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ORBMINCO LIMITED Annual Report 2021

Sep 14, 2021

65473_rns_2021-09-14_65219216-10d9-4207-b9b1-258e62b73082.pdf

Annual Report

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WOOMERA MINING LIMITED ACN 073 155 781

FULL YEAR STATUTORY REPORT FOR THE YEAR ENDED 30 JUNE 2021

Contents

FULL YEAR STATUTORY REPORT .......................................................................................................................... 1 DIRECTOR’S REPORT .............................................................................................................................................. 2 REMUNERATION REPORT - AUDITED .................................................................................................................... 5 AUDITORS INDEPENDENCE DECLARATION ........................................................................................................ 12 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME ..................... 13 CONSOLIDATED STATEMENT OF FINANCIAL POSITION ................................................................................... 14 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY .................................................................................... 15 CONSOLIDATED STATEMENT OF CASH FLOWS ................................................................................................. 16 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS .............................................................................. 17 DIRECTORS’ DECLARATION .................................................................................................................................. 37 INDEPENDENT AUDITORS REPORT ..................................................................................................................... 38 ASX ADDITIONAL INFORMATION .......................................................................................................................... 41

Woomera Mining Limited Statutory Accounts for 30 June 2021

1

DIRECTOR’S REPORT

FOR THE FINANCIAL YEAR ENDED 30 JUNE 2021

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 2021.

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

PRINCIPAL ACTIVITIES

The principal activity of Woomera Mining Limited (Woomera or the Company) is the exploration and delineation of Mineral Resources.

Woomera is an ASX listed exploration company based in Adelaide, South Australia with its primary focus during FY2021 being the Mt Venn Greenstone Belt in Western Australia (Mt Venn Gold & PGE/Ni-Cu Project) where it identified a number of high-priority, drill-ready gold and nickel-copper-PGE targets.

The Company also holds tenements in the Musgrave Province and Gawler Craton of South Australia which are considered prospective for precious and base metals.

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

DIRECTORS

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

Ian Gordon - Non Executive Chairman (Appointed 14 October 2020)
David Richards - Non Executive Director (Appointed 14 October 2020)
David Lindh - Non Executive Director
Neville Martin - Non Executive Chairman (Resigned 26 November 2020)
Don Triggs - Executive Director (Resigned 14 October 2020)
Gerard Anderson - Executive Director (Resigned 14 October 2020)
Joe Fekete - Non Executive Director (Resigned 14 October 2020)
Kevin Seymour - Managing Director (Appointed 1 February 2021)

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://www.woomeramining.com.au/corporate-governance/

SIGNIFICANT CHANGES IN STATE OF AFFAIRS

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

On 8 July 2020, Woomera Mining announced that it had received binding commitments for a Share Placement to raise $252,000 from institutional, sophisticated and professional investors and announces a fully underwritten 2 for 3 non-renounceable Rights Offer at $0.012 to raise up to $1.6 million.

On 17 August 2020, Phase 2 drilling program commenced at the Mt Venn Gold Project, located 30km from Gold Road Resources’ Gruyere gold deposit in Western Australia.

On 6 October 2020, Phase 2 drilling program commenced at Mt Venn Gold Project, located 30km from Gold Road Resources’ Gruyere gold deposit in Western Australia.

On 14 October 2020, Woomera Mining announced that it was undertaking a Board Restructure. Woomera has appointed to the Board two Perth-based directors, Mr Ian Gordon and Mr David Richards. Mr Neville Martin retired from the role of Non-Executive Chairman at Woomera’s Annual General Meeting on 25 November 2020, with Mr Gordon to assume the role thereafter. Adelaide and Melbourne based directors Mr Gerard Anderson, Mr Donald Triggs and Mr Joe Fekete retired from their respective Board positions on 14 October 2020, but continued their involvement with the Company under part-time consultancy arrangements.

Woomera Mining Limited Statutory Accounts for 30 June 2021

2

On 8 December, Woomera Mining announced the commencement of RC Drilling Program at Mt Venn Gold Project. The drilling program targeted the undrilled, high-grade Chapman’s Reward gold prospect.

On 11 February 2021, Woomera Mining announced that it is reviewing its Lithium Tenements.

On 12 April 2021, Woomera Mining announced that it has received binding commitments for a Share

Placement to raise approximately $2.5 million from institutional, sophisticated and professional Investors.

On 7 May 2021Woomera Mining commenced a drilling program at its Three Bears prospect within the Mt Venn project.

On 3 June 2021, Woomera Mining announced significant gold intersections at Three Bears.

On 24 June 2021, Woomera Mining announced additional significant gold intersections at Mt Venn.

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

SUBSEQUENT EVENTS

In the directors’ opinion no matter or circumstance has arisen since the end of the financial year that has significantly affected or may significantly affect the operations of the group, the results of those operations or the state of affairs of the group in future years.

LIKELY DEVELOPMENTS

Woomera intends to continue actively exploring its portfolio of precious metal and base metal tenements throughout Western Australia and South Australia.

Mt Venn is Woomera’s principal exploration project and will remain the focus for exploration during FY2022. Woomera intends to follow-up drilling at the Three Bears gold prospect and advance nickel-copper and platinum group element (Ni-Cu-PGE) exploration over the Mt Cumming Sill Complex in the north of Mt Venn.

Reconnaissance exploration is planned over the Broomehill (Ni-Cu-Au) tenement in Western Australia in addition to geochemical plus geophysical surveys over the Musgrave (Ni-Cu) Project and the Labyrinth (Cu-Au) Project, both in South Australia.

Woomera will continue to evaluate its portfolio of tenements and will prioritize work programs accordingly, while it seeks new project opportunities that will add shareholder value; and divests any non-core assets.

The Company continues to evaluate its Lithium assets with the aim to maximize shareholder returns.

DIRECTORS’ INTERESTS AND BENEFITS

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

Director Ordinaryshares Ordinaryshares Ordinaryshares Unlisted Options Unlisted Options Listed Options Listed Options
Direct Indirect Total Direct Total Indirect Total
Ian Gordon 2,470,588 - 2,470,588 10,000,000 10,000,000 1,405,740 1,405,740
David Richards 1,470,588 - 1,470,588 10,000,000
10,000,000
735,294 735,294
David Lindh - 33,912,885 33,912,885 - - 10,256,821 10,256,821
Kevin Seymour 5,882,352 - 5,882,352 - - 2,941,176 2,941,176
9,823,528 33,912,885 43,736,413 20,000,000 20,000,000 15,339,031 15,339,031

REVIEW OF RESULTS

The loss of the Group for the year ended 30 June 2021 after income tax was $1,402,598 (2020: $911,908). A more detailed review of operations can be found in the Operations Report of the Annual Report.

