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2023 ReportAnnual Report For the year ended 30 June 2023 New Age Exploration Ltd ACN 004 749 508 Level 2, 480 Collins Street Melbourne, VIC 3000 +61 3 9614 0600 info@nae.net.au Phone: Email: NAE Annual Report 30 June 2023 CONTENTS CORPORATE DIRECTORY ............................................................................................................ 3 DIRECTORS’ REPORT ................................................................................................................ 35 AUDITOR’S INDEPENDENCE DECLARATION ............................................................................. 44 STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME ............................. 45 STATEMENT OF FINANCIAL POSITION ..................................................................................... 46 STATEMENT OF CHANGES IN EQUITY ...................................................................................... 47 STATEMENT OF CASH FLOWS .................................................................................................. 48 DIRECTORS’ DECLARATION ...................................................................................................... 65 INDEPENDENT AUDITOR’S REPORT ......................................................................................... 66 SHAREHOLDER INFORMATION ................................................................................................ 69 Page | 2 CORPORATE DIRECTORY NAE Annual Report 30 June 2023 Directors Mr Alan Broome AM (Non-Executive Chairman) Mr Joshua Wellisch (Executive Director) Mr Adrien Wing (Non-Executive Director) Company Secretaries Registered Office and Principal Place of Business Mr Adrien M Wing Ms Pauline Moffatt Level 2 480 Collins Street Melbourne VIC 3000 +61 3 9614 0600 Share Register Auditor Link Market Services Limited Tower 4 727 Collins Street Melbourne VIC 3000 +61 1300 554 474 RSM Australia Partners Level 21 55 Collins Street Melbourne VIC 3000 Solicitors Quinert Rodda & Associates Suite 1, Level 6 50 Queen Street Melbourne VIC 3000 Stock Exchange Listing New Age Exploration Limited shares are listed on the Australian Securities Exchange (ASX code: NAE) Page | 3 ACTIVITIES REPORT KEY MILESTONES PILBARA GOLD AND LITHIUM PROJECTS Central Pilbara Projects NAE Annual Report 30 June 2023 • First Phase UltraFine+ 200m x 200m spaced Gold and Lithium Soil Geochemical Surveys completed over several of the Company’s Central Pilbara Project areas • Results from Phase 1 UltraFine+ Soil Geochemistry sampling revealed multiple extensive areas of exceptionally strong, coherent lithium anomalism • Five lithium anomalies with coincident elevated pathfinder elements were identified up to 8km long, 3km wide and all remain open in all directions • None of the areas have been previously explored for Lithium and none have been drill tested • NAE committed to be a key sponsor of CSIRO’s UltraFine+ Next Gen geochemical analytics program ensuring access to industry leading, cutting edge soil geochemical sampling, analytical and data interpretation technology • Analysis using cutting edge CSIRO technology, geochemical modelling and field-checking has generated multiple high priority lithium targets for drill-testing • Targeting LCT (lithium, caesium, tantalum) Pegmatites similar to other Central Pilbara spodumene-rich deposits of Wodgina, Mt Francisco and Pilgangoora located on the periphery of the same granite units • Helicopter-reconnaissance program along with collection of rock chip samples has been completed • Detailed UltraFine+ gochemical analysis of the soils taken at the Brahman Project have identified additional high priority lithium targets for drill-testing • Previous drilling at the Brahman Project identified LCT pathfinder elements and ongoing analysis of those results and geophysics continues to prioritise exploration Meentheena Project, East Pilbara • Three Exploration Licence Applications and one granted Exploration Licence totalling 484 km2. The project is located east of, and mid-way between, the established mining towns of Marble Bar and Nullagine, 250 kilometres southeast of Port Hedland • A significant growth opportunity supporting NAE’s focus on Precious and Battery Metals within a highly contested, well-endowed, yet under-explored part of the rapidly emerging Gold and Lithium region of the East Pilbara, WA NEW ZEALAND GOLD PROJECTS Marlborough Gold Project • NAE expands its strategic landholding in New Zealand following the granting of 499km2 Prospecting Permit PP60725 over the Company’s 100% owned Marlborough Gold Project • The Marlborough Permit is underexplored and highly prospective with compelling targets, including historically productive hard-rock gold mines with little to no modern exploration methods applied • An initial work program involving a geophysical review, mapping, rock chip and soil sampling is planned in tandem with NAE’s further exploration of its Otago permits • Initial reconnaissance sampling demonstrates quartz veins hosting high-grade gold are extensive and worthy exploration targets Manorburn Prospecting Permit • Gold assay results from surface sampling produced encouraging results Page | 4 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Lammerlaw Gold Project • A review of recently acquired detailed geophysical data highlighted compelling new Gold targets on under explored locations XRF elevated Arsenic results indicate a significant extension to known Gold anomalies Contiguous tenement position allows proven targeting methodologies to be extended along the full ~25km of prospective structural corridor Extension of duration granted for Lammerlaw Prospecting Permit PP60544, securing the strategic landholding • • • Otago Pioneer Quartz (OPQ) Gold Exploration Project • Additional high-grade gold prospects identified from recent field work • Coarse visible gold found in float samples close to historic workings • Target lengths significantly extended to >6km along the highly prospective OPQ fault zone, capable of hosting significant gold deposits • Re-processed geophysics identified new targeting methodology for structures hosting high-grade gold lodes • The initial 879m OPQ RC drill program tested the previously undrilled OPQ Shear Zone in the vicinity of historic workings with four of six holes intercepting the OPQ Shear zone • OPQ drilling is the first hard-rock drilling to test the historically productive Waipori Goldfield. • Results from the OPQ Shear Zone return encouraging intercepts • Assays results help confirm the OPQ Shear Zone is a fertile gold system hosting gold bearing quartz veins and containing broad gold halo mineralisation The OPQ Shear Zone remains open in all directions • • A diamond drilling program based on the interception of the larger than anticipated broad mineralised zone and technical limitations with RC drilling is being planned High-Grade gold identified in rock chip samples from Lammerlaw and OPQ • Rock chip sampling at the historic Cox’s, Cosmopolitan, ABC and Nuggety Gully, Fulton and Bucks mines/prospects in Otago returned multiple high-grade results • Numerous rock samples assayed >1 g/t Au, with the majority of rock chip samples being mineralised above background levels • Results confirm potential for multiple high-grade gold drill targets associated with the historic mines • Lammerlaw in-fill gold assays for soil samples collected in 2021 highlight new areas of interest and highlight existing targets LOCHINVAR METALLURGICAL COAL PROJECT • A review of the 2014 Scoping Study1 as previously updated in 20172 has been completed by Palaris which confirmed that the project economics of the Lochinvar Metallurgical Coal Project remain robust, despite recent cost increases in the UK • A metallurgical Coal Resource of 111 Mt3 has previously been defined within the Lochinvar project area (49 Mt Indicated Resource and 62 Mt Inferred Resource)3 Ideally located to become a supplier of low cost, high volatile metallurgical coal to the European steel industry The Board continues to receive numerous enquiries relating to this project • • CORPORATE • The Company has cash reserves of A$1.84m as at 30 June 2023 1 For full details of the Scoping Study, please refer to the ASX release dated 27 October 2014 Lochinvar Scoping Study Confirms Robust Economics. 