key management personnel during the financial year are set out in note 12.

	CONSOLIDATED

Reserves Option reserve – unlisted (i) he Options reserve records items recognised as expenses on the (i) Option reserve – unlisted Opening balance Options issued to executives Balance at end of year	2018 $ 2017 $
	496,500 -
	496,500 -
	issue of employee share options
	- -
	496,500 -
	496,500 -

The Options reserve records items recognised as expenses on the issue of employee share options.

Woomera Mining Limited Statutory Accounts for 30 June 2018

(ii) Dividends

The directors did not declare a dividend for the June 2018 period.

he directors did not declare a dividend for the June 2018 period.
	2018		2017
	$		$
Franking credits available for subsequent financial years based
on a tax rate of 27.5% (2017: 27.5%)		-		-

(iii) Capital Risk Management

The Group considers its capital to comprise its ordinary share capital and accumulated losses as shown in the consolidated statement of changes in equity. The Group's objectives when managing capital is to safeguard its ability to continue as a going concern, to ensure this the group may adjust dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

There were no changes to the Group’s approach to capital management during the year, the group monitors capital to ensure the Group has appropriate cash and cash equivalents to meet needs. The Group is not subject to externally imposed capital requirements.

10. Earnings Per Share

0. Earnings Per Share
	2018	2017
	CENTS PER	CENTS PER
	SHARE	SHARE
Basic (loss) per share from continued operations	(5.17)	(0.15)
Diluted (loss) per share from continued operations	(5.17)	(0.15)

The following reflects the income and share data used in the calculations of the basic and diluted earnings per share:

hare:
	2018	2017
	$	$
Earnings reconciliation
Net loss for the year – continued operations	(4,331,541)	(94,228)
Weighted average number of ordinary shares used as the
denominator in calculating basic and dilutive loss per share	83,723,875	64,023,618
Weighted Average Calculation – (Loss) cents per Share.	(5.17)	(0.15)
Note: Refer note 12 - There are 17,332,835 options on issue
with an exercise price of 20c which are considered to be anti-
dilutive.

11. Reverse Acquisition Accounting

On 23 February 2018 Ausroc Metals Limited (renamed to Woomera Mining Limited after listing) acquired 100% of the share capital of Woomera Exploration Limited (“WEX”) by issuing 68,259,459 ordinary shares to the vendors. Under the Australian Accounting Standards, WEX was deemed to be the accounting acquirer in this transaction. The acquisition has been accounted for as a share-based payment by which WEX acquires the net assets and listing status of Ausroc Metals Limited.

(a) Deemed Consideration
Deemed share price	$0.14
Shares on issue at acquisition date–Ausroc Metals Limited*	17,763,374
Deemed consideration	$2,486,872

*Shares on issue at acquisition date includes 8,439,978 shares issued through the DOCA process for the conversion of Debt and 3,227,635 proponent shares issued simultaneously with the issue of shares for the acquisition of Woomera Exploration Ltd

Woomera Mining Limited Statutory Accounts for 30 June 2018

(b) Deemed Ausroc Metal Limited Share Capital (Woomera Mining Limited)


(b) Deemed Ausroc Metal Limited Share Capital (Woomera Mining Limited)	$
Ausroc Metal Limited share capital at 30 June 2017 and acquisition date	59,838,056
DOCA recap shares issued at listing	1,633,466
Elimination of Ausroc Metal Limited issued capital	(61,471,522)
Historical issued capital at 30 June 2017 – WEX	624,608
Issue of WEX shares pre-acquisition	386,542
Deemed consideration of Woomera Exploration Limited	2,486,872
Issue of shares under Prospectus capital raising	4,086,320
Costs associated with Capital raising, net of tax	(249,546)
Total Woomera Mining Ltd share capital	7,240,141
(c) Ausroc Metal Limited Accumulated Losses Pre Completion
Historical accumulated losses at 30 June 2017	(68,520,451)
Gain incurred from 1 July 2017 to 23 February 2018	6,558,593
Elimination of Ausroc Metal Limited accumulated losses	(61,961,858)
(d) Net Assets and Liabilities acquired
Cash	3
Receivables	8,537
Loans and other Creditors	(498,876)
Net (liabilities)	(490,336)
Deemed Consideration	2,486,872
Add: Net Liabilities acquired	490,336
Listingcost	2,977,208

Significant judgement

The value of the share based payments in the reverse acquisition is based on the notional amount of shares that Woomera Exploration Limited (formerly Ausroc Metal Limited) would need to issue to acquire the majority interest of Woomera Exploration Limited’s shares that the shareholders did not own after the acquisition, multiplied by the fair value of Woomera Exploration Limited’s shares. The deemed fair value of Woomera Exploration Limited’s shares is the exchange ratio applied to the share price of the listed entity (Woomera Exploration Limited) at acquisition date.

12. Shares based payments

Expenses arising from share based payment transactions.

There were a total of 17,332,835 options issued during the period. All options vested immediately and are exercisable.

