WHITEHAWK LIMITED — Interim / Quarterly Report 2021

Aug 29, 2021

30 August 2021

The Companies Announcements Office The Australian Securities Exchange Limited Sydney NSW

Appendix 4D – Half Year Report

**1. **	Name of Entity	WhiteHawk Limited
		ABN 97 620 459 823
	Half year ended	30 June 2021
	Reporting period	1 January 2021 to 30 June 2021
	Previous period	1 January 2020 to 30 June 2020

2. Results for announcement to the market

		30 June 2021	30 June 2020	% Change
		US$	US$	Up (Down)
2.1	Revenues from continuing operations	1,092,695	585,835	86.5%
2.2	Loss from continuing operations after	(1,422,522)	(1,268,985)	12%
	tax attributable to members
2.3	Net loss attributable to members	(1,422,522)	(1,268,985)	12%
2.4	Proposed dividends	Nil	Nil
2.5	Record date for dividends	N/A	N/A

2.6 Brief explanation of figures in 2.1 to 2.4 necessary to enable the figures to be understood

Revenue continued to improve simultaneously due to growing product lines and expanded sales channels. Gross margin decreased due to different mix of product sales over the same period as last year with reductions in high margin referral and scorecard revenue. Operating expenses remain relatively the same as last year with continued focus on allocating resources to marketing of sales channels and the continued development of WhiteHawk’s online exchange.

30 June 2021 31 December 2020 % Change US$ US$ Up (Down) 3. Net tangible asset per security 0.009 0.016 (43.75%)

1. There were no entities for which control was gained or lost during the period.

2. There were no payments of dividends during the reporting period.

3. There is no dividend reinvestment plan in operation.

4. There are no associates or joint venture entities.

5. The Company is not a foreign entity.

6. The accounts are not subject to a modified opinion, emphasis of matter or other matter paragraph.

The Group’s half year report follows.

Yours sincerely,

Terry Roberts Chief Executive Officer and Executive Chair WhiteHawk Limited 30 August 2021

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WhiteHawk Limited Interim Consolidated Financial Report For the Six Months Ended 30 June 2021 ABN: 97 620 459 823

2021 Interim Consolidated Financial Report

WHITEHAWK LIMITED

TABLE OF CONTENTS

CORPORATE INFORMATION	3
DIRECTORS’ REPORT	4
AUDITOR'S INDEPENDENCE DECLARATION	8
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME	9
CONSOLIDATED STATEMENT OF FINANCIAL POSITION	10
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY	11
CONSOLIDATED STATEMENT OF CASH FLOWS	12
NOTES TO THE FINANCIAL STATEMENTS	13
DECLARATION BY DIRECTORS	21
AUDITOR'S CONCLUSION	22

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CORPORATE INFORMATION

Directors

Terry Roberts Philip George Melissa King

ASX Code

WHK

Website

Registered Office

Level 28 140 St Georges Terrace Perth WA 6000

http://www.whitehawk.com

Accountant

Principal Place of Business

Alexandria, VA USA

Traverse Accountants Level 3 35 Lime Street Sydney NSW 2000 Australia

Auditor

Share Registry

Automic Registry Services Level 2 267 St Georges Terrace Perth WA 6000

RSM Australia Partners Level 13 60 Castlereagh Street Sydney NSW 2000 Australia

Company Secretary

Lawyer

Kevin Kye

Steinepreis Paganin Level 4, The Read Buildings, 16 Milligan Street Perth WA 6000 Australia

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DIRECTORS’ REPORT

Your directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the ‘Group') consisting of WhiteHawk Limited (referred to hereafter as the 'Company') and the entities it controlled at the end of, or during, the period ended 30 June 2021.

DIRECTORS

The following persons were directors of the Company during the reporting period and up to the date of this report:

TERRY ROBERTS Chief Executive Officer and Executive Chair PHILIP GEORGE Non-Executive Director MELISSA KING Non-Executive Director TIFFANY KLEEMANN Non-Executive Director (Resigned 13 May 2021)

CHIEF EXECUTIVE OFFICER

TERRY ROBERTS

COMPANY SECRETARY

KEVIN KYE B Comm, CA, CPA, AGIA, ACG

REVIEW OF OPERATIONS AND FINANCIAL RESULTS

The net loss after tax for the year was US$1,422,522 (2020 loss: US$1,268,985).