2 For full details of the previous update to the Scoping Study in 2017, please refer to the ASX release dated 15 March 2017 Lochinvar Scoping Study Update 3 For full details of the Coal Resource estimate, please refer to ASX release dated 29 August 2014 Lochinvar Resource Upgrade and Product Quality. NAE confirms that it is not aware of any new information or data that materially affects the information included in that release. All material assumptions and technical parameters underpinning the estimates in that release continue to apply and have not materially changed. Page | 5 ACTIVITIES REPORT ACTIVITIES REPORT NAE Annual Report 30 June 2023 PILBARA GOLD AND LITHIUM PROJECTS – WESTERN AUSTRALIA In October 2022, NAE announced that it had become a key sponsor of CSIRO’s Ultrafine+ Next Gen Analytics Program, ensuring the Company’s access to industry leading, cutting edge soil geochemical sampling, analytical and data interpretation technology. The Company also completed its first phase geochemical soil surveys over several selected high priority areas of its extensive Central Pilbara Gold-Lithium Project, centred over the highly prospective yet under-explored Mallina – Whim Creek Basin of the Pilbara Craton, Western Australia. The Mallina – Whim Creek Basin in host to the recently discovered Hemi Gold Deposit and the World Class Wodgina and Pilgangoora Lithium Deposits. The Company’s Central Pilbara Project area (CPP) is largely covered by transported material of varying depths and as a consequence, conventional surface sampling is less effective. Traditionally, particles of a quarter of a millimetre in size (250 microns) were considered the smallest fraction of soil to be analysed. The CSIRO Ultrafine+ technique targets clays and iron oxide particles less than two microns in size. These have more surface area which can bind gold and other elements that move through the environment to form geochemical signatures of otherwise non-detectable mineralisation laying hidden beneath many metres of soil or sand (CSIRO publication 2016). In November 2022, the Company received preliminary results from the completed first phase Ultrafine+ geochemical soil surveys. The results reveal multiple extensive areas of exceptionally strong, coherent lithium anomalism. Five lithium anomalies with coincident elevated pathfinder elements were identified at the Quartz Hill and Bullock Well projects up to 8km long, 3km wide and all remain open in all directions. None of the areas have been previously explored and none have been drill tested. In June 2023, the Company completed geochemical analysis and targeting from the first phase of the Ultrafine+ geochemical soil surveys across its extensive Central Pilbara Gold-Lithium Project. Multiple high priority LCT (Lithium, Caesium, Tantalum) pegmatite targets have been identified for follow up drilling. (ASX Announcement 25 May 2023) Page | 6 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Figure 1: Location Map: NAE’s Central Pilbara Gold and Lithium Projects showing recent Ultrafine Geochemical Soil Surveys, adjacent Gold and Lithium Mines, Deposits, and major prospects. The Project is centred over the highly prospective yet under-explored Mallina – Whim Creek Basin of the Pilbara Craton, Western Australia, in close proximity to the World Class Wodgina and Pilgangoora Lithium Mining Operations and the recently discovered Hemi Gold Deposit (Pilbara Minerals, ASX: PLS and De Grey Mining, ASX: DEG respectively). Lithium Targets Strong lithium anomalies have been identified from soil sampling and detailed analysis at Quartz Hill and Bullock Well Prospects. Strong support for these lithium anomalies to be sourced from spodumene rich pegmatites comes from their positions relative to granite margins, and to lithium pegmatite mines on the periphery of the same granite units as shown in Figures 1 and 2. These targets require drill testing below surface cover as well as further geochemical soil sampling to explore further extension of the lithium anomalies. Subject to completing a program of works (POW) and land access approvals, drilling and further geochemical sampling will be undertaken as a priority. Page | 7 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Quartz Hill (E47/3891) & Bullock Well (E47/3886) Lithium Targets As announced in May and June 2023, strong lithium-pegmatite anomalies were identified from soil sampling and detailed analysis at Quartz Hill and Bullock Well Prospects. Strong support for these anomalies comes from their positions relative to granite margins, and to lithium pegmatite mines on the periphery of the same granite units as per Figures 2 and 3. Figure 2: Location Map: NAE’s Central Pilbara Lithium Targets in relation to the fertile granite structures Figures 3 and 4 below show the location of all lithium targets at Quartz Hill and Bullock Well, colour coded according to ranking, with Priority 1 and Priority 2 targets being of the highest importance for follow-up testing. Page | 8 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Figure 3: Prioritised Lithium targets at Quartz Hill (Red Priority 1, Yellow Priority 2) Page | 9 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Figure 4: Prioritised Lithium targets at Bullock Well (Red Priority 1, Yellow Priority 2) Page | 10 ACTIVITIES REPORT Brahman Project NAE Annual Report 30 June 2023 Soil sampling and UltraFine+ analysis at the Brahman Project have uncovered additional high-priority LCT lithium targets. The analysis has confirmed the remarkable effectiveness of the UltraFine+ technique in assessing basement targets beneath transported cover. Notably, the project is adjacent to the tenure of Golden State Minerals (ASX: GSM), where they have recently made the significant discovery of the Nomad Lithium prospect. To further enhance the exploration strategy at Brahman, ongoing evaluation of previous drilling and geophysical data will be conducted to determine the optimal drill locations. Figure 5: Prioritised Lithium targets Brahman (Red Priority 1, Yellow Priority 2) Page | 11 ACTIVITIES REPORT Background NAE Annual Report 30 June 2023 More than 5,300 soil samples were collected from the four central Pilbara projects