Of these 9,000,000 options was issued to employees with the cost of these recognised as employee benefits expense. 8,332,835 options were issued as part of the DOCA and Debt Conversion and the reclassification of debt to equity during the financial period. The weighted average remaining contractual life of options outstanding at 30 June 2018 is 2.3 years. The weighted average fair value of employee options at measurement date is 5.52 cents.

Accounting policy

The fair value of share-based payments granted is recognised as an employee benefit expense with a corresponding increase in equity as an Option Reserve. The fair value is measured at grant date and recognised over the period during which the employees become unconditionally entitled to the options.

The employee benefit expense recognised in each period considers the most recent estimate of the options. The impact of revision to original estimates, if any, is recognised in profit or loss with a corresponding adjustment to equity.

Woomera Mining Limited Statutory Accounts for 30 June 2018

	Employee Options issued Option 1 Option 2 Number Issued 3,000,000 6,000,000 Issue Date (vesting immediately) 23/02/2018 23/02/2018 Expiry date 23/02/2019 23/02/2021
	Value of total options issue $111,900 $384,600
	The valuation of the options was based on a Black- Scholes calculation. The assessed volatility was based on the volatility of comparable listed companies and the effect of expected early exercise was incorporated in the calculation by assuming a life mid-way between the grant date and the expiry date and using the following inputs. Exercise Price $0.20 $0.20 Share Price at grant date $0.20 $0.20 Expected life of option 6 months 1.5 years Risk free rate 2.0% 2.0% Volatility 65% 65%
	Expected Dividend Yield 0% 0%
	Value per option 3.73 cents 6.41 cents

Terms of the options:

	Terms of the options:
	Options granted carry no dividend or voting rights. When exercised, each option is convertible into one ordinary share. Issued to: Option 1: 1,000,000 Don Triggs (Exploration Director), 2,000,000 Gerard Anderson (Managing Director). Option 2: 2,000,000 Don Triggs (Exploration Director), 4,000,000 Gerard Anderson (Managing Director). Equity settled debts and expenses No of Shares No of attaching Options $ Caason Nominees – Proponent Sum - 14 cents each Caason Nominees – Debt Settlement – 14 cents each Mr Robert Hunt – Debt Settlement – 14 cents each Trident Capital – Debt Settlement – 14 cents each 3,227,635 6,428,571 1,904,264 107,143 - 6,428,571 1,904,264 - 451,869 900,000 266,597 15,000
	11,667,613 8,332,835 1,633,466

Terms of the options:

Options granted carry no dividend or voting rights.
When exercised, each option is convertible into one
ordinary share.
Issued to:
Option 1:
1,000,000 Don Triggs (Exploration Director),
2,000,000 Gerard Anderson (Managing Director).
Option 2:
2,000,000 Don Triggs (Exploration Director),
4,000,000 Gerard Anderson (Managing Director).
Equity settled debts and expenses
No of
Shares
No of attaching
Options
$
Caason Nominees – Proponent Sum - 14 cents each
Caason Nominees – Debt Settlement – 14 cents each
Mr Robert Hunt – Debt Settlement – 14 cents each
Trident Capital – Debt Settlement – 14 cents each
3,227,635
6,428,571
1,904,264
107,143
-
6,428,571
1,904,264
-
451,869
900,000
266,597
15,000

11,667,613
8,332,835
1,633,466

Total Woomera Shares & Options

Woomera Mining Limited Statutory Accounts for 30 June 2018

Share Based payments recognised in: 2018 $ 2017 $ Equity as Share Capital 1,663,466 - Expensed and Option Reserve 496,500 -	Share Based payments recognised in: 2018 $ 2017 $ Equity as Share Capital 1,663,466 - Expensed and Option Reserve 496,500 -
Total 2,159,966 -
13. Commitments for Expenditure Mineral Properties Not later than 1 year Between 1 year and 5 years	2018 2017 973,365 790,000 2,028,751 1,490,000 3,002,116 2,280,000

The exploration commitments reflect the minimum expenditure to meet the conditions under which the properties are granted or such greater amounts that have been contractually committed. These commitments may vary from time to time, subject to approval by the grantor of titles or by variation of contractual agreements. The expenditure represents potential expenditure which may be reduced by entering into sale, joint venture or relinquishment of the interests and may vary depending upon the results of exploration. Should expenditure not reach the required level in respect of each area of interest, the Group’s interest could be either reduced or forfeited.

14. Leases

Operating Leases

Leasing Arrangements

Operating lease relates to office facilities.

The Company entered into a lease for office facilities at Suite 116, 147 Pirie Street Adelaide SA on 14 June 2018 with a commencement date of 11 June 2018. The term of the lease is 1 year and 3 months with an annual gross rental of $36,000 plus GST with a rent review equal to CPI on the anniversary of the commencement date. At the end of the initial term of the lease, the parties can agree to an extension of the current term or commencement of a new term. No payments were made in the relevant period for any lease arrangements.