PRINCIPAL ACTIVITIES AND STRATEGY

The Group has developed and operates an online Cybersecurity Exchange platform of endto-end Cyber Risk Software as a Service (SaaS) and Platform as a Service (PaaS) Products and Virtual Services, focused cyber risk scoping, prioritization and mitigation for businesses and organizations of all sizes. Annual Product Line subscriptions include: Cyber Risk Profile & Scorecard with mapping to Solution Options for SME’s; Cyber Risk Monitoring and Quarterly Scorecards; Cyber Risk Program for mid-sized to large Industry and Government entities, Cyber Risk Radar across Supply Chains, Vendors and Partners; Cyber Risk PaaS and/or Sontiq-WH Business Risk Suite for Prime Company Business Clients. All product lines are AI based, automated and scalable, and include tailored action plans named Cyber Risk Scorecards and virtual Cyber Risk Consults to by Cyber Analysts or Cyber deep Subject

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Matter Experts. WhiteHawk’s business model includes a complimentary initial Cyber Threat Readiness Questionnaire, Maturity Model, Scorecard and Virtual Consult.

By design the Group fully leverages publicly available global risk data sets and AI based algorithms, risk tradecraft, cyber maturity models and analytics, to assess, validate and mitigate Digital Age Risks efficiently and effectively. In addition, the Group continues to vet innovation continuously and partner with best of breed solution and channel providers, ensuring a breadth of solution options that address identified risk priorities.

RECENT HIGHLIGHTS

• WhiteHawk has a cash position of US$2M and no debt at the end of the reporting period and no debt.

• Executing 2nd YR of contract as development lead for U.S. Department of Homeland Security (DHS) CISA QSMO Cybersecurity Marketplace, as a subcontractor to Guidehouse (formerly PWC Federal), for US$1.5 to $1.8M Fiscal Year 2021. YR 3 currently being scoped.

• Option Year 1 of 4 option years (beyond current year) has been exercised by the US Federal Government in August 2021. Completed first year as Prime Contractor on U.S. Federal Government CISO Cyber Risk Radar for up to US$1.18M annually.

• Cyber Risk Program contract renewed for 2nd YR, Phase 1 for US$100K via a Global Consulting Firm in direct support of a Global Manufacturer. Phase 2 scoped for a Cyber Risk Radar across an initial 1,000 suppliers in 2021 for US$1.1M.

WhiteHawk is now fully onboarded as a member of the Amazon Web Services

(AWS) Partner Network (APN) commercial marketplace and can sell our automated Cyber Risk Scorecards for individual companies or across a portfolio of vendors and suppliers, allowing WhiteHawk marketing and sales to both industry and government clients direct and at scale, without an additional contract vehicle. AWS is a subsidiary of Amazon.

•

Finalizing integration of WhiteHawk’s Cyber Risk Vulnerability Assessments into a Global Credit Risk Manager’s automated reporting services, in support of both Government Organizations and Defense Industrial Base Contractors and Suppliers. Global Social Media Company Request for Quote for a Cyber Risk Radar 60-day Proof of Concept (POC), potentially starting in September 2021.

Responded to NAVINTEL, Dept of Navy, Open-Source Cybersecurity Small Business Sources Sought June 7, 2021 and Dept of Treasury Small Business Cyber Security Assessment RFI May 6, 2021.

One Cyber Risk Platform as a Service Request for Quote was not accepted, another was delayed and two Cyber Risk Radar contracts remain active opportunities. Executing in earnest 2021 PR and Marketing Strategy in the U.S. and AU, to include two major international events

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SIGNIFICANT CHANGES IN STATE OF AFFAIRS

No significant changes in the Group’s state of affairs occurred during the reporting period.

MATTERS SUBSEQUENT TO BALANCE DATE

There have been no significant matters or circumstances that have arisen since 30 June 2021 that has significantly affected, or may significantly affect:

• a) The Group’s operations in future financial years; or

• b) The results of those operations in future financial years; or

• c) The Group’s state of affairs in future financial years.

LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS

Information on likely developments in the operations of the Group and the expected results of operations have not been included in this statement because the directors believe it could potentially result in unreasonable prejudice to the Group.

MATERIAL RISK EXPOSURE

The Board considers that adequate systems are in place to manage the Group’s obligations and is not aware of Group’s material exposure to economic, environmental and social sustainability risks.