on a 200m x 200m grid over a number of target areas selected on the basis of detailed geophysics and conceptual geology (ASX Announcement 30 November 2022). These soil samples were submitted to Labwest, Perth for preparation and multi-element UltraFine+ analyses to assess the lithium and gold prospectivity Final interpretation of the results was completed at selected areas by the CSIRO’s Department of Mineral Resources as part of NAE’s key sponsorship role in the CSIRO’s UltraFine+ NextGen Analytics Project. This was further interpreted by NAE’s consulting geochemist Sugden Geoscience. Multiple high priority targets were identified and are defined by lithium values ranging from 100ppm up to a maximum of 843ppm lithium. Work completed by CSIRO on this data includes their “Next Gen” workflow which included generating landscape models using machine learning, hyperspectral mineral scanning, undertaking multivariate Principal Component Analysis and the calculation of exploration indices. A helicopter-assisted field-checking exercise was also undertaken, to validate and field check prospective and anomalous areas. Geochemical targets have then been generated from all the data collected and analyses undertaken based on levelled soil geochemical values for lithium and gold, along with associated anomalism in pathfinder elements, hyperspectral mineral analysis, and CSIRO’s landscape analysis. Page | 12 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Meentheena Project, East Pilbara, WA In October 2022, the Company announced that it had applied for four exploration licences, collectively described as the “Meentheena Project”, in the rapidly emerging gold and lithium districts of Marble Bar-Nullagine in the East Pilbara, Western Australia. The exploration licences tenement numbers are E45/6094, E45/6095, E45/6096 and and the recently granted E45/6097 and encompass a total combined area of 484 km2. The applications cover the highly prospective, yet under-explored margins of the Yilgalong Granitic Complex, and the associated inter-plutonic greenstone sequences (Yilgalong-Mt. Elsie- McPhees Dome) which occur between it and the Corunna Downs and Mt. Edgar Granitic Complexes. The Meentheena Project is located east of, and mid-way between, the established mining towns of Marble Bar and Nullagine, 250 kilometres southeast of Port Hedland, and is easily accessible via the sealed Port Hedland-Marble Bar-road and then the gravel Woodie Woodie- Telfer Road. Figure 6: Location of NAE’s Central and East Pilbara Projects Page | 13 ACTIVITIES REPORT NAE Annual Report 30 June 2023 NEW ZEALAND GOLD PROJECTS Figure 7: Location of NAE’s Central Otago and Marlborough Gold Projects, New Zealand MARLBOROUGH PROJECT In mid-August 2022, the Company announced that Prospecting Permit PP60725 was granted, securing the Company’s 100% owned Marlborough Project. NAE’s Marlborough Prospecting permit is located between Nelson and Blenheim, on the north-western side of the Alpine Fault – a regional significant structure dividing the South Island into two related geological portions. The highly prospective Central Otago Schist/Gold Belt is offset by the Alpine Fault, the continuation known as the Marlborough Schist underlies the Marlborough Permit area. Recent discoveries by Santana Minerals at the Bendigo-Ophir Gold Project and the World Class Macraes Gold Mine, owned and operated by Oceana Gold highlight the gold endowment of the South Island schist belt. Page | 14 ACTIVITIES REPORT NAE Annual Report 30 June 2023 NAE considers the Marlborough permit to potentially host structurally controlled orogenic gold mineralisation similar to the bulk tonnage Macraes and Bendigo-Ophir deposits, as well as high-grade quartz lode gold systems seen elsewhere in the Otago Goldfield. The Marlborough permit contains analogous rock types and was subject to the same geological setting during episodes of mineralisation in Otago. Despite this potential, no systematic ground-based exploration methodology has been applied to the Marlborough Permit area, with prior explorers collecting scattered surface samples and airborne geophysics. Figure 8: Location of existing prospect areas Four significant gold/tungsten occurrences are recorded within the Marlborough Permit areas. All were first prospected in the late 1800’s, highlights include: Wakamarina Goldfield was an epicentre of New Zealand’s gold rush in 1860’s. As alluvial gold was exhausted, hard rock gold and tungsten mining commenced. The largest mine was the Golden Bar/Empire City vein system. Production record is patchy, with average recovered grades of 4g/t gold and 0.5% tungsten recorded. Notably, during mining the focus was tungsten production, with much of the gold lost during processing. Mining occurred over a strike of 850m and depths down 100m over four levels. Since the abandonment of the site in the 1940’s, no drilling or significant on-the ground exploration has taken place. The Golden Bar/Empire City vein system represents and outstanding exploration target. Top Valley Gold Field, which contains six or more historic quartz lodes with minor historic production are clustered in 1km x 4km NW trending area. The Top Valley NW trending mineralised structures have similarities to structurally controlled bulk tonnage orogenic gold systems seen in Otago (Macraes and Bendigo-Ophir). Gridded sampling across mineralised structures will be used to assess the tenure of Top Valley. Page | 15 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Sutherlands Reef is gold bearing quartz vein briefly mined from 1870 to 1880s with results up to 30g/t Gold. Limited modern sample shown gold grades up to 31.42g/t gold. More field work is required to understand the prospectivity of Sutherlands. Waikakaho field contains gold and tungsten occurrences associated with quartz lodes contained within a pelitic schist unit. Trial mining was unsuccessful in the late 1800’s due to poor recovery. Geophysical review and further surface sampling will be used to assess the value of this area. Reconnaissance sampling within the Marlborough Permit has produced significant gold assays from outcropping quartz veins and historically mined material. Sample results have added the understanding of the gold grade of ore sent from processing during active mining between 1910 and 1930. Results have demonstrated historically mined ore contained gold grade significantly higher than reported in historic mine recoveries and sampling by modern explorers. (ASX Announcement 9 February 2023) Marlborough Surface Sampling The Wakamarina Valley portion of the Marlborough Permit was the focus of a reconnaissance field trip in late 2022. Historic mines Mountain Camp and Golden Bar were visited, with samples being collected from outcropping quartz veins, mine infrastructure and mullock heaps. Sampling at Golden Bar Mine addressed inconsistencies in historic literature, particularly the ore grades sent to for processing. Golden Bar produced gold and tungsten at different periods between 1910 and 1930. Recovering gold and tungsten from the same ore is difficult due to contrasting grinds size required. When tungsten was the mines focus, fine gold was lost during ore processing, and vice versa. This likely means the published historic gold and tungsten