Non-cancellable operating lease payments - Not later than 1 year - Between 1 year and 5 years	CONSOLIDATED
	2018 $ 2017 $

	$36,000 -
	$9,000 -
	$45,000 -

15. Contingent Liabilities and Contingent Assets

There are no Contingent Liabilities or Contingent Assets.

16. Interests In Joint Venture Operations and Projects

The Group has an interest in the following material joint venture operation or project whose principal activities are mineral exploration and development.

Woomera Mining Limited Statutory Accounts for 30 June 2018

NAME OF VENTURE NOTES PRINCIPAL ACTIVITY

Exploration- copper, nickel, cobalt, gold, silveri) Musgrave Project lead-zinc, platinum group elements and rare earths

i) On 11 September 2017, Woomera Exploration Ltd (WEX) entered into a binding heads of agreement with OZ Exploration Pty Ltd (ACN 137 626 914) ( OZ Exploration ) (a wholly owned subsidiary of ASX listed OZ Minerals Limited (ACN 005 482 824) (ASX:OZL)) in relation to a series of mining tenements in the Musgrave Province in South Australia ( Musgrave Tenements ) pursuant to which OZ Exploration agrees to complete a reverse circulation drilling program totalling 3,850m on the tenements with the Musgrave Province ( OZ Minerals HOA ).

The key terms of the OZ Minerals HOA are as follows:

(a) the OZ Minerals HOA is conditional on the execution of a Native Title Mining Agreement ( NTMA ) with the Tjayuwara-Unmuru (the relevant recognised native title claimants);
(b) the Reverse Circulation drilling program is to be completed by OZ Exploration on or before the period of 12 months from the date that WEX gives OZ Exploration written notice that the NTMA has been entered into with the traditional owners of the relevant land ( Effective Date and Stage 1 Commitment );
(c) on completion of the Stage 1 Commitment, OZ Exploration may elect to earn a 51% interest in the Musgrave Tenements by funding $2,500,000 of exploration expenditure (inclusive of the Stage 1 Commitment expenditure) within 18 months of the Effective Date ( Stage 2 Commitment );
(d) upon OZ Exploration meeting its Stage 2 Commitment, OZ Exploration will be entitled to a 51% interest in the Musgrave Tenements and the parties must execute all documents required under the South Australian Mining Act 1978 (SA) to effect a transfer of a 51% interest in the Musgrave Tenements from WEX to OZ Exploration;
(e) if OZ Exploration becomes entitled to the 51% interest in the Musgrave Tenements a joint venture will come into effect between the parties with the initial joint venture interest being: OZ Exploration 51% and WEX 49%;
(f) within 60 days of the commencement of the joint venture, OZ Exploration may, by written notice to WEX, elect to earn a further 24% interest in the Musgrave Tenements by spending a further $5,000,0000 on exploration within 24 months of the commencement of the joint venture ( Stage 3 Commitment ); and
(g) upon OZ Exploration meeting its Stage 3 Commitment, OZ Exploration will become entitled to hold a 75% interest in the Musgrave Tenements and the parties must execute all documents required under the South Australian Mining Act 1978 (SA) to effect such outcome.

17. Controlled Entities

17. Controlled Entities
NAME OF ENTITY	COUNTRY OF INCORPORATION	OWNERSHIP	INTEREST
		2018	2017
		%	%
Parent Entity
Woomera Mining Limited (formerly Ausroc Metals Ltd)	Australia	100	100
Subsidiaries
Woomera Exploration Ltd	Australia	100	NIL
Volt Lithium Pty Ltd	Australia	100	NIL
Liquid Lithium Pty Ltd	Australia	100	NIL
Norsa Exploration Pty Ltd	Australia	100	100

18. Segment Reporting

Identification of reportable operating segments

Management has determined that the Company is organised in one operating segment, being exploration in Australia. This is based on the internal reports that are being reviewed by the Board of Directors (who are identified as the Chief Operating Decision Makers (CODM)) in assessing performance and determining the allocation of resources. As a result, the operating segment information is as disclosed in the statements and notes to the financial statements throughout the report. All non-current assets are located in Australia.

Woomera Mining Limited Statutory Accounts for 30 June 2018

Accounting policy

Operating segments are reported in a manner that is consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker has been identified as the Company's Board. Internal reporting is provided to the Board on a consolidated basis.

19. Notes to the Cash Flow Statement

(a) Cash and cash equivalents

For the purposes of the cash flow statement, cash and cash equivalents includes cash on hand and in banks and investments in money market instruments, net of outstanding bank overdrafts.