Woomera Mining Limited Statutory Accounts for 30 June 2021

3

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
18 September 2019 18 September 2021 $0.08 15,597,931
4 October 2019 18 September 2021 $0.08 3,500,000
19 December 2019 18 September 2021 $0.08 16,525,248
19 August 2020 30 June 2023 $0.03 78,466,171
26 November 2020 31 December 2022 $0.05 20,000,000
19 April 2021 30 June 2023 $0.03 10,000,000
31 May 2021 31 May 2024 $0.035 79,779,478

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

There were 14,332,835 options cancelled during the year as they were not exercised by their due date of 23 February 2021.

No options have been exercised during the 20/21 Financial Year.

DIVIDENDS

No dividend was paid for the year ended 30 June 2021 nor have any amounts been paid or declared by way of dividend during the year.

MEETINGS OF DIRECTORS

The information on the attendance at Directors’ meetings is as follows:

Number Eligible to Number Attended in
Attend in 2021 2021
Mr Neville Martin 4 4
Mr Don Triggs 2 2
Mr Gerard Anderson 2 2
Mr David Lindh 9 9
Mr Joe Fekete 2 2
Mr Ian Gordon 7 7
Mr David Richards 7 7
Mr Kevin Seymour 4 4

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 twice (2) during the year, with all members in attendance. Mr Jonathan Lindh also attended the Audit & Risk Committee meetings.

PROCEEDINGS ON BEHALF OF THE COMPANY

No Legal proceedings were advised on any matter for the Group.

ENVIRONMENTAL COMPLIANCE

The Group 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

Insurances

During the financial period, the Group incurred premiums of $23,260 for professional indemnity insurance for directors.

Woomera Mining Limited Statutory Accounts for 30 June 2021

4

Insurance of officers

The 2020/2021 policy was to insure the directors, company secretaries and officers of the Group. The liability insured is the indemnification of the Directors 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 Group 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 Group 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 Group to provide an indemnity for liability incurred as an officer of the Group, to the maximum extent permitted by law.

Under the deeds, the Group 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 Group’s auditor is “BDO Audit (SA) Pty Ltd”, and acts 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 24 to the financial statements. The Board of Directors, in accordance with advice from the Audit & Risk Committee, are satisfied that the services disclosed in note 24 did not compromise the external auditor’s independence for the following reasons:

  • i) all non-audit services are reviewed and approved by the Audit & Risk Committee prior to commencement to ensure they do not adversely affect the integrity and objectivity of the auditor; and Audit Committee to confirm.

  • 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 (including Independence Standards) 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 2021 has been received and can be found on page 12 and forms part of the Directors’ Report.

REMUNERATION 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 Group in accordance with section 308 (3c) of the Corporations Act 2001 .

For the purposes 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 Group, directly or indirectly, including any directors of the Company.

The report covers the following Key Management Personnel:

Executive Directors
Kevin Seymour Executive Director & Managing Director (appointed 1 February 2021)
Gerard Anderson Executive Director & Managing Director (resigned 14 October 2020)
Don Triggs Executive Director & Exploration Director(resigned 14 October 2020)
Non- Executive Directors
Ian Gordon Non-Executive Director & Chairman (appointed 14 October 2020)
David Richards Non-Executive Director (appointed 14 October 2020)
David Lindh Non-Executive Director
Neville Martin Non-Executive Director & Chairman (resigned 14 October 2020)
Joe Fekete Non-Executive Director (resigned 14 October 2020)

Woomera Mining Limited Statutory Accounts for 30 June 2021

5

REMUNERATION STANDARD AND PRINCIPLES

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

  • Provide reasonable and not excessive compensation to employees for the services they provide to the Group;

  • 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 Group 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 Group.

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 and then increased to $50,000 from 1 January 2021 each exclusive of statutory superannuation and the Chairman’s fee at $60,000 and then from 1 January 2021 it was decreased to $50,000 exclusive of statutory superannuation. In setting the fee, the Board will have regard to market rates and the circumstances of the Group and consequent expected workloads of the directors.

The Audit & Risk Committee has 2 members, Mr David Lindh (Chairman) and Mr Joe Fekete. The director Mr David Lindh receives an annual committee fee of $10,000.

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 a director until his resignation on the 14 October 2020 and was paid $19,982 for consulting fees via a related party transaction as a contractor. The company, Fekete Management Services Pty Ltd, contracts to the Group on authorised special projects where he supplies separate Accounting Support. The fees are in relation to preparation of the R&D Reporting, Full Year and Half Year Accounts and Reports.

EXECUTIVE REMUNERATION

The objective of the Group’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 Group. Remuneration is a fixed base remuneration.

There are no at risk elements of the total remuneration.

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, Group 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

There is no variable remuneration in place at this time.

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

Woomera Mining Limited Statutory Accounts for 30 June 2021

6

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 non-executive directors, executive directors and senior managers who are considered to be key management personnel of the Group.

Percent
Post- age
Short-term benefits employment Total perfor
benefits mance
related
Share
Based
Short- Other Payment
Cash term benefits In-lieu of (Options
salary incentive (1) Termination Superannuation issued)
$ $ $ $ $ $ $
Non - Executive directors
Neville Martin, Director & Chairman (Resigned 14 October 2020)
2021 20,091 - - - 3,210 - 23,301 -
2020 54,795 - - - 5,205 - 60,000 -
David Lindh, Director
2021 50,115 - - - 5,845 - 55,960 -
2020 45,662 - - - 4,338 - 50,000 -
Ian Gordon, Director & Chairman (Appointed 14 October 2020)
2021 33,055 - - - 3,140 127,147 163,342
-
2020 - - - - - - -
David Richards, Director (Appointed October 2020)
2021 33,055 - - - 3,140 127,147 163,342
-
2020 - - - - - - - -
Joe Fekete, Director (Resigned 14 October 2020)
2021 8,164 - - - - - 8,164 -
2020 46,000 - - - - - 46,000 -
Executive directors
Kevin Seymour, Managing Director, (Appointed 1 February 2021)
2021 83,333 - 7,126 - 7,917 - 98,376 -
2020 - - - - - - - -
Don Triggs, Exploration Director, (Resigned 14 October 2020)
2021 59,805 - (19,663) 30,000 6,450 - 76,592 -
2020 166,500 - 5,160 - 15,817 - 187,477 -
Gerard Anderson, Managing Director, (Resigned 14 October 2020)
2021 38,507 - (22,065) 59,190 3,124 - 78,756 -
2020 180,859 - 6,746 - 17,181 - 204,786 -
TOTAL
2021 326,125 - (34,572) 89,190 32,826 254,294 667,863 -
2020 493,816 - 11,906 - 42,541 - 548,263 -

Other benefits include the accrual for annual leave entitlements

Woomera Mining Limited Statutory Accounts for 30 June 2021

7

Company performance

The following table sets out summary information about the Group’s earnings and movements in shareholder wealth.