ENVIRONMENTAL REGULATION

The Group’s operations are not subject to any significant environmental regulation under either Commonwealth or State legislation. The Board considers that adequate systems are in place to manage the Group's obligations and is not aware of any breach of environmental requirements as they relate to the Group.

DIVIDENDS

No dividends were paid to members during the reporting period(2020: US$Nil).

INDEMNIFICATION OF OFFICERS

During the reporting period the Group paid premiums in respect of a contract insuring Directors and Executives against a liability incurred in the ordinary course of business.

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PROCEEDINGS ON BEHALF OF THE GROUP

No person has applied to the Court for leave to bring proceedings on behalf of the Group, or to intervene in any proceedings to which the Group is a party, for the purpose of taking responsibility on behalf of the Group for all or part of those proceedings.

No proceedings have been brought or intervened in on behalf of the Group.

AUDITOR'S INDEPENDENCE DECLARATION

A copy of the auditor's independence declaration is set out on page 8.

AUDITOR

RSM Australia Partners is the Company’s appointed auditor.

This report is made in accordance with a resolution of directors, pursuant to section 306(3)(a) of the Corporations Act 2001.

On behalf of the directors

Terry Roberts Chief Executive Officer and Executive Chair 30 August 2021

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RSM Australia Partners

Level 13, 60 Castlereagh Street Sydney NSW 2000 GPO Box 5138 Sydney NSW 2001

T +61 (0) 2 8226 4500 F +61 (0) 2 8226 4501 www.rsm.com.au

AUDITOR’S INDEPENDENCE DECLARATION

As lead auditor for the review of the financial report of WhiteHawk Limited for the half year ended 30 June 2021, I declare that, to the best of my knowledge and belief, there have been no contraventions of:

• (i) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and

• (ii) any applicable code of professional conduct in relation to the review.

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RSM AUSTRALIA PARTNERS

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Anthony Travers Partner

Sydney, NSW Dated: 30 August 2021

THE POWER OF BEING UNDERSTOOD AUDIT | TAX | CONSULTING

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RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction. RSM Australia Partners ABN 36 965 185 036

Liability limited by a scheme approved under Professional Standards Legislation

2021 Interim Consolidated Financial Report

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CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE PERIOD ENDED 30 JUNE 2021

	Notes	For the Period Ended 30 Jun 2021 US$	For the Period Ended 30 Jun 2020 US$
Revenue	2	1,092,695	585,835
Cost ofgoods sold		(642,730)	(277,167)
Grossprofit		449,965	308,668
Other income		212	1,340
Professional expenses		(154,360)	(118,576)
Research and development expense		(220,590)	(335,640)
Employee benefits expense		(625,214)	(485,328)
Share basedpayments expense		(259,842)	(84,060)
IT expenditure		(12,090)	(11,321)
Conference and travel expenditure		(7,035)	(16,700)
Marketingexpenditure		(25,950)	(40,774)
Office and occupancyexpenses		(12,496)	(21,875)
Depreciation and amortisation		(206,208)	(329,559)
Finance costs		(7,514)	(10,355)
Loss on equityswapagreement		(207,256)	-
General and administration expenses		(134,144)	(124,805)
Loss before income tax		(1,422,522)	(1,268,985)
Income tax expense		-	-
Loss for theperiod		(1,422,522)	(1,268,985)
Other comprehensive income/(loss)
Exchange differences on translation foreign operations		(18,715)	(55,505)
Total comprehensive loss for theperiod		(1,441,237)	(1,324,690)
Lossper share
From continuingoperations
- Basic/diluted lossesper share(US cents)		(0.65)	(0.80)

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

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CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2021

	Notes	As at 30 Jun 2021 US$	As at 31 Dec 2020 US$
ASSETS
Current Assets
Cash and cash equivalents		1,988,421	2,368,486
Trade and other receivables		316,890	268,544
Other current assets		47,393	224,615
Financial assets	4	89,877	1,095,344
Total Current Assets		2,442,581	3,956,989
Non-Current Assets
Property, plant and equipment		111,784	145,303
Intangible assets	3	-	172,689
Total Non-Current Assets		111,784	317,992
Total Assets		2,554,365	4,274,981
LIABILITIES
Current Liabilities
Trade and otherpayables		214,129	454,303
Contract liabilities		85,720	350,607
Lease liabilities		75,058	76,744
Total Current Liabilities		374,907	881,654
Non-Current Liabilities
Lease liabilities		55,616	88,090
Total Non-Current Liabilities		55,616	88,090
Total Liabilities		430,523	969,744
Net Assets		2,123,842	3,305,237
EQUITY
Contributed equity	5	13,475,921	13,475,921
Reserves	6	1,183,902	942,775
Accumulated losses		(12,535,981)	(11,113,459)
Total Equity		2,123,842	3,305,237