(b) Reconciliation of net loss for the period to net cash outflow from operating activities

Cash and cash equivalents at the end of the financial year as shown in the cash flow statement is reconciled to the related items in the statement of financial position as follows:

Loss before tax for the year Depreciation and amortisation of non-current assets Share-based payment expense Finance costs Deemed acquisition Impairment of exploration assets Interest income received Loss on sale of property, plant and equipment (Increase)/ Decrease in Trade and Other Receivables Increase/ (Decrease) in liabilities - Trade and Other Payables - Annual Leave Provisions Net cash (used in) operating activities	CONSOLIDATED
	2018 $ 2017 $
	(4,236,886) (94,228)
	210 - 496,500 - 393 - 2,486,872* - - 34,920 2 - - -
	(109,559) (1,780)
	98,703 10,165 4,180 -
	(1,253,600) (56,908)

Note this includes the amount of $1,633,466 of Debt that through the DOCA process was converted to equity.

(c) Non Cash Financing of Investment activities

There were 6,250,000 shares issued for the acquisition of shares in Volt Lithium Pty Ltd and Liquid Lithium Pty Ltd. The total acquisition price was $1,750,000 of which $500,000 was paid in cash.

(d) Reconciliation of Cash and Non-cash movements in liabilities arising from Financing activities

			Non – Cash
			changes
				Fair value
	2017	Cashflows	Acquisitions	changes	2018
Long-term borrowings	-	-	-	-	-
Short-term borrowings	35,100	(35,100)	-	-	-
Lease liabilities	-	-	-	-	-
Total	35,100	(35,100)	-	-	-

Woomera Mining Limited Statutory Accounts for 30 June 2018

20. Financial Instruments

Financial Risk Management Policies

The Group’s principal financial liabilities, other than derivatives, comprise accounts payable, bank loans and overdrafts, and debentures. The main purpose of these financial instruments is to manage short term cash flow and raise finance for the Group’s capital expenditure program. The Group has various financial assets such as trade and other receivables and cash and short-term deposits, which arise directly from its operations.

Risk exposures and responses

The Group manages its exposure to key financial risks in accordance with its financial risk management policy. The objective of the policy is to support the delivery of the Group’s financial targets while protecting future financial security. The main risks that could adversely affect the Group’s financial assets, liabilities or future cash flows are: market risks, cash flow interest rate risk and foreign currency risk; and liquidity risk and credit risk. Management reviews and agrees policies for managing each of these risks which are summarised below.

The Group’s senior management oversees the management of financial risks. All derivative activities for risk management purposes are carried out by specialist teams that have the appropriate skills, experience and supervision. It is the Group’s policy that no trading in derivatives for speculative purposes shall be undertaken. At this stage, the Group does not currently apply any form of hedge accounting.

The Board of Directors reviews and agrees policies for managing these risks which are summarised below.

Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprise three types of risk: commodity price risk, interest rate risk and currency risk. Financial instruments affected by market risk include: loans and borrowings; deposits; trade receivables; trade payables; accrued liabilities; and derivative financial instruments.

The sensitivity analyses have been prepared on the basis that the amount of net debt, the ratio of fixed-to floating interest rates on the debt and derivatives and the proportion of financial instruments in foreign currencies are all constant. The sensitivity analysis is intended to illustrate the sensitivity to changes in market variables on the Group’s financial instruments and show the impact on profit or loss and shareholders’ equity, where applicable.

(i) Treasury Risk Management Due to the size of the Company, a separate finance committee does not exist. The full Board considers credit risk policies and future cash flow requirements as required.

The Board’s overall risk management strategy seeks to assist the consolidated group in meeting its financial targets, whilst minimising potential adverse effects on financial performance.

(ii) Financial Risk Exposures and Management The main risks the Consolidated Entity is exposed to through its financial instruments are interest rate risk, foreign currency risk, liquidity risk credit risk and price risk.

Interest Rate Risk

The Groups’ exposure to the risks of changes in market interest rates relates primarily to the company’s shortterm deposits with a floating interest rate. These financial assets with variable rates expose the company to cash flow interest rate risk. All other financial assets and liabilities in the form of receivables and payables are noninterest bearing.

Liquidity Risk

The Group manages liquidity risk by monitoring forecast cash flows and ensuring that adequate unutilised borrowing facilities as required are maintained. The Group’s operations require it to raise capital on an on-going basis to fund its planned exploration program and to commercialise its tenement assets. If the Group does not raise capital in the short-term, it can continue as a going concern by reducing planned but not committed exploration expenditure until funding is available and/or entering into joint venture arrangements where exploration is funded by the joint venture partner.

Credit Risk

Credit risk is managed on a group basis and refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group as well as through deposits with financial institutions. The Group has adopted a policy of only dealing with credit worthy counterparties obtaining sufficient collateral or other

Woomera Mining Limited Statutory Accounts for 30 June 2018

security where appropriate as means of mitigating the risk of financial loss from defaults and only banks and financial institutions with an ‘A’ rating are utilised. The group measures risk on a fair value basis.

The maximum exposure to credit risk, excluding the value of any collateral or other security, at reporting date to recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the statement of financial position and notes to the financial statements. There is no collateral held as security at 30 June 2018.