Profit/(loss) after tax
Basic earnings per share
Share price at financial year end ($)
30 June 2021
(1,402,598)
(0.41)
0.022
30 June 2020
(911,908)
(0.54)
0.013
30 June 2019
(779,300)
(0.69)
0.025
30 June 2018
(4,236,886)
(5.17)
0.089

Performance Based Remuneration

During the 2021 financial year, no short-term incentives or long-term incentives were granted by the Group. No performance-based payments were paid or forfeited during the 2021 financial year. There were 20,000,000 options issued to Directors. Mr Ian Gordon and Mr David Richards received 10,000,000 each. They have a 5c exercise price expiring on 21 December 2022.

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:

2021
2020
Fixed
Remuneration

At risk – short

At risk – short
term incentive 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 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 a non-trading period.

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 14[th] October 2020, Mr Triggs and Mr Anderson resigned as Executive Directors and commenced Consulting Agreements.

On 3 December 2020, the Board appointed Mr Kevin Seymour as Managing Director with a commencement date of 1 February 2021. Mr Seymour’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.

Woomera Mining Limited Statutory Accounts for 30 June 2021

8

Name Terms/Notice periods/Termination
payment
Kevin Title Managing Director
Seymour
Salary Mr Seymour is paid $200,000 plus
superannuation as a total remuneration.
Employment Benefits Reimbursement of expenses including
reasonable travel & out of pocket expenses
related to undertaking the role of Managing
Director.
Short term and long term incentives Mr Seymour may be offered the right to
participate in any incentive plan established by
the Company providing for short term and long
term incentives. As part of his employment
contract he received 15,000,000 options. This
will be allotted once it is ratified at the next
Term of Employment AGM.
Mr Seymour will act in the role effective from 1
Termination Notices February 2021.
Mr Seymour may terminate his employment
with the Company without cause by giving 1
months’ notice. The Company may terminate
Mr Seymour’s employment with the Company
without cause at any time by giving 1 months’
notice.

SHARE-BASED COMPENSATION

Issue of Shares

No shares were issued to Directors or Key Management Personnel as part of remuneration during the financial year (2020: Nil).

Options granted to Directors’ and Officers of the Company

There were 20,000,000 options issued in total, 10,000,000 to Mr Ian Gordon and 10,000,000 to Mr David Richards. The options are exercisable at $0.05 and expiry at 21 December 2022, issued as compensation to the board in the 2021 financial year. The fair value of these options is $254,294. (2020: Nil).

No other long-term incentives were granted as part of remuneration during the 2021 financial year (2020: 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.

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 2021 are as follows:

Balance at Balance at Acquired
during
Options
converted
Disposed
during
Shares held at Balance at
30 June
1 July 2020 year during year the year resignation date 2021
Executive Directors
K Seymour - 5,882,352 - - - 5,882,352
D Triggs 8,610,401 5,740,268 - - (14,350,669) -
G Anderson 2,979,917 1,986,612 - - (4,966,529) -

Non -Executive Directors

Woomera Mining Limited Statutory Accounts for 30 June 2021

9

I Gordon - 2,470,588 - - - 2,470,588
D Richards - 1,470,588 - - - 1,470,588
N Martin 13,776,672 5,739,516 - - (19,516,188) -
D Lindh 20,365,863 13,547,022 - - - 33,912,885
J Fekete 50,000 33,334 - - (83,334) -
Senior Executives
- - - - - - -
Total 45,782,853 36,870,280 - - (38,916,720) 43,736,413

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 2021 are as follows:

Balance at Balance at Acquired
during
Options
converted
Lapsed
during the
Options held
at
resignation
Balance at
30 June
1 July 2020 year during year year date 20211
Executive Directors
K Seymour - 2,941,176 - - - 2,941,176
D Triggs 2,000,000 2,870,135 - - (4,870,135) -
G Anderson 4,597,709 993,306 - - (5,591,015) -
Non -Executive Directors
I Gordon - 11,405,740 - - - 11,405,740
D Richards - 10,735,294 - - - 10,735,294
N Martin 600,000 1,219,825 - - (1,819,825) -
D Lindh 2,000,166 8,256,655 - - - 10,256,821
J Fekete 20,000 16,667 - - (36,667) -
Senior Executives
- - - - - - -
Total 9,217,875 38,438,798 - - (12,317,642) 35,339,031

1 All options are vested and exercisable

END OF AUDITED REMUNERATION REPORT

Woomera Mining Limited Statutory Accounts for 30 June 2021

10

INDEPENDENT AUDIT OF REMUNERATION REPORT

The Remuneration Report has been audited by BDO Audit (SA) Pty Ltd. Please see page 38 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 Ian Gordon Chairman Adelaide, South Australia 15 September 2021

Woomera Mining Limited Statutory Accounts for 30 June 2021

11

==> picture [78 x 31] intentionally omitted <==

Tel: +61 8 7324 6000 Fax: +61 8 7324 6111 www.bdo.com.au

Level 7, BDO Centre 420 King William Street Adelaide SA 5000 GPO Box 2018, Adelaide SA 5001 AUSTRALIA

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 2021, I declare that, to the best of my knowledge and belief, there have been:

  1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

  2. 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.

==> picture [146 x 61] intentionally omitted <==

Paul Gosnold Director

BDO Audit (SA) Pty Ltd

Adelaide, 15 September 2021

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.

Woomera Mining Limited Statutory Accounts for 30 June 2021

12

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE FINANCIAL YEAR ENDED 30 JUNE 2021

NOTE
Other income
2 (a)
Total revenue and other income
Exploration and evaluation expenditure
2 (b)
Impairment of exploration assets
2 (b)
Employee & Director Fees and Benefits
2 (c)
Finance expenses
2 (d)
Administration expenses
2 (e)
Other expenses
2 (f)
Profit / (Loss) before income tax
Income tax(expense)/benefit
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 income 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)
12
CONSOLIDATED
2021
$
2020
$
40,342
18,030
40,342
18,030
3,814
(7,470)
(219,992)
(17,385)
(554,523)
(340,780)
(6,840)
(4,375)
(496,751)
(436,542)
(50,038)
(35,897)
(1,283,988)
(824,419)
(118,610)
(87,489)
(1,402,598)
(911,908)
(1,402,598)
(911,908)
-
-
(1,402,598)
(911,908)
(0.41)
(0.54)

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 2021

13

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2021
NOTE
CURRENT ASSETS
Cash and cash equivalents
4
Trade and other receivables
5
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Property, plant and equipment
Right-of-use assets
7
Exploration and evaluation expenditure
6
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
8
Short Term Refinancing
Provisions
9
Lease liabilities
10
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Deferred tax liabilities
3
Lease liabilities
10
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS / (LIABILITIES)
EQUITY
Issued capital
11
Reserves
11
Accumulated losses
TOTAL EQUITY
CONSOLIDATED
2021
$
2020
$
2,503,618
253,370
109,333
35,202
2,612,951
288,572
15,948
12,186
41,835
42,775
5,493,650
4,320,326
5,551,433
4,375,287
8,164,384
4,663,859
734,539
316,736
25,340
18,636
7,126
41,112
28,893
37,386
795,898
413,870
-
-
13,724
6,452
13,724
6,452
809,622
420,322
7,354,762
4,243,537
14,243,420
10,099,689
784,972
414,880
(7,673,630)
(6,271,032)
7,354,762
4,243,537