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

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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE PERIOD ENDED 30 JUNE 2021

	Notes	Contributed Equity US$	Accumulated Losses US$	Reserves US$	Total US$
2020
At 1 January2020		11,175,429	(9,303,826)	433,994	2,305,597
Loss for theperiod		-	(1,268,985)	-	(1,268,985)
Other comprehensive loss		-	-	(55,505)	(55,505)
Total comprehensive loss		-	(1,268,985)	(55,505)	(1,324,490)
Transactions with owners in their capacity as owners
Issued capital net of issue costs		25,023	-	-	25,023
Performance rights expense		-	-	84,060	84,060
At 30 June 2020		11,200,452	(10,572,811)	462,549	1,090,190
2021
At 1 January2021		13,475,921	(11,113,459)	942,775	3,305,237
Loss for theperiod		-	(1,422,522)	-	(1,422,522)
Other comprehensive income	6	-	-	(18,715)	(18,715)
Total comprehensive loss		-	(1,422,522)	(18,715)	(1,441,237)
Transactions with owners in their capacity as owners
Issued capital net of issue costs	5	-	-	-	-
Performance rights issued		-	-	259,842	259,842
At 30 June 2021		13,475,921	(12,535,981)	1,183,902	2,123,842

The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.

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CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE PERIOD ENDED 30 JUNE 2021

	Notes	For the Period Ended 30 Jun 2021 US$	For the Period Ended 30 Jun 2020 US$
Cash flows from operating activities
Receipts from customers		739,645	874,904
Payments to suppliers and employees		(1,855,045)	(1,397,654)
Interest received		173	1,329
Grants received		-	6,696
Net cash outflow from operating activities	8	(1,115,227)	(514,725)
Cash flows from investing activities
Net cash flow from investing activities		-	-
Cash flows from financing activities
Proceeds from borrowings		-	488,960
Proceeds from receivables and loans to other entities		821,377	61,810
Transaction costs related to loans and borrowings		(19,206)	(7,473)
Finance leasepayments		(42,969)	(27,107)
Net cash inflow from financing activities		759,202	516,190
Net (decrease)/increase in cash and cash equivalents		(356,025)	1,465
Cash and cash equivalents at the beginning of the period		2,368,486	1,526,785
Foreign exchange adjustment to cash balance		(24,040)	(46,154)
Cash and cash equivalents at end of theperiod		1,988,421	1,482,096

The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.

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NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2021

These consolidated financial statements and notes represent those of the consolidated entity (referred to hereafter as the ‘Group') consisting of WhiteHawk Limited (referred to hereafter as the 'Company') and the entities it controlled at the end of, or during, the six months ended 30 June 2021.

The Company is a listed public company limited by shares, incorporated and domiciled in Australia.

A description of the nature of the Group's operations and its principal activities are included in the directors' report, which is not part of the financial statements.

The financial statements were authorised on 30 August 2021 by the directors of the company.

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PREPARATION

These general purpose interim financial statements have been prepared in accordance with Australian Accounting Standard AASB 134 'Interim Financial Reporting' and the Corporations Act 2001, as appropriate for for-profit oriented entities. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 'Interim Financial Reporting'.

These general purpose financial statements do not include all the notes of the type normally included in annual financial statements. Accordingly, these financial statements are to be read in conjunction with the annual report for the year ended 31 December 2020and any public announcements made by the Company during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.

The financial statements have been prepared on an accruals basis and are based on historical costs unless otherwise stated in the notes. The principal accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period, except for the policies stated below.

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ACCOUNTING POLICIES

A. Going concern

The financial statements have been prepared on the going concern basis, which contemplates continuity of normal business activities and the realisation of assets and the discharge of liabilities in the normal course of business.

As disclosed in the half-year interim financial report, the Group incurred a loss after tax of US$1,422,522 and had net cash outflows from operating activities of US$1,115,227 for the half year ended 30 June 2021. The ability to continue as a going concern is dependent on the company achieving its revenue targets, obtaining additional funding, or a combination of the two.