The Group does not have any material credit risk exposure to any single receivable or group of receivables under financial instruments entered into by the Group. The credit risk on liquid funds and financial instruments is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies.

2. Price Risk

The Group does not derive revenue from sale of products therefore the effect on profit and equity as a result of changes in the price risk is not considered material. The fair value of the mineral projects will be impacted by commodity price changes and could impact future revenues once operational. However, management monitors current and projected commodity prices.

The Group is mainly exposed to mining services price risk. The management does constantly monitor price movements and seeks ways to minimise the cost on mining activities.

(i) Financial Instruments

The Group’s exposure to interest rate risk and effective weighted average interest rate for financial assets and liabilities is set out below.

The tables below reflect the undiscounted contractual settlement terms for financial instruments of a fixed period of maturity, as well as management’s expectations of the settlement period for all other financial instruments.

All cash balances have maturity of less than 3 months.

All trade payables are on normal 30 day terms.

2018	WEIGHTED AVERAGE EFFECTIVE INTEREST RATE % VARIABLE INTEREST RATE $ NON INTEREST BEARING $ TOTAL $
Financial assets Cash and cash equivalents Trade and other receivables Other financial assets Financial liabilities Trade and other payables Borrowings 2017	2.37 - 2,306,557 2,306,557 - - 111,943 111,943 - - - -
	- 2,418,500 2,418,500
	- - 126,172 126,172 - - - -
	- 126,172 126,172

Financial assets Cash and cash equivalents Trade and other receivables Other financial assets Financial liabilities Trade and other payables Shares Paid in Advance	2.37 - 208,461 208,461 - - 2,384 2,384 - - - -
	- 210,845 210,845
	- - 82,845 82,845 - - 129,992 129,992
	- 212,837 212,837

Woomera Mining Limited Statutory Accounts for 30 June 2018

(ii) Net Fair Values

The fair value of financial assets and financial liabilities must be estimated for recognition and measurement, and for disclosure purposes.

a) Fair value hierarchy

AASB 13 requires disclosure of fair value measurements by level of the following fair value measurement hierarchy:

(1) Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1);
(2) Inputs other than quoted prices included within level 1 that are observable for the assets or liability, either directly or indirectly (level 2); and
(3) Inputs for the asset or liability that are not based on observable market data (unobservable inputs) (level 3).
b) Valuation techniques used to derive level 2 fair values

The fair values of financial instruments that are not traded in an active market are determined using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value and instruments are observable, the instrument is included in level 2.

All of the resulting fair value estimates are included in level 2.

c) Fair values of other financial instruments

The Group also has number of financial instruments which are not measured at fair value in the statement of financial position. The carrying value of trade receivables and payables is a reasonable approximation of their fair values due to their short-term nature.

The Group did not measure any financial assets or financial liabilities at fair value on a non-recurring basis as at 30 June 2018.

b) Sensitivity Analysis

Interest Rate Risk, Foreign Currency Risk and Price Risk

The Group has performed sensitivity analysis relating to its exposure to interest rate risk, foreign currency risk and price risk at reporting date. This sensitivity analysis demonstrates the effect on the current year results and equity which could result from a change in these risks.

Interest Rate Sensitivity Analysis

At 30 June 2018, the effect on loss and equity as a result of fluctuations in the interest rate, with all other variables remaining constant has been considered. For the purpose of this exercise, a 1% increase in the interest results in a decrease in loss by $NIL (2017: $NIL) and an increase in equity by $NIL (2017: $NIL).

Foreign Currency Risk Sensitivity Analysis

The Group does not deal in any foreign currencies and therefore has no perceived risk.

Price Risk Sensitivity Analysis

As the Company does not derive revenue from sale of products, the effect on profit and equity as a result of changes in the price risk is not considered material. The fair value of the mining projects will be impacted by commodity price changes (predominantly uranium and gold) and could impact future revenues once operational. However, management monitors current and projected commodity prices.

Woomera Mining Limited Statutory Accounts for 30 June 2018

21. Related Parties

(a) Key Management Personnel Compensation

The key management personnel of the Consolidated Entity during the year were:

The aggregate compensation of the key management personnel of the Consolidated Entity and the Company is set out below:

Short-term employee benefits Other Post-employment benefits Termination payments Share-based payment Total	CONSOLIDATED
	2018 $ 2017 $
	184,282 -
	10,172 -
	15,259 -
	- -
	496,500 -
	706,213 -

(b) Transactions with Director Related Entities

During the financial year directors received income for professional services outside of their designated director and committee fees and were repaid loans made to the Company.

The company had incurred Director Fees through Mr David Lindh’s related entity - Davan Nominees Pty Ltd. At 30 June 2018 an amount of $1,250 (inc. GST) was still outstanding and formed part of the outstanding creditors.

As at balance date 30 June 2017, directors Mr Neville Martin and Mr David Lindh had loaned WEX $11,100 and $24,000 respectively. These were repaid in the 2018 Financial Year.