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

Woomera Mining Limited Statutory Accounts for 30 June 2021

14

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE FINANCIAL YEAR ENDED 30 JUNE 2021

CONSOLIDATED
Balance at 30 June 2019
Loss for the Year
Other comprehensive
income
Total comprehensive
income
Transactions with owners
in their capacity as owners
Shares issued net of
transaction costs
Options Issued on Share
transaction
Balance at 30 June 2020
Loss for the Year
Other comprehensive
income
Total comprehensive
income
Transactions with owners
in their capacity as owners
Shares issued net of
transaction costs
Options Issued
Balance at 30 June 2021
Share
Capital
Accumulated
Losses
Reserves
TOTAL
8,584,796
(5,359,124)
384,600
3,610,272
-
(911,908)
-
(911,908)
-
-
-
-
-
(911,908)
-
(911,908)
1,514,893
-
-
1,514,893
-
-
30,280
30,280
10,099,689
(6,271,032)
414,880
4,243,537
-
(1,402,598)
-
(1,402,598)
-
-
-
-
-
(1,402,598)
-
(1,402,598)
4,143,731
-
-
4,143,731
-
-
370,092
370,092
14,243,420
(7,673,630)
784,972
7,354,762

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 2021

15

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE FINANCIAL YEAR ENDED 30 JUNE 2021

NOTE CONSOLIDATED
2021
$
2020
$
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers and employees (440,756)
(463,771)
Interest and other finance costs (6,717)
(3,361)
Proceeds from ATO – Cash Boost & FBT Refunds 39,146
17,291
Research & Development tax incentives received 1,191
57,904
Net cash (used in) operating activities
20(b)
(407,136)
(391,937)
CASH FLOWS FROM INVESTING ACTIVITIES
Interest received 4
739
Research & Development tax incentives received 40,906
324,268
Payment for property, plant, and equipment (7,734)
(3,000)
Payments for expenditure on exploration assets (1,434,222)
(684,929)
-
(1,000,000)
Payment for acquisition of Yamarna West Pty Ltd
Net cash provided by / (used in) investing activities (1,401,046)
(1,362,922)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares and other equity securities 4,597,112
1,486,799
Payment of share issue costs (456,193)
(206,215)
Loans repaid (36,142)
(23,596)
Repayment of lease liabilities (46,347)
(29,491)
Net cash provided by/(used in) financing activities 4,058,430
1,227,497
NET INCREASE/(DECREASE) IN CASH AND CASH
EQUIVALENTS
2,250,248
(527,362)
Cash and cash equivalents at the beginning of the year 253,370
780,732
Cash and cash equivalents at the end of the year
4
2,503,618
253,370

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 2021

16

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 JUNE 2021

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 15 September 2021 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 is 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) 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.

The Group incurred a net loss after income tax of $1,402,598 for the year ended 30 June 2021 (2020: net loss after income tax of $911,908) and net operating cash outflows of $407,136 (2020: $391,937).

The Group’s ability to continue as a going concern is contingent on raising additional capital and/or the successful exploration and subsequent exploitation of its areas of interest through sale or development. The matters set out above indicate the existence of a material uncertainty that may cast significant doubt about the entity’s ability to continue as a going concern and therefore the entity may be unable to realise its assets and discharge its liabilities in the normal course of business. The financial statements do not include any adjustments that may be necessary if the consolidated entity is unable to continue as a going concern.

The company has raised $4,597,112 during the 20/21 financial year and has $2,503,618 in cash and cash equivalents.

Accordingly, the Directors believe there are sufficient funds to meet the Group’s working capital requirements 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 foreseeable future.

The directors expect that if the Group requires further funding it would be successful in securing the additional funds through equity issues subject to market conditions.

c) 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 18. 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.

Woomera Mining Limited Statutory Accounts for 30 June 2021

17

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.

d) New Accounting Standards and Interpretations

The Group has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board (the AASB) that are mandatory for the current annual reporting period. Adoption of these Standards and Interpretations did not have a material impact on the financial statements.

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 2021.

e) 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) Economic Impact of COVID-19 Outbreak On 11 March 2020 the World Health Organisation declared COVID-19 a pandemic. COVID-19 continues to be a developing situation and the assessment of this situation needs continued attention as it evolves over time through these new strains. The rapid development and fluidity of the COVID-19 situation makes it difficult to predict the ultimate financial impact at this point in time. The directors do not underestimate the seriousness of the issue and the effect it will continue to have on the global economy and many businesses across the world however they have assessed that it is not possible to quantify the likely impact at this stage. Currently the only noteable impact on the company is the movement of personnel between states of Western Australia and South Australia. The Company is minimising this impact by utilising contractors and casual personnel within the states that the tenement activity is undertaken.

f) 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 profit or loss. 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.

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

Woomera Mining Limited Statutory Accounts for 30 June 2021

18

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 Consolidation

Woomera Mining Limited (the ‘head entity’) and its wholly-owned Australian subsidiaries have formed an income tax consolidated group under the tax consolidation regime. The head entity and each subsidiary in the tax consolidated group continue to account for their own current and deferred tax amounts. The tax consolidated group has applied the ‘separate taxpayer within group’ approach in determining the appropriate amount of taxes to allocate to members of the tax consolidated group.

In addition to its own current and deferred tax amounts, the head entity also recognises the current tax liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused tax credits assumed from each subsidiary in the tax consolidated group.

Junior Mining Exploration Incentive

Woomera Mining Limited has lodged with the Australian Taxation Office (ATO) an application to participate in the Junior Minerals Exploration Incentive (JMEI) scheme for the 2021/2022 tax year.

Woomera are awaiting confirmation and details that our application has been accepted.

The Group has received an allocation of up to $419,812 in tax credits which can be distributed to Eligible Shareholders. Eligible Shareholders must be Australian residents who apply for and are issued ordinary shares in Woomera’s capital raising activities between 1 July 2020 and 30 June 2021. JMEI credits will be distributed to all Eligible Shareholders on a pro-rata basis.

From the 20/21 Financial year we have a maximum JMEI balance of $362,262 and this may be able to be distributed in the 30 June 2022 year depending on the actual exploration expenditure and tax loss in that year.

There were 316,669,173 shares issued during the financial year to 822 Shareholders.

From the above it is estimated that the Tax Credit is $0.00115 per share for the 822 Eligible Shareholders.

g) Cash and Cash Equivalents

Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other shortterm, 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.

h) 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 expected credit losses.

The Group has applied the simplified approach to measuring expected credit losses, which uses a lifetime expected loss allowance. To measure the expected credit losses, trade receivables have been grouped based on days overdue.

Woomera Mining Limited Statutory Accounts for 30 June 2021

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i) 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

Joint arrangements are classified as joint operations where 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 recognises 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.

j) 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.

k) Right-of-use Assets

A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site or asset.

Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the asset, whichever is the shorter. Where the Group expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for any re-measurement of lease liabilities.

The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred

l) Financial Instruments

Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions to the instrument. For financial assets, this is the date that the Group commits itself to either the purchase or sale of the asset (i.e. trade date accounting is adopted).

Woomera Mining Limited Statutory Accounts for 30 June 2021

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Financial Assets

Initial Recognition and Measurement

Financial assets are classified as financial assets at fair value through profit or loss, fair value through other comprehensive income or amortised cost. The Group determines the classification of its financial assets at initial recognition.

All financial assets (except for trade receivables) are recognised initially at fair value plus transaction costs, except in the case of financial assets recorded at fair value through profit or loss in which case transaction costs are expensed to profit or loss immediately. Where available the quoted price in an active market is used to determine fair value. In other circumstances, valuation techniques are adopted.

Trade receivables are initially measured at the transaction price if the trade receivables do not contain a significant financing component.

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:

Financial assets at amortised cost

Financial assets are amortised costs are subsequently measured at amortised cost using the effective interest method, less any allowance for expected credit losses.

Financial assets at fair value through profit or loss

Financial assets not measured at amortised cost or at fair value through other comprehensive income are classified as financial assets at fair value through profit or loss. Typically, such financial assets will be either: (i) held for trading, where they are acquired for the purpose of selling in the short-term with an intention of making a profit, or a derivative; or (ii) designated as such upon initial recognition where permitted. Fair value movements are recognised in profit or loss.

Financial assets at fair value through other comprehensive income

Financial assets at fair value through other comprehensive income include equity investments which the group intends to hold for the foreseeable future and has irrevocably elected to classify them as such upon initial recognition.

Financial liabilities

Initial Recognition and Measurement

Financial liabilities 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 effective interest method (EIR). 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 profit or loss.

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

Woomera Mining Limited Statutory Accounts for 30 June 2021

21

  • 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 21.

m) 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.

n) 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 re-measurements 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.

o) Lease Liabilities

A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group's incremental borrowing rate. Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties.

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The variable lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred.

Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down.

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.

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.

q) 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:

Woomera Mining Limited Statutory Accounts for 30 June 2021

23

(a) Revenue

Note
Other Income
Interest revenue – bank deposits
Other Income – ATO Boost
Other Income – FBT Refund prior years
Other Income – R&D Rebate
(b) Exploration and Evaluation Expenditure
Impairment of exploration assets
Exploration and evaluation expenditure
(c) Employee & Director Fees & Other Benefits
Wages & Salaries
Directors fees
Superannuation
Share Based Payments Expense
Annual Leave Expense
Less Capitalised Employee Costs to Exploration and Evaluation
(d) Finance Expenses
Finance costs
Interest paid
Interest paid on lease liabilities
(e) Administration Expenses
Company Secretary & Associated Legal 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
CONSOLIDATED
2021
$
2020
$
4
39,146
-
739
10,000
5,625
1,192
1,666
40,342
18,030
(219,992)
(17,385)
3,814
(7,470)
(216,178)
(24,828)
(344,267)
(347,359)
(106,058)
(156,000)
(19,892)
(32,999)
(254,294)
-
33,986
(13,096)
136,002
208,674
(554,523)
(340,780)
(1,857)
(352)
(1,953)
(1,014)
(3,030)
(3,009)
(6,840)
(4,375)
CONSOLIDATED
2021
$
2020
$
(81,875)
(65,839)
(110,892)
(34,803)
(106,273)
(52,043)
(8,040)
(39,761)
(52,213)
(20,755)
(33,457)
(27,050)
(120,785)
(35,675)
(52,307)
(59,696)
(2,379)
(29,450)
(496,751)
(436,542)

Woomera Mining Limited Statutory Accounts for 30 June 2021

24

(f) Other Expenses

(f)
Other Expenses
Depreciation - plant and equipment
Depreciation – right-of-use assets
(3,972)
(5,343)
(46,066)
(30,544)
(50,038)
(35,897)

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 26.0% (2020: 27.5%)
Tax effect of amounts which are not deductible (taxable) in calculating
taxable income:
Non-assessable cash flow boost
Non-deductible expenditure
Tax effect of current year tax losses for which no deferred tax asset has
been recognised
Income tax expense
(1,283,988)
(824,419)
(333,837)
(226,715)
(10,178)
(2,750)
66,116
-
396,509
316,954
118,610
87,489

b) Income Tax Recognised Directly in Equity

An amount of $118,610 (2020: 87,489) has been charged directly to equity during the period, for the tax effect on issue costs.

c) Deferred Tax Assets

Provisions
Capital raising costs
Payables
Lease liability
Carry forward tax losses1
Total
1,782
10,689
158,923
105,788
1,013
-
10,654
11,398
875,233
245,485
1,047,605
373,360

1 The Group has tax losses of $24,784,680 and capital losses of $5,234,804 that may be available and may be offset against future taxable profits. Deferred tax assets for carried forward tax losses have only been recognised to the extent of offsetting deferred tax liabilities because it is not yet likely that future assessable income will be derived of a nature and amount sufficient to enable the benefit to be realised.

d) Deferred Tax Liabilities

) Deferred Tax Liabilities
Exploration Assets
Right of Use Asset
Total
(1,037,146)
(362,239)
(10,459)
(11,122)
(1,047,605)
(373,360)

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

4. Cash and Cash Equivalents

.
Cash and Cash Equivalents
Cash at bank and on hand
Total
CONSOLIDATED
2021
$
2020
$
2,503,618
253,370
2,503,618
253,370

Woomera Mining Limited Statutory Accounts for 30 June 2021

25

5. Trade and Other Receivables

Prepayments
GST Paid
Trade Debtors
Deposits with Suppliers
Total
30,485
23,421
70,173
11,781
2,075
-
6,600
-
109,333
35,202

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
Exploration Asset Reconciliation:
Balance at 1 July
Acquisitions *
Impairment of exploration expenditure
Additions through normal activities
R&D tax offset refund against capitalised exploration
Balance at 30 June
2021
$
2020
$
4,320,326
2,807,420
-
1,177,100
(219,992)
(17,385)
1,434,222
677,459
(40,906)
(324,268)
5,493,650
4,320,326

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

*Yamarna West Pty Ltd which holds exploration licenses E38/3111 and E38/3150 was acquired for 7,000,000 shares and $1,000,000 in cash. For accounting purposes the Group treated the acquisition as an asset acquisition.