production figures clearly represent the gold ore grades mined. NAE gold assay results show ore transported to the Golden Bar processing plants had an average grade much higher than the average mine production stated in intermittent historic records. Higher gold grades present a positive upside for NAE’s future exploration testing at the Golden Bar Mine. Additional field work and research will be completed to understand the grade of ore mined at Golden Bar and to extend the 850m continuous quartz vein strike length. CENTRAL OTAGO GOLD PROJECT Manorburn PP60716 The Company Surface sampling results from Manorburn have confirmed the tenure of previous samples collected in the 1980s. Field mapping has confirmed northwest trending structures traversing the Manorburn Permit are host to anomalous gold and arsenic values. Northwest trending structure host the nearby Santana Mineral Limited (ASX:SMI) Bendigo-Ophir Project. Low detection gold assays collected from the Manorburn Permit have followed-up results from exploration completed in the 1980s and targets highlighted by recently re-processed geophysics. Samples were collected from the central portion of the Manorburn Permit where previous explorers identified stream sediment anomalism near alluvial workings. NAE sampling focused on testing northeast and northwest trending structures known to host gold in the Otago Project area. Assay results show northeast trending structures contain low gold and arsenic anomalism. Assay results and geological field observation concluded northeast structures in the permit area are likely a very high -level portion of an orogenic hydrothermal system. Positive gold assay results were returned from areas with northwest trending structural fabric extending from small fault zones. Future work will focus on identifying prospective NW trending structures. Page | 16 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Otago Pioneer Quartz (OPQ) Gold Exploration Project In early August 2022, NAE announced that additional high-grade gold prospects were identified from recent field work in the OPQ Gold Exploration Project area. Recent field work expanded the pool of highly prospective gold targets at OPQ. Sampling old working demonstrated the high-grade potential of the OPQ Fault Zone and adjacent narrow vein quartz lodes. NAE considers its OPQ Project to potentially host structurally controlled, high -grade quartz lode systems, as well as bulk tonnage Macraes and Bendigo-Ophir orogenic gold deposits. Figure 9: Weathered Golden Bar Quartz vein showing ribbon banded quartz textures with defuse wall rock inclusions and some stylolitic planes. This vein texture is typical of high-grade mesothermal orogenic gold deposits In May 2023, the Company announced assay results from six Reverse Circulation (RC) drill holes at the Otago Pioneer Quartz (OPQ) Prospect, within the Central Otago Gold Project, New Zealand. (See ASX Announcement 31 May 2023.) OPQ Shear Zone is an inferred ~8km long structure that hosts multiple gold and tungsten prospects. The OPQ Mine is located on a well exposed central portion of the OPQ Shear Zone. Immediately south of the OPQ Mine, the OPQ Shear Zone becomes obscured by thin cover (Figure 10). This setting presents a strategic opportunity to host numerous gold and tungsten targets not previously worked by historic mining. Page | 17 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Figure 10: OPQ drilling rig looking south Six RC drill holes totalling 879m were completed during NAE’s maiden drill program at OPQ. No prior drilling has been completed at OPQ. The main objectives were to target the gold bearing quartz veins at depth and along strike from areas mined historically and test for disseminated gold bearing sulphide in host OPQ Shear Zone. The Drill holes were wide spaced along the 600m target zone representing only a small portion of the ~8km overall strike extent and remain open at depth. These encouraging results demonstrate the OPQ Shear zone is a fertile gold system. Results indicate that there is potential to discover mineralisation along the entire length of the OPQ Shear Zone, with potential to locate high -grade zones. Key significant intercepts (>0.5g/t Au) include: • • • • 6m @ 1.4 g/t Au from 106m and 1m @ 1.9 g/t Au from 161m to EOH in OPQ004 1m @ 2.53 g/t Au from 124m in OPQ006 1m @ 0.92 g/t Au from 144m in OPQ002 1m @ 0.67 g/t Au from 82m in OPQ001 Page | 18 ACTIVITIES REPORT NAE Annual Report 30 June 2023 RC drilling has demonstrated gold grades persist below historic workings into fresh un -weathered schist. Drill holes tested between 100m and 150m down dip below surface workings. RC drilling has tested along strike a 600m portion of the OPQ Shear Zone at broad hole spacing. A further 600m of historically mined OPQ Shear Zone remains to be tested to the south before the structure is buried by shallow cover (Figure 11). Figure 11: Overview map of the OPQ permit showing the location of all prospects and drill holes including the mineralised trend along the ~8km structure Page | 19 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Figure 12: Long-section showing the OPQ Mine workings and recent drilling completed by NAE. Significant mineralised intercepts (>0.5g/t Au) are associated with sulphide-bearing (pyrite-arsenopyrite) quartz veins hosted within the OPQ Shear zone. A low-grade halo of mineralisation (<0.1ppm Au) is recorded across a 50m down-hole intercept of the OPQ shear zone. Low-grade gold mineralisation results from disseminated arsenopyrite contained within sheared pelitic schist (Figure 13). Page | 20 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Figure 13: Cross-section showing the OPQ Shear Zone and related broad gold halo. This first pass RC drill program at OPQ has produced encouraging gold results from drill holes that successfully intercepted the OPQ Shear Zone. Following challenges identified with RC drilling follow-up diamond drilling will be evaluated against the advancement of highly prospective prospects elsewhere within NAE’s extensive portfolio. Table 1 OPQ Significant RC Drilling Results (ASX Announcement May 2023) Hole ID NZTM Easting NZTM Northing RL (m) Hole Depth(m) Hole Dip(o) Azimuth (grid) OPQ001 1358276 4918366 OPQ002 1358330 4918374 OPQ003 1358424 4918076 OPQ004 1358492 4917809 OPQ004 1358492 4917809 OPQ005 1358591 4917739 OPQ006 1358442 4917968 OPQ006 1358442 4917968 488 486 461 447 447 446 439 439 120 149 168 162 162 142 138 138 -60 -65 -65 -60 -60 -60 -60 -60 240 215 280 240 240 240 240 240 0.5ppm Au cut-off (significant intercepts) Depth from 82 Interval 1 0.67 Au ppm 0.1ppm Au cut-off (halo mineralisation) Depth from 82 Interval 2 Au ppm 0.44 0.22 11 1 6 1 0.92 1.4 1.9 144 NSR 106 161 NSR 124 1 2.53 138 NSR 105 NSR 86 124 32 0.37 9 7 0.10 0.49 Page | 21 ACTIVITIES REPORT Background NAE Annual Report 30 June 2023 The Central Otago Schist Belt is renowned for the famous Otago gold rush that began in the 1860s, when alluvial gold was discovered in extremely rich Gabriel’s Gully, an area located less than 15km to the east of OPQ Gold Exploration Project. Hard rock gold mining followed but stopped in the early 1900s. Since then, very little focused modern exploration has been applied and until now, no drilling has ever been completed within