22. Parent Entity

The following information has been executed from the books and records of the legal parent Woomera Mining Limited (formerly Ausroc Metals Limited) and has been prepared in accordance with Australian Accounting Standards and the accounting policies as outlined throughout the financial statements.

Woomera Mining Limited Statutory Accounts for 30 June 2018

Statement of Financial Position	2018	2017
	$	$
Current assets	2,445,188	37,745
Total assets	4,209,003	139,708
Current liabilities	270,160	4,098,566
Total liabilities	270,160	4,098,566
Shareholders' equity
Issued capital	66,558,296	59,838,056
Reserves	496,500	4,723,537
Accumulated losses	(63,115,952)	(68,520,451)
Total shareholders' equity	3,938,844	(3,958,858)
Profit/(Loss) for the year	680,962	-
Total comprehensive income/(loss) for the year	5,404,499	-

The parent entity information is required to be disclosed under the Corporations Regulation 2001. The information disclosed refers to the legal parent entity, previously known as Ausroc Metals Limited.

23. Remuneration of Auditors

During the financial year the following fees were paid or payable for services provided by BDO Audit (SA) Pty Ltd, the auditor of the company, its network firms and related entities.

	CONSOLIDATED
Amounts paid/payable to BDO Audit (WA) Pty Ltd for audit and review of financial statements for the entity or any entity in the Group Amounts paid/payable to BDO Audit (SA) Pty Ltd for audit and review of financial statements for the entity or any entity in the Group Amounts paid/payable to a related practice of the auditor for corporate Taxation services Amounts paid/payable to a related practice of the auditor for corporate finance services Total	2018 $ 2017 $

	13,037 7,000
	40,000 -
	6,627 -
	26,400 -

	86,064 7,000

24. Events since the end of the financial

On 2 July 2018, the Company announced a strong Lithium-Beryllium Anomaly at Lake Dundas.

On 5 July 2018, the Company advised that it had completed an on-country Heritage Survey on the Musgrove JV Area.

On 16 August 2018, the Company announced that a Moving Loop Electromagnetic Survey had commenced in the Musgrave JV Area.

Woomera Mining Limited Statutory Accounts for 30 June 2018

DIRECTORS’ DECLARATION

In accordance with a resolution of the Directors of Woomera Mining Limited (formerly Ausroc Metals Ltd), the directors of the company declare that:

the financial statements, notes thereto, and the remuneration disclosures contained in the Remuneration Report in the Directors’ Report, are in accordance with the Corporations Act 2001, including:
(i) Giving a true and fair view of the Group’s financial position as at 30 June 2018 and of its performance for the financial year ended on that date;
(ii) Complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001; and
(iii) Complying with International Financial Reporting Standards.
In the directors’ opinion there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
This declaration has been made after receiving the declarations required to be made to the Directors in accordance with section 295A of the Corporations Act 2001 for the financial year ended 30 June 2018.

Signed by the Chairman of the Board of the Company:

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Neville Martin Adelaide,

21 September 2018

Woomera Mining Limited Statutory Accounts for 30 June 2018

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INDEPENDENT AUDITOR'S REPORT

TO THE MEMBERS OF WOOMERA MINING LIMITED

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Woomera Mining Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2018, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial report, including a summary of significant accounting policies and the directors’ declaration.

In our opinion the accompanying financial report of the Group, is in accordance with the Corporations Act 2001 , including:

(i) Giving a true and fair view of the Group’s financial position as at 30 June 2018 and of its financial performance for the year ended on that date; and
(ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001 .

Basis for opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

BDO Audit (SA) Pty Ltd ABN 33 161 379 086 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (SA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.

Woomera Mining Limited Statutory Accounts for 30 June 2018

Carrying value of exploration and evaluation assets


Key audit matter	How the matter was addressed in our audit

As at 30 June 2018 the carrying value of Exploration Assets was $2,120,442 as disclosed in note 6. The recoverability of the exploration assets is considered a key audit matter on account of: u The carrying value of exploration assets representing a significant asset of the Group. u Significant judgement by management is required to determine whether impairment indicators exist.	Our procedures included, but were not limited to: u Obtaining a schedule of the areas of interest held by the Group and assessing whether the right to tenure of those areas of interest remain current and in good standing at reporting date; u Ensuring that the right to tenure of the areas of interest were current through confirmation to the relevant government databases; u Reviewing budgets and assessing assumptions made by management to ensure that expenditure on further exploration for and evaluation of the mineral resources in the areas of interest were planned; u Reviewing ASX announcements and minutes of directors meetings to ensure that the directors had not resolved to discontinue activities in any of its areas of interest; u Considering whether any facts or circumstances existed to suggest impairment testing was required; and u We also assessed the adequacy of the related disclosures in note 6 to the Financial Statements.

Accounting for reverse acquisition

Key audit matter

How the matter was addressed in our audit

As disclosed in note 11 of the financial report, during the year Woomera Mining Limited (WML) acquired 100% of the share capital of Woomera Exploration Limited (WEX). This resulted in shareholders of WEX holding the majority shares in WML after the transaction.