7. Right-of-use Assets

Land and buildings - right-of-use
Less: Accumulated depreciation
Additions to the right-of-use assets during the year were $45,126.
8.
Trade and Other Payables
Trade payables
Accruals
Superannuation Payable
ATO – BAS Payable
9.
Provisions
Employee benefits
10. Lease Liabilities
Lease Liability – current
Lease Liability – non-current
118,455
73,329
(76,620)
(30,554)
41,835
42,775
548,143
132,566
155,897
168,051
4,050
-
26,449
16,119
734,539
316,736
7,126
41,112
7,126
41,112
28,893
37,386
13,724
6,452
42,617
43,838

Woomera Mining Limited Statutory Accounts for 30 June 2021

26

11. Issued Capital and Reserves

Ordinary shares- Fully paid
Balance at beginning of financial
year
Issue of shares to public
Issue of shares on acquisition of
Yamarna West Pty Ltd
Issue of Shares to Advisors
Share issue costs
Tax effect on issue costs
Ordinary fully paid shares at end of
year
CONSOLIDATED AND COMPANY
2021
NUMBER
2021
$
2020
NUMBER
2020
$ 183,076,367
10,099,689
112,704,433
8,584,796
316,669,173
4,597,112
59,371,934
1,486,800
-
-
7,000,000
177,100
-
-
4,000,000
100,000
-
(571,991)
-
(336,496)
-
118,610
-
87,489
499,745,540
14,243,420
183,076,367
10,099,689

Fully paid ordinary shares carry one vote per share and carry the right to dividends. The Company does not have any partly paid shares.

Information relating to options issued, exercised and lapsed during the financial year is set out in note 13.

CONSOLIDATED
Reserves
Option reserve (i)
2021
$
2020
$
784,972
414,880
784,972
414,880

The Options reserve records items recognised as expenses on the issue of options to employees and advisors.

(i)
Option reserve
Opening balance
Options issued1
Balance at end of year
414,880
384,600
370,092
30,280
784,972
414,880

1 Relates to 20,000,000 unquoted options to Directors included within employee & director fees and benefits expense, and 10,000,000 options issued to advisors included within share issue costs.

(ii) Dividends

The directors did not declare a dividend for the June 2021 period.

he directors did not declare a dividend for the June 2021 period.
2021 2020
$ $
Franking credits available for subsequent financial years based
on a tax rate of 26% (2020: 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 financial 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.

Woomera Mining Limited Statutory Accounts for 30 June 2021

27

12. Earnings Per Share

2. Earnings Per Share
2021 2020
CENTS PER CENTS PER
SHARE SHARE
Basic (loss) per share from continued operations (0.41) (0.54)
Diluted (loss) per share from continued operations (0.41) (0.54)
The following reflects the income and share data used in the calculations of the basic and diluted earnings per The following reflects the income and share data used in the calculations of the basic and diluted earnings per The following reflects the income and share data used in the calculations of the basic and diluted earnings per
share:
2021 2020
$ $
Earnings reconciliation
Net loss for the year (1,402,598) (911,908)
Weighted average number of ordinary shares used as the
denominator in calculating basic and dilutive loss per share
341,824,914 168,564,358
Weighted Average Calculation – (Loss) cents per Share (0.41) (0.54)
There are a total of 223,888,828 options on issue. Of which
35,623,179 options on issue with an exercise price of 8c,
20,000,000 options on issue with exercise price of 5c,
79,799,478 options on issue with an exercise price of 3.5c and
88,466,171 options on issue with an exercise price of 3c which
are all considered to be anti-dilutive.

13. Shares based payments

During the 2021 year there were 20,000,000 options issued to directors. However in the 2020 year Woomera Mining Limited issued 7,000,000 fully paid ordinary shares to Cazaly Resources Ltd (ASX: CAZ) as part consideration for the acquisition of an Yamarna West Pty Ltd which are subject to a voluntary escrow period of 12 months. (2020:7,000,000 fully paid ordinary shares).

During the 2021 year Woomera Mining Limited issued 10,000,000 options to advisors which have been recognised in equity within share issue costs (2020: 4,000,000 fully paid ordinary shares and 5,937,194 options).

The options to directors have a fair value of $0.0051 per share, the options to advisors have a fair value of $0.0116 per share. The valuation model inputs used to determine the fair value at the grant date are as follows:

Grant Date Expiry Date Share Price Exercise Expected Dividend Risk-free
at Grant Date Price Volatility Yield interest rate
26/11/20 31/12/22 $0.027 $0.05 115% Nil 1%
08/07/20 30/06/23 $0.019 $0.03 115% Nil 1%

Share based payment arrangements in place during the financial year are summarised below:

Grant Date
Expiry Date
Exercise
Price
23/02/18
23/02/21
$0.20
23/02/18
23/02/21
$0.20
04/10/19
26/11/20
18/09/21
21/12/22
$0.08
$0.05
08/07/20
30/06/23
$0.03
Weighted Average exercise price
Balance at
Start of year
Granted
Expired
Balance at
end of year
6,000,000
-
(6,000,000)
-
8,332,835
-
(8,332,835)
-
5,937,194
-
-
20,000,000
-
5,937,194
20,000,000
-
10,000,000
-
10,000,000
20,270,029
30,000,000
(14,332,835)
35,937,194
$0.16
$0.04
$0.20
$0.05

All options are vested and exercisable. The weighted average remaining contractual life of options outstanding at the end of the financial year was 1.43 years (2020: 0.82 years).

Woomera Mining Limited Statutory Accounts for 30 June 2021

28

14. Commitments for Expenditure
Mineral Properties
Not later than 1 year
Between 1 year and 5 years
2021
2020
733,500
1,387,595
1,650,000
1,846,690
2,383,500
3,234,285

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 Groups interest could be either reduced or forfeited.

15. Leases

Leasing Arrangements

Lease relates to two office facilities.

The Group holds two leases for office facilities one at Suite 116, 147 Pirie Street Adelaide SA and the other is at 5/19 Outram Street West Perth WA.

SA Lease: The term of the lease is for 2 years commencing on 14 September 2019 with an annual gross rental of $39,000 expiring 13 September 2021. At the end of the term of the lease, the Group has a right to extend the lease for a further 3 years to 13 September 2024.

WA Lease: The term of the lease is for 2 years commencing on 1 February 2021 with an annual gross rental of $24,000 expiring 31 January 2022. At the end of the term of the lease, the Group has a right to extend the lease for a further 1 year to 31 January 2023.

All leasing arrangements are recognised in the financial statements.

16. Contingent Liabilities and Contingent Assets

There are no Contingent Liabilities or Contingent Assets.

17. Joint Venture

Yamarna West Pty Ltd (Yamarna) entered into an Exploration Joint Venture Agreement (Mt Venn Joint Venture) in October 2019 with Cazaly Resources Limited (Cazaly; ASX: CAZ), to explore for minerals in the Mt Venn tenements. Yamarna with 80% is the manager of the Mt Venn Joint Venture. Cazaly (20%) is free carried through to the completion of a Pre-Feasibility Study by Yamarna.

18. Controlled Entities

18. Controlled Entities
NAME OF ENTITY COUNTRY OF
INCORPORATION
OWNERSHIP INTEREST
2021 2020
% %
Parent Entity
Woomera Mining Limited Australia 100 100
Subsidiaries
Woomera Exploration Ltd Australia 100 100
Volt Lithium Pty Ltd Australia 100 100
Liquid Lithium Pty Ltd Australia 100 100
Norsa Exploration Pty Ltd Australia 100 100
Yamarna West Pty Ltd Australia 100 100

19. Segment Reporting

Identification of reportable operating segments

Woomera Mining Limited Statutory Accounts for 30 June 2021

29

Management has determined that the Group 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.