the OPQ Gold Exploration Project area. This combination of historically productive ground in an under-explored area presents an exciting opportunity for NAE to make a significant discovery. Notes: • All reported intersections are assayed on RC sub-sample intervals of 1m to 2m. • Significant intercept cut grade is 0.5 ppm gold and may include 1m of internal dilution. • Halo mineralisation is all intervals above 0.1ppm gold and may include 4m of internal dilution. • Reported grades are calculated as length-weighted averages. • Intercepts are downhole widths. • RC samples are analysed for gold by fire assay (30-gram charge) with an MS-ICP finish (SGS method code FAA303). Lammerlaw Gold Project In July 2022, the Company announced exploration results and detailed geophysical review that highlighted expanded gold potential at its Lammerlaw Project. Newly re-processed legacy geophysical data was acquired for all NAE Otago permits. The resulting new imagery had an immediate impact, highlighting areas of interest and confirming targeting methodologies. Ongoing field campaigns within Lammerlaw Exploration Permit EP60807 produced encouraging pXRF arsenic results from additional auger, float and rock chip sampling. New sampling extends arsenic-gold geochemical trends delineated by field campaigns carried out in November 2020 and February 2021. An application submitted to New Zealand Petroleum & Minerals for an Extension of Duration ( EoD) for Lammerlaw Prospecting Permit PP60544 was granted. This allowed for continued surface exploration until 26 November 2023. Proven targeting methodologies will continue to be extended along a ~25km prospective structural corridor held under Lammerlaw Prospecting Permit PP60544 and Lammerlaw Exploration Permit EP60807. The Central Otago Schist Belt has a proven gold endowment highlighted by Santana Minerals Limited (ASX:SMI) recent discoveries at the Bendigo-Ophir Gold Project as well the World Class Macraes Gold Mine, owned and operated by Oceana Gold. NAE considers its Lammerlaw Project to potentially host structurally controlled orogenic gold mineralisation similar to the bulk tonnage Macraes and Bendigo-Ophir deposits, as well as high-grade quartz lode gold systems seen elsewhere in the Otago. Page | 22 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Figure 14. Location of NAE Permits in Lammerlaw (PP60544 and EP60807) and OPQ (EP60502), Otago, NZ. Red lines show the curren t extent of NAE auger sampling lines. Geophysical Data for NAE Otago Projects Re-Processed Legacy electromagnetics and magnetics geophysical surveys data covering the NAE Otago permit areas have been reprocessed using the latest techniques by Fathom Geophysics Ltd (Fathom). Advance image processing over NAE Otago Project used cutting edge algorithms, to produce automated interpretation of topography, magnetics and electromagnetic images. Fathom’s structural detection algorithm produces images that highlight structural complexity and edge features (faults, contacts and other structures) to reduce subjectivity by the interpreter. When the products are combined with other exploration data sets such as geochemistry and mapping, target interpretation can be applied with limited cognitive bias. Results of this process have highlighted additional targets and improved structural understanding of the Lammerlaw area. Re-processed geophysics and geochemical trends confirm the likely continuation of gold targets across the full length of the Lammerlaw permits. Targeted geochemical sampling will now be used to test concepts. Page | 23 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Figure 15. Examples of newly acquired geophysical images over the Lammerlaw/Mahinerangi area. Anomalous Arsenic Zones Extended in Lammerlaw EP60807 Ongoing activity in Lammerlaw Exploration Permit EP60807 has highlighted kilometer scale geochemical trends hosting anomalous arsenic-gold plus antimony and tungsten mineralisation. Arsenic geochemistry best highlights geochemical trends due to its common relationship with gold occurrence. Within Lammerlaw Exploration Permit EP60807 arsenic in auger and rock samples highlights two sub-parallel, semi-continuous structures roughly 5-6km in length and a third smaller linking structure. Outcrop exposure at Lammerlaw is sparse, with only competent psammitic schist outcropping on ridges and in creeks. Shear zones and pelitic schists which are more likely to host geochemical trends are recessive in the landscape and rarely outcrop. Page | 24 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Figure 16: Arsenic pXRF geochemistry in surface samples (auger, float and rock samples) for Lammerlaw Exploration Permit EP60 807. Red dashed lines show highlighted geochemical trends. Prospect location area highlighted. Recent field work has utilised historic aerial photography to locate surface prospecting pits and shafts dug in the 1870 -90’s. Old workings were often dug intermittently along lines, following indicators of gold mineralisation. Samples collected from old workings commonly record anomalous arsenic, antimony and tungsten geochemistry using pXRF. These results extended the strike of prospective geochemical trends by hundreds of meters in some locations. Soil auger sampling continues to be an effective way of testing geochemical trends at Lammerlaw. During May 2022, an additional 120 auger samples and 64 rock chip samples were collected to extend known mineralised trends. Geochemical tends within Lammerlaw EP60807 can be divided into four main prospects, Antimony, Bucks, Fulton’s and Bella. Each prospect has a historic legacy of mining and exploration, historic records are summarised below: Antimony Mine The Antimony Mine was discovered in Stony Creek during the late 1870s, with intermittent mining occurring between 1880 and 1900. The lode strike WNW-ESE and dips 45o NE, with historic prospecting proving an 800m strike length. Two shafts were sunk in the bed of Stony Creek approximately 120m apart, from which mining of antimony rich ore took place. The structure hosing mineralisation is 1.2-1.5m wide with the stibnite-bearing material being typically 0.5m thickness within. In one location massive scheelite was extracted from the centre of the lode (Marshall, 1918). Historic records note the lode had poor gold content (Finlayson, 1908). Modern prospecting of the Antimony Mine has been entirely by surface sampling. Early work highlighted a 1km long antimony and tungsten geochemical trend centred on the historic Antimony Mine. Limited gold focused exploration records a rock chip grade up to 9.57g/t Au and up to 22.6% Sb from mullock. Exploration completed by NAE has extended the length of the geochemical trend hosting the Antimony Mine to roughly 3.5km. Preliminary pXRF data for samples collected in May 2022 along newly defined geochemical trend, show anomalous geochemistry for arsenic, antimony and tungsten. Page | 25 ACTIVITIES REPORT Bucks Prospect NAE Annual Report 30 June 2023 There is no historical documentation for Bucks Prospect, although it is commonly indicated on historic maps. The rough location of Bucks is coincident with an arsenic-gold geochemical trend defined by NAE auger sampling. This 1.9km geochemical trend is now well defined by auger and rock chip samples with