The accounting of this acquisition is a key audit matter due to:

u The effects of the arrangement which are accounted for as WEX issuing a share-based payment in return for the assets acquired in the company and a listing status.
u Significant judgement in the determination of the value of the purchase consideration settled by way of a share-based payment, as disclosed in note 11 of the financial statements.
Our procedures included, but were not limited to:
u To obtain an understanding of the transaction we read the Share Sale Agreement and associated documents
u Discussions with management as to the background of the transaction;
u Evaluating management’s assessment of the accounting acquirer and whether the transaction constituted a business or an asset acquisition by considering the post-acquisition shareholding structure the operations of the legal subsidiary;
u Evaluating the valuation basis of the share-based payment;
u Checking that the disclosures in the financial report were in accordance with the basis of preparation as disclosed in note 1(b) of the financial report for the reverse acquisition

Woomera Mining Limited Statutory Accounts for 30 June 2018

Other information

The directors are responsible for the other information. The other information comprises the information in the Group’s annual report for the year ended 30 June 2018, but does not include the financial report and the auditor’s report thereon.

Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the directors for the Financial Report

The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the Financial Report

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.

A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at: http://www.auasb.gov.au/auditors_responsibilities/ar1.pdf

This description forms part of our auditor’s report.

Woomera Mining Limited Statutory Accounts for 30 June 2018

Report on the Remuneration Report

Opinion on the Remuneration Report

We have audited the Remuneration Report included in pages 6 to 12 of the directors’ report for the year ended 30 June 2018.

In our opinion, the Remuneration Report of Woomera Mining Limited, for the year ended 30 June 2018, complies with section 300A of the Corporations Act 2001 .

Responsibilities

The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

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BDO Audit (SA) Pty Ltd

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Paul Gosnold Director Adelaide, 21 September 2018

Woomera Mining Limited Statutory Accounts for 30 June 2018

ASX ADDITIONAL INFORMATION

Additional information required by the ASX Limited Listing Rules not disclosed elsewhere in this Annual Report is set out below:

1. SHAREHOLDINGS

The issued capital of the Group as at 12 September 2018 is 112,704,433 ordinary fully paid shares, of which 52,646,413 are quoted on the ASX and 60,058,020 are unquoted. All issued ordinary fully paid shares carry one vote per share.

Ordinary Shares

Share Range	Total holders	Units	% Units
1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 Over	99 212 319 819 174	98,554,762 1,989,633 11,535,819 176,537 447,682	87.45 1.77 10.24 0.16 0.40
Rounding Total	1,623	112,704,433	100.00 -0.02

Unmarketable Parcels
Units Minimum Parcel Size Holders
639,780 Minimum $ 500.00 parcel at $ 0.0900 per unit 5,556 996

Register Current Holders Nil Holders Units Sub-register
1,331 714 39,827,804 276 85 12,818,609 1,607 799 52,646,413 ORDINARY FULLY PAID SHARES (ORD) Chess Issuer Total
27 0 53,382,327 27 0 53,382,327 Issuer SHARES ESCROWED UNTIL 05/03/20 (ES1) Total
7 0 6,439,979 7 0 6,439,979 SHARES ESCROWED UNTIL 23/02/19 (ES2) Issuer Total
1 0 235,714 1 0 235,714 SHARES ESCROWED UNTIL 27/11/18 (ES7) Issuer Total
Class Totals 1,642 799 112,704,433

Woomera Mining Limited Statutory Accounts for 30 June 2018

Options

The un-listed options of the Group as at 12 September 2018 are 17,332,835 which are all unquoted.

Expiry Date	Total holders	Units
23 February 2019 23 February2021	5 2	14,332,835 3,000,000
Total	7	17,332,835

2. TOP 20 SHAREHOLDERS AS AT 12 SEPTEMBER 2018

Rank Name	Units	% of Units
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 MR BIN LIU MR DING SHING CHOI MR HEJUN ZHU MR GOVARDHAN ANTHONY MR RUERD AKERSLOOT DAVAN NOMINEES PTY LTD MR JASPER JOHAN VAN HET NEDEREND SNIPPEN PTY LTD MARCUS DALLAS LA VINCENTE + ROSALIE MOYA LA VINCENTE MR ALAN JOHN PAXTON MR GABRIEL GOVINDA ELBEE PTY LIMITED MR ROBERT HUNT GERARD ANDERSON DAVAN NOMINEES PTY LTD HOUMAR NOMINEES PTY LTD CASADA HOLDINGS PTY LTD JUDITH ROSE TRIGGS + DONALD TRIGGS ADELAIDE EQUITY PARTNERS LTD BALLIMORE EXPLORATION PTY LTD	15,715,167 12,153,338 9,604,006 8,240,401 6,879,348 5,356,205 2,888,677 1,917,000 1,796,875 1,500,000 1,280,953 1,184,750 1,100,000 1,080,000 1,060,000 1,060,000 1,060,000 1,060,000 1,015,625 1,000,000	13.94 10.78 8.52 7.31 6.10 4.75 2.56 1.70 1.59 1.33 1.14 1.05 0.98 0.96 0.94 0.94 0.94 0.94 0.90 0.89
Totals: Top 20 holders of ORDINARY FULLY PAID SHARES (TOTAL) Total Remaining Holders Balance	76,952,345 35,752,088	68.28 31.72
Total Register	112,704,433	100.00