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.

20. 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
Accrued Finance costs
Share Based Payments Expense
Expenditure on exploration assets
Impairment of exploration assets
Interest income received
(Increase)/ Decrease in Trade and Other Receivables
Increase/ (Decrease) in liabilities
-
Trade and Other Payables
-
Annual Leave Provisions
Net cash (used in) operating activities
c) Non Cash Financing of Investment activities
Shares issued for acquisition of Yamarna West Pty Ltd
Shares issues to advisors for capital raising
Options issued to Directors
Options issued to Advisors
Additions to right-of-use assets
CONSOLIDATED
2021
$
2020
$
(1,283,988)
(824,419)
50,038
35,897
-
1,014
254,294
-
-
7,470
219,992
17,385
(4)
(739)
(74,131)
96,123
460,649
(33,986)
262,235
13,097
(407,136)
(391,937)
CONSOLIDATED
2021
$
2020
$ -
177,100
-
100,000
254,294
-
115,798
-
45,126
73,329
415,218
350,429

(c) Non Cash Financing of Investment activities

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

Non – Cash changes

Woomera Mining Limited Statutory Accounts for 30 June 2021

30

Net cash
from/(used in)
Insurance Lease Interest financing
2020 Financing Additions Accrued activities 2021
Short-term refinancing 18,636 42,847 - - (36,142) 25,341
Lease liability 43,838 - 45,126 (46,347) 42,617
Total 62,474 42,847 45,126 - (82,489) 67,958

21. Financial Instruments

Financial Risk Management Policies

The Groups principal financial liabilities, comprise accounts payable and overdrafts. 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. 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 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 Group, 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 Group is exposed to through its financial instruments are interest rate 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 Group’s short-term deposits with a floating interest rate. These financial assets with variable rates expose the Group to cash flow interest rate risk. All other financial assets and liabilities in the form of receivables and payables are non-interest bearing.

Liquidity Risk

Woomera Mining Limited Statutory Accounts for 30 June 2021

31

The Group manages liquidity risk by monitoring forecast cash flows. The Groups 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 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 is the carrying amount of each class of cash and cash equivalents, and trade and other receivables as disclosed in the statement of financial position and notes to the financial statements. There are no collateral held as security at 30 June 2021.

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.

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. Management does constantly monitor price movements and seeks ways to minimise the cost on mining activities.

(i) Financial Instruments The Groups 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.

WEIGHTED VARIABLE NON TOTAL AVERAGE INTEREST INTEREST $

Woomera Mining Limited Statutory Accounts for 30 June 2021

32

2021 EFFECTIVE
INTEREST
RATE
%
RATE
$ BEARING
$
Financial assets at amortised cost
Cash and cash equivalents
Trade and other receivables
Financial liabilities at amortised cost
Trade and other payables
Short Term Refinancing
Lease Liabilities
2020
1.25
2,503,618
-
2,503,618
-
-
109,333
109,333
2,503,618
109,333
2,612,951
-
-
734,539
734,539
5.92
25,341
-
25,341
6.00
42,622
-
42,622
67,963
734,539
802,502
Financial assets at amortised cost
Cash and cash equivalents
Trade and other receivables
Financial liabilities at amortised cost
Trade and other payables
Short Term Refinancing
Lease Liabilities
1.25
253,370
-
253,370
-
-
35,202
35,202
253,370
35,202
288,572
-
-
316,736
316,736
5.92
18,636
-
18,636
6.00
43,838
-
43,838
62,474
316,736
379,210
  • (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 2021.

  • (iii) Sensitivity Analysis

Woomera Mining Limited Statutory Accounts for 30 June 2021

33

Interest Rate Risk, Foreign Currency Risk and Price Risk

The Group has performed sensitivity analysis relating to its exposure to interest rate 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 2021, 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 (2020: $NIL) and an increase in equity by $NIL (2020: $NIL).

Price Risk Sensitivity Analysis

As the Group 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.

22. Related Parties

(a) Key Management Personnel Compensation

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

Short-term employee benefits
Post-employment benefits
In-lieu of termination
Share-based payment
Total
CONSOLIDATED
2021
$
2020
$
291,553
505,722
32,826
89,190
42,541
-
254,294
-
667,863
548,263

Transactions with Director Related Entities

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

Mr Joe Fekete was a director until 14 October 2020 and was paid $19,982 (2020: $15,675) for consulting fees via a related party transaction as a contractor. At 30 June 2021 there were no outstanding fees in relation to these services (2020: Nil). The company, Fekete Management Services Pty Ltd, contracts to the Group on authorised special projects where the company supplies separate Accounting Support. The fees were in relation to preparation of the R&D reporting, full year and half year accounts and reports.

23. Parent Entity

The following information has been extracted from the books and records of the legal parent Woomera Mining Limited and has been prepared in accordance with Australian Accounting Standards and the accounting policies as outlined throughout the financial statements except for the following:

Investments in subsidiaries are accounted for at cost, less any impairment.

Statement of Financial Position

2021 2020
$ $

Woomera Mining Limited Statutory Accounts for 30 June 2021

34

Current assets 2,541,288 887,350
Total assets 6,301,027 4,293,199
Current liabilities 599,692 413,602
Total liabilities 609,761 420,054
Shareholders' equity
Issued capital 70,719,554 67,985,700
Reserves 784,972 414,880
Accumulated losses (65,813,258) (64,527,435)
Total shareholders' equity 5,691,266 3,873,144
Profit/(Loss) for the year (1,292,989) (797,100)
Total comprehensive income/(loss) for the year (1,292,989) (797,100)

The parent entity information is required to be disclosed under the Corporations Regulation 2001. The information disclosed refers to the legal parent entity Woomera Mining Limited.

24. 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 Group, its network firms and related entities.

CONSOLIDATED
Auditors of the Group – BDO and related network firms
Audit and review of financial statements
Audit and review of financial statements for the Group
Total audit and review of financial statements
Non-audit services
Taxation compilation services
Taxation advice
Total non-audit services
Total services provided by BDO and related network firms
2021
$
2020
$
32,500
29,500
32,500
29,500
6,325
10,906
100
5,583
6,425
16,489
38,925
45,989

25. Events since the end of the financial year

Woomera Mining Limited Statutory Accounts for 30 June 2021

35

In the directors’ opinion no matter or circumstance has arisen since the end of the financial year that has significantly affected or may significantly affect the operations of the group, the results of those operations or the state of affairs of the group in future years.

Woomera Mining Limited Statutory Accounts for 30 June 2021

36

DIRECTORS’ DECLARATION

In accordance with a resolution of the Directors of Woomera Mining Limited, the directors of the company declare that:

  1. 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:

  2. (i) Giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its performance for the financial year ended on that date;

  3. (ii) Complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001; and

  4. (iii) Complying with International Financial Reporting Standards.