peak values of 92ppb Au and 349ppm As in NAE auger samples. These results reflect the position of recently sampled quartz-arsenopyrite breccia in float samples. Fulton’s Prospect Fulton’s Prospect is a group of quartz vein occurrences in an area worked extensively for alluvial gold and tungsten (other names include Neighborhood, Golden Crown and Reeferk). Fulton’s Creek located below prospect area was noted as remarkably rich in coarse alluvial gold. Extensive areas were hydrosluiced, fed by an extensive network of water races. Only a small amount of prospecting was on quartz lodes directly, discontinuous veins up to 3ft thick are recorded (Marshall, 1918). Remnant prospecting pit and adits commonly follow individual quartz veins and indicate a E-W strike of mineralisation. Prior to NAE work in the Fulton’s area, there was no significant modern exploration sampling in the area. The recent westward extension of the auger sampling completed in 2021 to cover Fulton’s Prospect has proven a large gold -arsenic geochemical tend. These results indicate Fulton’s Prospect is part of a 3.4km geochemical tend with probable parallel trend in places. Peak values of 300ppm As and 50ppb Au are recorded in previous NAE auger samples. Recent sampling of quartz vein float and from prospecting pits has recorded strongly anomalous arsenic and tungsten values. Further sampling work is required at Fulton’s to extend test the geochemical trend further west. Bella Lode The Bella Lode was discovered in the 1890’s and worked intermittently until 1900. The Lode runs E -W and dips steeply N, with a maximum thickness of 6ft and averaged 15g/t Au. Underground working followed the vein for 400ft where it pinched and swelled between 0.6-1.8m wide. At 15m in depth, the vein reportedly pinched out leaving only sheared host rock. In addition to lack of ore for processing, Bella required chemical treatment to recover gold, indicating it was very fine or loc ked in sulfides. The Lode also contained some scheelite (Marshall, 1918). Modern prospecting has included sporadic soil and rock sampling. Previous soil sampling proved ineffective owing to the lack of dispersion of mineralisation in wall rock. Historic samples collected from the Bella Lode gave peak Au assay of 17.3g /t. Recent activity by NAE has used historic aerial photography to extend the strike length of the Bella geochemical trend to roughly 2km. Samples from prospecting pits and shafts provide anomalous As and W values when analysis with pXRF. Float samples of mineralised quartz vein were also located along strike from the Bella Mine. Other Areas of Interest As understanding of the Lammerlaw Project develops, it has become clear that there are overlapping chemistries of individual geochemical trends, as well as potentially narrow footprint size of anomalies. To ensure no potential targets have been overlooked within the existing soils grid, samples not previously sent for gold assay have now been submitted. This includes 109 samples from between the Fulton’s and Bucks prospects. Field work completed in May 2022 has highlighted the potential that geochemical trends may have semi -continuous strike across the Lammerlaw Project area. It now seems likely that Fulton’s and Bella sit along the same structure. Further surface sampling will be used to highlight this potential in the area immediately north of Bella Prospect. In this area, a westward continuation of the Antimony Mine geochemical trend is projected and loosely defined by isolated sample points. Page | 26 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Extension of Duration for Lammerlaw PP60544 Granted NAE has been successful in application for an EoD for Lammerlaw Prospecting Permit PP60544. Importantly, this allows continued exploration along strike from the Lammerlaw Exploration Permit EP60807 where ongoing surface exploration continues to expand geochemical tends. The extended permitting period for Lammerlaw Prospecting Permit PP60544 secures an extensive ground as holding part of the Company’s 100% owned Otago Project. The granting of EoD for Lammerlaw Prospecting Permit PP60544 maintains NAE’s Otago permitted ground, with the combination of the two contiguous Lammerlaw Permits provides ~25km of prospective structural corridor to test further. The initial Lammerlaw Prospecting Permit PP60544 was granted on 26 November 2019. Surface exploration in the subsequent two years highlighted the northeastern portion of the original Permit as the most prospective for structurally controlled orogenic gold mineralisation, and at completion of the initial two years of tenure, became Lammerlaw Exploration Permit EP60807. Contemporaneously, an EoD application for the original Lammerlaw Prospecting Permit PP60544 was sorted. The balance of the original Lammerlaw Prospecting Permit area has been relinquished due to its lower perspectivity. The targeting strategy for Lammerlaw uses contrasting high and low electromagnetics response as lineaments, potential indicators of favorable structural and lithological contacts for gold mineralisation. Results returned for surface sampling Lammerlaw Prospecting Permit PP60544 have successfully proven this concept. Coincident arsenic and gold geochemical trends follow contacts between high and low electromagnetic response. Re-processed geophysics now allows accurate delineation of these prospective lineaments. References • • Finlayson, A. M. 1908: The Geology of the Quartz Veins of the Otago Goldfields. Transaction of the New Zealand Institute 41: 66-84. Marshall, p. 1918: The geology of the Tuapeka District, Central Otago Division. Department of Mines Geological Survey Branch. Bulletin 19 High-grade gold in rock chip assay results at Lammerlaw and OPQ In October 2022, the Company reported high-grade gold in rock chip assay results for exploration work conducted in Q2 2022 at the Lammerlaw and OPQ Projects, Central Otago, New Zealand. High-grade gold assay results reflect positive pXRF arsenic results announced in July and August 2022. Recent rock chip sampling focused on quartz vein-style lode gold mineralisation associated with historic workings and geochemical trends located by NAE soil sampling. Surface rock chip and float sampling from mine workings and recently identified geochemical trends have produced significant results at most Lammerlaw and OPQ Prospects. Highlights include: • • • • 27.0 g/t Au from mineralised quartz float within the Bucks soil auger sampling trend 17.0 g/t Au from a quartz vein exposed in the historic ABC mine workings 14.1 g/t Au from a quartz vein exposed in the Fulton’s Prospect adit entrance 12.1 g/t Au from mineralised quartz float located 20m from the Cox’s Mine line of workings. Numerous +0.5 g/t Au samples were collected from other historic workings and geochemical trends (17 samples out of 104 submitted in the last round of assays). The tenor of results achieved is satisfactory given the lack of outcrop in the project area. Most historic workings were ploughed back into fields during the 1970’s, greatly reducing opportunities to resample quartz lodes. Page | 27 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Figure 17: Lammerlaw Exploration Permit showing locations of recent high-grade rock chip samples and infill gold access soil samples