The directors believe that there are reasonable grounds to believe that the Group will be able to continue as a going concern, after consideration of the following factors:

• Whitehawk has cash and cash equivalents of US$1,988,421 as at 30 June 2021. As at that date the Group had net current assets US$2,067,674 and net assets of US$2,123,842. Whitehawk has determined that it has adequate cash resources in place to funds its operations for the next 12 months.

• If required, the Group has the ability to continue to raise additional funds on a timely basis pursuant to the Corporations Act 2001;

• the Group has the ability to further scale back some of its development activities if required.

Accordingly, the directors believe that the Group will be able to continue as a going concern and that it is appropriate to adopt the going concern basis in the preparation of the financial report.

The financial report does not include any adjustments relating to the amounts or classification of recorded assets or liabilities that might be necessary if the Group does not continue as a going concern.

• B. New, revised or amending Accounting Standards and Interpretations adopted

There have been no accounting pronouncements which have become effective from 1 January 2021 that have had a significant impact on the Group's financial results or position.

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2. REVENUE

	For the Period Ended 30 Jun 2021 US$	For the Period Ended 30 Jun 2020 US$
Rendering of services and sale of goods
United States	1,092,695	585,835
Australia	-	-
	1,092,695	585,835
Goods transferred at a point in time	-
Goods transferred over time	1,092,695	585,835
Total sales revenue	1,092,695	585,835
Interest income	173	1,340
Other income	38	-
Total other income	212	1,340
Total income	1,092,907	587,175

3. INTANGIBLE ASSETS

	As at 30 Jun 2021 US$	As at 31 Dec 2020 US$
Capitalised website development costs	1,776,227	1,776,227
Accumulated amortisation	(1,776,227)	(1,603,538)
Closing balance	-	172,689
Balance at beginning of the period	172,689	764,764
Additions	-	-
Amortisation	(172,689)	(592,075)
Balance at end of period	-	172,689

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4. FINANCIAL ASSETS

	As at 30 Jun 2021 US$	As at 31 Dec 2020 US$
Financial assets atfair value through profit or loss(FVPL)
Equity swap loan receivable	89,877	1,095,344
Balance at beginningof theperiod	1,095,344	84,074
Equityswaploanproceedspaid	-	722,500
Repayments received inperiod	(821,377)	(453,760)
Net (loss)/gain on the facility in the period including foreign currencytranslation included in other comprehensive income	(184,090)	742,530
Balance at the end ofperiod	89,877	1,095,344

In FY2020, the Company entered into an Equity Swap Agreement (“ESA”) for A$1,000,000 with RiverFort Global Opportunities PCC Ltd ("RiverFort"). Under the ESA, WhiteHawk received 1/12th of the Equity Swap amount of A$1,000,000 each month plus an amount that represents 50% of the difference between 8.47cents (the Benchmark Price) and the market price for a month calculated on an aggregate of 10 lowest daily volume weighted average prices in that month (Market Price). Conversely, if the Market Price was below the Benchmark Price in that month, WhiteHawk received that month’s portion of the Principal Amount less the difference between the Market Price and Benchmark Price.

5. CONTRIBUTED EQUITY

A. SHARE CAPITAL

	As at 30 Jun 2021	As at 30 Jun 2021	As at 31 Dec 2020	As at 31 Dec 2020
	No. of Shares	US$	No. of Shares	US$
Ordinary shares
At the beginning of the period	198,177,373	13,475,921	157,910,295	11,175,429
Issue of shares	-	-	12,987,013	730,200
Entitlements issue	-	-	2,047,800	176,905
Issue of shares in lieu of services received	-	-	17,632,265	1,287,508
Shares issued on conversion of options	-	-	1,000,000	149,691
Shares issued on vesting of performance rights	4,897,169	-	6,600,000	-
Shares issued on achievement of US Milestones	24,000,000	-	-	-
Share issue expenses	-	-	-	(43,812)
Balance at end of theperiod	227,074,542	13,475,921	198,177,373	13,475,921

Ordinary shares

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Each ordinary shareholder maintains, when present in person or by proxy or by attorney at any general meeting of the Company, the right to cast one vote for each ordinary share held.

Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in proportion to the number of and amounts paid on the shares held.