  5. 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.

  6. 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 2021.

Signed by the Chairman of the Board of the Company:

==> picture [84 x 23] intentionally omitted <==

Ian Gordon Adelaide,

15 September 2021

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Tel: +61 8 7324 6000 BDO Centre Fax: +61 8 7324 6111 Level 7, 420 King William Street www.bdo.com.au Adelaide SA 5000 GPO Box 2018 Adelaide SA 5001 Australia

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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 2021, 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 2021 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 (including Independence Standards) (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.

Material uncertainty related to going concern

We draw attention to Note 1(b) in the financial report which describes the events and/or conditions which give rise to the existence of a material uncertainty that may cast significant doubt about the group’s ability to continue as a going concern and therefore the group may be unable to realise its assets and discharge its liabilities in the normal course of business. Our opinion is not modified in respect of this matter.

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.

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Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In addition to the matter described in the Material uncertainty related to going concern section, we have determined the matter described below to be the key audit matter to be communicated in our report.

Carrying Value of exploration and evaluation assets

KEY AUDIT MATTER HOW THE MATTER WAS ADDRESSED IN OUR AUDIT
Refer to note 6 in the financial report.
The Group has recognised exploration and evaluation
assets totalling $5,493,650 per the application of the
Group's accounting policy for exploration and
evaluation expenditure, as set out in Note 1(j).
The carrying value of the exploration and evaluation
assets is a key audit matter due to:

The significance of the total balance; and

The risk that these assets, comprising areas of
interest, may be impaired due to the existence
of impairment indicators that have not been
sufficiently considered and require significant
judgements by management.
Our procedures included, but were not limited to:

Agreeing the status of all tenements directly to
government databases;

Considering management’s impairment assessment
over each area of interest;

Obtaining and reviewing budgets and 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;

Considering whether there is any indication of
impairment from ASX announcements, Board minutes
and other documents; and

Assessing the adequacy of the related disclosures in
Note 6 to the Financial Statements.

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 2021, 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.

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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 at:

https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf

This description forms part of our auditor’s report.

Report on the Remuneration Report

Opinion on the Remuneration Report

We have audited the Remuneration Report included in pages 5 to 10 of the directors’ report for the year ended 30 June 2021.

In our opinion, the Remuneration Report of Woomera Mining Limited, for the year ended 30 June 2021, 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

Paul Gosnold Director

Adelaide, 15 September 2021

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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 31 August 2021 is 499,745,618 ordinary fully paid shares. All issued ordinary fully paid shares carry one vote per share.

Ordinary Shares

WOOMERA MINING LTD ORDINARY FULLY PAID SHARES (Total) ORDINARY FULLY PAID SHARES (Total)
Range Total holders Units % Units
1 - 1,000 675 143,347 0.03
1,001 - 5,000 114 274,156 0.05
5,001 - 10,000 121 1,094,309 0.22
10,001 - 100,000 588 27,872,349 5.58
100,001 Over 560 470,361,457 94.12
Rounding 0.00
Total 2,058 499,745,618 100.00
Unmarketable Parcels
Minimum Parcel Size Holders Units
Minimum $ 500.00parcel at $ 0.0200per unit 25,000 1,054 4,166,245
Register Sub-register Current Holders Nil Holders Nil Holders Units
ORDINARY FULLY PAID SHARES (ORD)
WESTERN AUSTRALIA Chess 1,715 2,019 403,553,031
Issuer 343 142 96,192,587
WESTERN AUSTRALIA Total 2,058 2,161 499,745,618
Class Totals 2,058 2,161 499,745,618
Sub-register Total Current Holders Nil Holders Units
Chess 1,715 2,019 403,553,031
Sub-register Total Current Holders Nil Holders Units
Chess 1,320 1,262 208,398,530
Issuer 337 118 131,728,746

Options

The options of the Group as at 31 August 2021 are 20,000,000 (un-listed) which are all unquoted and 203,868,750 (listed) which are all quoted.

Expiry Date Total holders Units
18-Sep-21 216 35,623,101
31-Dec-22
30-Jun-23
31-May-24
381
2
226
20,000,000
88,466,171
79,779,478
825 223,868,750

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2. TOP 20 SHAREHOLDERS AS AT 31 August 2021

Rank Name Units % Units
1 DAVAN NOMINEES PTY LTD 33,912,885 6.78
2 EST MR ROBERT STEEL RENTON 14,184,866 2.84
3 CERBERUS INVESTMENTS PTY LTD 13,126,750 2.63
4 HOUMAR NOMINEES PTY LTD 12,656,916 2.53
5 RIMOYNE PTY LTD 10,885,335 2.18
6 MITCHELL ASSET MANAGEMENT PTY LTD 10,000,000 2.00
7 JUDITH ROSE + DONALD TRIGGS 9,993,734 2.00
8 CAZALY RESOURCES LTD 9,232,805 1.85
9 CANELA HOLDINGS PTY LTD 6,100,000 1.22
10 AUSTRALIAN INDUSTRIAL GASES PTY LTD 6,009,780 1.20
11 CASADA HOLDINGS PTY LTD 6,003,339 1.20
12 SEYMOUR ROCK CONSULTING PTY LTD 5,882,352 1.18
13 BEDEL & SOWA CORP PTY LTD 5,000,000 1.00
13 MISS GABRIELLA RUBAGOTTI 5,000,000 1.00
15 LANEWAY INVESTMENTS PTY LTD 4,117,648 0.82
16 MARBEL CAPITAL PTY LTD 4,000,000 0.80
17 GERARD ANDERSON 3,620,070 0.72
18 BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD 3,518,677 0.70
19 BLUESTAR MANAGEMENT PTY LTD 3,500,000 0.70
19 MR JOHN ALEXANDER ECKERSLEY 3,500,000 0.70
19 MAD FISH MANAGEMENT PTY LTD 3,500,000 0.70
19 RADROB PTY LTD 3,500,000 0.70
Totals: Top 22 holders of ORDINARY FULLY PAID SHARES (Total) 177,245,157 35.46
Total Remaining Holders Balance 322,500,461 64.54

3. SUBSTANTIAL SHAREHOLDERS AS AT 31 August 2021

Rank
Name
**Units ** % of Units
1
DAVAN NOMINEES PTY LTD
33,912,885 6.78
Total Shareholders who own more than 5% 33,912,885 6.78

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CORPORATE DIRECTORY

Directors

Ian Gordon - Non Executive Chairman David Richards – Non Executive Director David Lindh - Non Executive Director Kevin Seymour – Managing Director

Chief Financial Officer

Joe Fekete

Company Secretary

Share Registry

Computershare Investor Services Level 5, 115 Grenfell Street Adelaide, SA, 5000 T +61 8 8236 2300 F 1300 534 987

Banker

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

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]

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

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