collected in 2021. Figure 18: Location of Cox’s, Cosmopolitan and Butchers Gully prospect. Historic and recently sampled high-grade rock chip are highlighted. Page | 28 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Figure 19: Gold rock chip results for ABC and Nuggety Gully. Page | 29 ACTIVITIES REPORT NAE Annual Report 30 June 2023 Prospect Name OPQ Mine Ranking 1 Burtenshaws (OPQ Northern continuation) OPQ Victory OPQ South Canton Lode ABC - Nuggety Gully Lode Coxes Lode Cosmopolitan Butchers 2 3 4 5 6 7 8 9 Geophysical targets 10 Table 2: Summary of prospects in the OPQ tenement. Current understanding - History of mining spanning 1861-1915. Quartz veining intermittent and up to 3m thick in 3-6m thick mineralised fault zone, quartz grading on avg. 15g/t Au. - OPQ Mine surface working strike length ~1000m, lode mined from three levels up to 480m long by 45m deep. - Extension of the OPQ Fault Zone north of Lake Mahinerangi - Historic alluvial mining located gold mineralisation at base of deep-lead. - Deep channel cut by alluvial workings is 600m long before becoming obscured by Lake Mahinerangi - Immediately south and extending the OPQ Mine portion of the OPQ Fault Zone. - Pits sunk on quartz lodes in swampy ground. No historic record of production. Target completely blind. - Recent work by NAE has identified positive Au anomalism up to 2510ppb Au in percussion samples at OPQ Victory, indicating the OPQ Fault Zone can be extended a substantial distance. - Identified by NAE percussion sampling in 2018, with Au results up to 740ppb. OPQ South is located ~3km south of the OPQ Mine. - The area is covered by a 2-5m thick surface cover making surface prospecting difficult. Target completely blind. - Historic mining from 1888 to 1912 with quartz providing similar results to OPQ Lode. Shaft sunk to 46m work from two levels over 50m strike length. -Exceedingly rich specimen gold hosted in quartz and mineralised fault breccias. - Currently no surface exposure. Shaft and workings now covered by swamp. - Intermittent 2km long line of alluvial and hard rock workings. - ABC has shallow surface workings over a 250m strike that produced rich specimen gold. - Nuggety Gully is associated with 850m long alluvial working. Historic hard rock mining from one level 180m long with test crush averaging 10.25g/t Au. -Recent work finds high-grade Au float close to mine workings - Two quartz lodes located on 1.5km structure demarcated by surface workings. - Historic mining from three levels. Records of work scares but not a 0.3m wide lode containing 30-60g/t Au. Modern rock chip samples from mullock up to 8.4g/t Au -Recent work finds high-grade Au float close to surface workings - Two subparallel lodes worked from various points. - Limited historic record of production with trial crushing of vein material crushing 20 tons and averaged 10.85g/t Au. Gold in sulphide not recovered. -Modern rock chip samples from battery site up to 9.88g/t Au - Recent field visit traces surface workings ~800m with quartz and fault zone intermittently exposed. - Area of intense alluvial workings, with outcropping quartz vein noted. - Single modern rock chip sample records 1.7g/t Au - Recent re-processing of legacy geophysics has highlighted structures with similar trends to known gold occurrences. Status and Work Planned - Geological 3D modelling and drill targeting complete. - Initial drill target size 500m long x open at depth x 6m wide. -Drill ready. Access negotiations to proceed. - Drill targeting reliant on historic record as old alluvial working filled with water restricting access. - Initial drill target size 600m long x open at depth x 6m wide. -Drill ready. Access negotiations to proceed. - Use aircore drilling to locate OPQ Fault Zone and potential quartz veining undercover. - Target strike length to test roughly 1.5km. -Drill ready. Access negotiations to proceed. - Target strike length to test roughly 1.5km. - Second phase drilling -- Initial drill target size 100m long x open at depth x 2m wide. - Field mapping and sampling of prospect surrounds. - Second phase drilling - Collect further samples -Plan surface trenching to increase understanding of strike length. - Collect further samples -Plan surface trenching to increase understanding of strike length. - Locate old battery location - Collect further samples -Plan surface trenching to increase understanding of strike length. - Visit prospect and collect further samples - Visit locations of interest and collect further samples Page | 30 ACTIVITIES REPORT NAE Annual Report 30 June 2023 LOCHINVAR METALLURGICAL COAL PROJECT - UNITED KINGDOM In November 2022, NAE provided an update of its Lochinvar metallurgical coal project, located on the border of England and Scotland in the United Kingdom (Figure 20). The project consists of three adjacent exploration and conditional underground mining licences known as Lochinvar, Lochinvar North and Lochinvar South. All three licences are 100% owned by NAE (Figure 21). The Company received a review of the Lochinvar project 2014 Scoping Study and as previously updated in 2017 from Palaris Australia Pty Ltd (Palaris). The review confirmed that the project economics of the Lochinvar metallurgical coal project remain robust, despite recent cost increase in the United Kingdom. Figure 20: Location of the Lochinvar Metallurgical Coal Project For full details of the Scoping Study, please refer to the ASX release dated 27 October 2014 Lochinvar Scoping Study Confirms Robust Economics. For full details of the previous update to the Scoping Study in 2017, please refer to the ASX release dated 15 March 2017 Lochinvar Scoping Study Update. For full details of the Coal Resource estimate, please refer to ASX release dated 29 August 2014 Lochinvar Resource Upgrade and Product Quality. NAE confirms that it is not aware of any new information or data that materially affects the information included in that release. All material assumptions and technical parameters underpinning the estimates in that release continue to apply and have not materially changed. Scoping Study Background In October 2014, NAE completed the initial Lochinvar Scoping Study with Palaris Australia Pty Ltd ( Palaris) which confirmed the potential for a low cost long life 1.9Mtpa long wall mining project to deliver 1.4Mpta metallurgical coal to UK and European markets. The Scoping Study was updated in March 2017 and delivered a robust set of economics highlighted by a post-tax NPV9% of US$410M with an IRR of 27% and a payback of 4 years using the prevailing Hard Coking Coal (HCC) spot price US$160/t at the time. Page | 31 ACTIVITIES REPORT NAE Annual Report 30 June 2023 In an environment of elevated metallurgical coal prices and where global demand for metallurgical coal remains strong, NAE announced in September that Palaris had been commissioned to undertake a further update to the Scoping Study. The update focused on the areas of coal price assumptions, capital and operating cost structure and was released in November 2022. Figure 21: NAE Lochinvar Licences, Resource and Exploration Target areas Resource Estimate and Exploration Target A total estimated metallurgical coal resource of 111Mt comprising 49 Mt Indicated Resource and 62Mt Inferred Resource was defined within the Lochinvar