B. OPTIONS

As at the balance date, the following options over unissued ordinary shares were on issue:

1. 10,000,000 unlisted options expiring 23 January 2023, exercisable at AU$0.20 each; 2. 1,500,939 unlisted options expiring 25 November 2022, exercisable at AU$0.087137 each.

C. PERFORMANCE RIGHTS

As at the balance date, the following performance rights over unissued ordinary shares were on issue:

1. 1,400,000 unlisted performance rights, which will vest and convert into equivalent number of shares for every year of service by non-executive directors of the Company;

2. 1,000,000 unlisted performance rights convertible into ordinary shares at 1:1 ratio subject to Milestone completion. 500,000 performance rights vests on share price achieving A$0.40 per share and tenure/service requirement until 19 January 2022 and remaining 500,000 performance rights vests on share price achieving A$0.40 per share and tenure/service requirement until 19 January 2023.

3. 8,666,667 unlisted performance rights convertible into ordinary shares at 1:1 ratio subject to Milestone completion.

The 8,666,667 Performance Rights are subject to the following milestones:

• (a) Class B Performance Rights: 4,333,333 convert upon the Company’s Share price increasing 200% above the IPO Share price (based on a five (5) consecutive day VWAP), and the Company (either directly or through its subsidiaries, including WhiteHawk US) achieving at least one of the following;

• (i) consolidated revenues of $5 million from the WhiteHawk US business; or

• (ii) 1,000 customer products; or

• (iii) 2,500 online contracts.

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• (b) Class C Performance Rights: 4,333,334 convert upon the Company’s Share price increasing 300% above the IPO Share price (based on a five (5) consecutive day VWAP), and the Company (either directly or through its subsidiaries, including WhiteHawk US) achieving at least one of the following;

• (i) consolidated revenues of $10 million from the WhiteHawk US business; or

• (ii) 2,000 customer products; or

• (iii) 5,000 online contracts.

The following ordinary shares were issued in the financial year as a result of performance targets being met:

• (a) 563,836 unlisted performance rights based on tenure of service completed by directors;

• (b) 4,333,333 Class A Performance Rights converted upon satisfaction of performance milestones.

6. RESERVES

	Option Premium Reserve US$	Performance Rights Reserve US$	Foreign Currency Translation Reserve US$	Total Reserves US$
Balance at 1 January 2020	-	649,026	(215,032)	433,994
Share-based payments expense	16,045	68,015	-	84,060
Foreign currency translation differences arisingduringtheperiod	-	-	(55,505)	(55,505)
Balance at 30 June 2020	16,045	717,041	(270,537)	462,549
Balance at 1 January 2021	16,045	1,060,624	(133,894)	942,775
Share-based payments expense	-	259,842	-	259,842
Foreign currency translation differences arisingduringtheperiod	-	-	(18,715)	(18,715)
Balance at 30 June 2021	16,045	1,320,466	(152,609)	1,183,902

A. FOREIGN TRANSLATION RESERVE

The reserve is used to recognise exchange differences arising from the translation of the financial statements to US dollars.

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B. PERFORMANCE RIGHTS RESERVE

The share-based payments reserve is used to recognise the value of equity-settled sharebased payments provided to employees, including key management personnel, as part of their remuneration.

7. SEGMENT INFORMATION

The Group operates in the retail, consulting and business intelligence segments being a business to business (B2B) e-commerce cybersecurity exchange. WhiteHawk CEC Inc is a Delaware, USA corporation with operations based in Alexandria VA, USA and offices in Alexandria VA, USA and Perth, Australia.

This operating segment is monitored by the Group’s chief operating decision makers and strategic decisions are made on the basis of adjusted segment operating results. The chief operating decision makers of the Group are the Chief Executive Officer and Chief Financial Officer.

The following tables present certain asset and liability information regarding geographical segments for the periods ended 30 June 2021 and 30 June 2020 and this is the format of the information provided to the chief operating decision maker.