3. SUBSTANTIAL SHAREHOLDERS AS AT 12 SEPTEMBER 2018

Rank Name	Units	% of Units
1 2 3 4 5 DAVAN NOMINEES PTY LTD HOUMAR NOMINEES PTY LTD CASADA HOLDINGS PTY LTD JUDITH ROSE TRIGGS + DONALD TRIGGS ADELAIDE EQUITY PARTNERS LTD	15,715,167 12,153,338 9,604,006 8,240,401 6,879,348	13.94 10.78 8.52 7.31 6.10
Total Shareholders who own more than 5%	52,592,260	46.65

Woomera Mining Limited Statutory Accounts for 30 June 2018

CORPORATE DIRECTORY

Directors

Neville Martin - Non Executive Chairman Gerard Anderson - Executive Director Don Triggs - Executive Director David Lindh - Non Executive Director Joe Fekete - Non Executive Director

Share Registry

Computershare Investor Services Level 2, 45 St George’s Terrace Perth, WA, 6000 T +61 8 9323 2000 F +61 8 9323 2033

Banker

Company Secretary

Jonathan Lindh.

Registered Office

Suite 116 147 Pirie Street Adelaide, SA, 5000 T +61 8 8232 6201 Website: www.woomeramining.com.au Email: [email protected]

National Australia Bank Limited Adelaide Central Business Banking Centre 9/22 King William Street Adelaide, SA, 5000

Auditor

BDO Audit (SA) Pty Ltd Level 7, 420 King William Street Adelaide, SA, 5000 AUSTRALIA Tel: +61 8 7324 6000

Stock Exchange Listings

Australian Securities Exchange ASX Code: WML

Woomera Mining Limited Statutory Accounts for 30 June 2018

AI assistant

ORBMINCO LIMITED — Annual Report 2018

65473_rns_2018-09-24_427e1782-12ac-49c7-bc08-125efc297147.pdf

Contents

Contents

Highlights &

Highlights and Achievements

Letter from the Chairman

Board of Directors

Board of Directors and Key Personnel

Mr Neville Martin – Non-Executive Director and Chairman

Mr Gerard Anderson – Managing Director

Mr Donald Triggs – Executive Director

Mr David Lindh OAM – Non-Executive Director

Mr Joe Fekete – Non-Executive Director

Mr Jonathan Lindh – Company Secretary

Company

Company History

Corporate Objectives

Exploration Focus

Operations

Operations Report

Musgrave Alcurra-Tieyon Project

Gawler Craton - Labyrinth Project

Gawler Craton - Carulinia Project

Gawler Craton - NAWA Project

Hard Rock Lithium

Pilbara - Pilgangoora Region

South East Yilgarn - Mount Cattlin Project

South East Yilgarn – Cowan Project

Lakes Lithium Project

Lakes Tay and Sharpe

Lake Dumbleyung

T ~~enement~~

Tenement Schedule

South Australian Granted Tenements

South Australian Applications for New Tenements

Western Australian Granted Tenements

Western Australian Applications for New Tenements

Operations

Review of Company Projects

Musgrave Alcurra-Tieyon Project

OZ Minerals Heads of Agreement

Musgrave Tenement Geology

Musgrave Minerals Prospectivity

Native Title Mining Agreement

Native Title Cultural Heritage Survey

Gawler Craton Projects

Gawler Craton Geology

Carulinia Project

Carulinia Project Geology

Carulinia Project Prospectivty

Gawler Craton Labyrinth Project

Labryinth Project Geology

Labryinth Project Prospectivity

Gawler Craton Nawa Project

Nawa Project Geology

Nawa Project Prospectivity

Hard Rock Lithium Projects

Pilgangoora Lithium Project

Pilgangoora Project Geology

Pilgangoora Project Prospectivity

Mt Cattlin Project

Mt Cattlin Project Geology

Mt Cattlin Project Prospectivity

Cowan Project

Cowan Project Geology

Cowan Project Prospectivity

Lithium Brines Projects

Lithium Brines Geology

Lithium Brines Prospectivity

F ~~inancial~~ Report

WOOMERA MINING LIMITED

Contents

DIRECTOR’S REPORT

PRINCIPAL ACTIVITIES

DIRECTORS

CORPORATE GOVERNANCE

SIGNIFICANT CHANGES IN STATE OF AFFAIRS

SUBSEQUENT EVENTS

ORBMINCO LIMITED Annual Report 2018

T enement

F inancial Report