Segment performance

	Australia	Australia	USA	USA	Total	Total
	June 2021	June 2020	June 2021	June 2020	June 2021	June 2020
	US$	US$	US$	US$	US$	US$
External sales	-	-	1,092,695	585,835	1,092,695	585,835
Total segment revenue	-	-	1,092,695	585,835	1,092,695	585,835
Segment operatingresult	(759,224)	(328,827)	(449,576)	(1,186,079)	(1,208,800)	(1,514,906)
EBITDA	(759,224)	(328,827)	(449,576)	(600,244)	(1,208,800)	(929,071)
Depreciation and amortisation	-	-	(206,208)	(329,559)	(206,208)	(329,559)
Finance costs	-	-	(7,514)	(10,355)	(7,514)	(10,355)
Loss before income tax expense	(759,224)	(328,827)	(663,298)	(940,158)	(1,422,552)	(1,268,985)
Income tax expense	-	-	-	-	-	-
Loss after income tax expense	(759,224)	(328,827)	(663,298)	(940,158)	(1,422,552)	(1,268,985)
Assets and liabilities
Segment assets	1,044,613	427,597	1,509,752	2,175,639	2,554,365	2,603,236
Segment liabilities	67,998	309,418	362,524	1,203,628	430,522	1,513,046

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2021 Interim Consolidated Financial Report

WHITEHAWK LIMITED

8. RECONCILIATION OF LOSS AFTER INCOME TAX TO NET CASH OUTFLOW FROM OPERATING ACTIVITIES

	For the Period Ending 30 Jun 2021 US$	For the Period Ending 30 Jun 2020 US$
Loss for theperiod	(1,422,522)	(1,268,985)
Depreciation and amortisation expense	206,208	329,559
Share-basedpayments expense	259,842	84,060
Share-based supplierpayments expense	-	25,023
Other non-cash transactions	208,622	5,535
Leasepayments	42,969	27,107
Change in operating assets and liabilities
Decrease/(increase)in trade receivables and other current assets	128,876	(38,281)
Increase/(decrease)in current and lease liabilities	(539,222)	321,257
Net cash outflow from operating activities	(1,115,227)	(514,725)

9. EVENTS OCCURRING AFTER THE BALANCE SHEET DATE

There have been no significant matters or circumstances that have arisen since 30 June 2021 that has significantly affected, or may significantly affect:

• d) The Group’s operations in future financial years; or

• e) The results of those operations in future financial years; or

• f) The Group’s state of affairs in future financial years.

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2021 Interim Consolidated Financial Report

WHITEHAWK LIMITED

DECLARATION BY DIRECTORS

In the directors’ opinion:

(a) the financial statements and notes set out on pages 9 to 20 are in accordance with the Corporations Act 2001, including:

• (i) giving a true and fair view of the financial position of the Group as at 30 June 2021 and of its performance, as represented by the results of its operations and its cash flows, for the half-year ended on that date;

(ii) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 and other mandatory professional reporting requirements; and

(b) there are reasonable grounds to believe that WhiteHawk Limited will be able to pay its debts as and when they become due and payable.

This declaration is made in accordance with a resolution of the directors.

Terry Roberts Chief Executive Officer and Executive Chair 30 August 2021

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RSM Australia Partners

Level 13, 60 Castlereagh Street Sydney NSW 2000 GPO Box 5138 Sydney NSW 2001

INDEPENDENT AUDITOR’S REVIEW REPORT

TO THE MEMBERS OF WHITEHAWK LIMITED

T +61 (0) 2 8226 4500 F +61 (0) 2 8226 4501

www.rsm.com.au

Report on the Half-Year Financial Report

We have reviewed the accompanying half-year financial report of WhiteHawk Limited which comprises the statement of financial position as at 30 June 2021, the statement of comprehensive income, statement of changes in equity and statement of cash flows for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration.

Directors’ Responsibility for the Half-Year Financial Report

The directors of the company are responsible for the preparation of the half-year 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 half-year financial report that is free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the company’s financial position as at 30 June 2021 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 . As the auditor of WhiteHawk Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Independence

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 . We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of WhiteHawk Limited, would be in the same terms if given to the directors as at the time of this auditor’s report.

Conclusion

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of WhiteHawk Limited is not in accordance with the Corporations Act 2001 including:

THE POWER OF BEING UNDERSTOOD

AUDIT | TAX | CONSULTING

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RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction. RSM Australia Partners ABN 36 965 185 036

Liability limited by a scheme approved under Professional Standards Legislation

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• (a) giving a true and fair view of the company’s financial position as at 30 June 2021 and of its performance for the half-year ended on that date; and

• (b) complying with Accounting Standard AASB 134 Interim Financial Reporting and Corporations Regulations 2001 .

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RSM AUSTRALIA PARTNERS

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Anthony Travers Partner

Sydney, NSW Dated: 30 August 2021

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