licence for the Nine Foot and Six Foot Seams in combination, located within the Lochinvar project area. The Resource Estimate was based on nine holes drilled by the National Coal Board (NCB) from 1979 through to 1983 and 10 holes drilled by NAE in 2013 and 2014. NAE confirms that it is not aware of any new information or data that materially affects the information included in that release. All material assumptions and technical parameters underpinning the estimates in that release continue to apply and have not materially changed. An Exploration Target of 31 – 64 Mt was also identified which includes both the Lochinvar and Lochinvar South Leases and was reported in the same report as the Resource Estimate. A further Exploration Target for the Lochinvar North licence of 77-142 Mt was estimated by Palaris in April 2019. The Resource Estimate and the Exploration Targets were reported in accordance with the JORC Code (2012). Page | 32 ACTIVITIES REPORT Market and Infrastructure NAE Annual Report 30 June 2023 Lochinvar is ideally located to become a supplier of low cost, high volatile metallurgical coal to the European steel industry as a result of: ➢ Located 7km from the main West Coast Main Line railway – which links directly to UK steel mills and nearby ports to access European market ➢ Lower labour rates when compared to Australian mining costs Lochinvar metallurgical coal enjoys a clear distance and freight cost advantage over competing metallurgical coal imports and the benefit of regular local deliveries reducing customer inventories. About Lochinvar Historic exploration at Lochinvar commenced in the 1950s by the National Coal Board (NCB), which sank an initial four boreholes. This work proved the existence of the same sequence of thick coals of the Middle Coal Measures, which had been previously mined at Rowanburn colliery, within the Lochinvar North licence. Lochinvar Resource 1. The original report was “Scoping Study Confirms Robust Economics, Low Costs and Long Life for Lochinvar Coking Coal Project” which was issued with the consent of the Competent Person, Dr John Bamberry. The report was released to the ASX on 27 October 2014 and can be located at www2.asx.com.au, search code NAE. The Company is not aware of any new information or data that materially effects the information included in the relevant market announcement and, in the case of Mineral Resources and Ore Reserves, that all material assumptions and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcement. 2. The original report was “Lochinvar Scoping Study Update” which was issued with the consent of the Competent Person, Dr John Bamberry. The report was released to the ASX on 15 March 2017 and can be located at www2.asx.com.au, search code NAE. The Company is not aware of any new information or data that materially effects the information included in the relevant market announcement and, in the case of Mineral Resources and Ore Reserves, that all material assumptions and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcement. 3. The original report was “Lochinvar North Exploration Target” which was issued with the consent of the Competent Person, Dr John Bamberry. The report was released to the ASX on 15 April 2019 and can be located at www2.asx.com.au, search code NAE. The Company is not aware of any new information or data that materially effects the information included in the relevant market announcement and, in the case of Mineral Resources and Ore Reserves, that all material assumptions and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcement. Page | 33 ACTIVITIES REPORT NAE Annual Report 30 June 2023 New Age Exploration Limited provides its list of exploration licences (as at 30 June 2023). Licence No. Project Country Area (km2) Licence Type NAE Group % Interest CA11/EXP/0515/N CA11/UND/0176/N CA11/EXP/0545/N Lochinvar Lochinvar United Kingdom 67.5 Exploration Licence United Kingdom 67.5 Conditional Underground Licence and Option Agreement Lochinvar South United Kingdom 51.0 Exploration Licence CA11/UND/0182/N Lochinvar South United Kingdom 51.0 Conditional Underground Licence and Option Agreement CA11/EXP/570/N Lochinvar North United Kingdom 66.5 Exploration Licence CA11/OPC/0447/N Lochinvar North United Kingdom 66.5 Conditional Surface and Underground Licence and Option Agreement EP60502 PP60544 Otago Pioneer Quartz New Zealand 71.55 Exploration Permit Lammerlaw New Zealand 265.38 Prospecting Permit PP60725.01 Marlborough Schist New Zealand 500 Prospecting Permit 100% 100% 100% 100% 100% 100% 100% 100% 100% PP60716.01 Manorburn New Zealand 221.8 Prospecting Permit 100% E47/4406, E47/4407, E47/4408, E45/5724, E45/5725, E45/5726, E47/4435, E47/4450 Quartz Hill Western Australia 1,319 Exploration Licence 100% E47/3887, E47/3886, E47/4592, E47/4528 Bullock Well Western Australia 166.5 Exploration Licence 100% E47/3958, E47/5064 E47/5063, E47/5065 Brahman Droughtmaster Western Australia 538 Exploration Licence 100% E45/5180 Talga, Talga E45/6094, E45/6095 E45/6096, E45/6097 Meentheena Western Australia Western Australia 6.4 Exploration Licence 100% 484 Exploration Licence 100% Page | 34 DIRECTORS’ REPORT NAE Annual Report 30 June 2023 The Directors present their report, together with the consolidated financial statements of the Group comprising of New Age Exploration Limited (the Company) and its subsidiaries, for the financial year ended 30 June 2023. Directors Directors of the Company during the whole of the financial year and up to the date of this report, unless otherwise stated: Mr A Broome AM (Non-Executive Chairman) Mr J Wellisch (Executive Director) Mr A Wing (Non-Executive Director) Company Secretaries Mr Adrien Wing (B.Bus, CPA) was the company secretary of the Company during the whole of the financial year and up to the date of this report. Mr Wing is CPA qualified. He practised in the audit and corporate divisions of a chartered accounting firm before working with a number of public companies listed on the ASX as a corporate/accounting consultant and company secretary. Ms Pauline Moffatt is a graduate of the Australian Institute of Company Directors (GAICD) and a fellow GIA ICSA of the Governance Institute of Australia. Ms Moffatt has a wealth of experience, providing specialised accounting and company secretary services to public companies for over 20 years. Meetings of directors The number of meetings of the Company's Board of Directors held during the year ended 30 June 2023, and the number of meetings attended by each director were: Mr A Broome AM Mr J Wellisch Mr A Wing Full Board Held 9 9 9 Attended 9 9 9 ‘Held’ represents the number of meetings held during the time the Director held office or was a member of the relevant committee. The table includes decisions by circular resolutions. Information on directors Name: Title: Experience and expertise: Other current directorships: Former directorships (in the last 3 years): Special responsibilities: Interests in shares: Interests in options: First appointed to the Board: Mr Alan Broome AM (I.Eng, F.AusIMM, FAICD, FICME, MInstD (NZ)) Non-Executive Director and Chairman Mr Broome is a metallurgist with over 40 years’ experience in mining and metals. A well-known figure in the Australian mining industry, Alan has extensive board experience, both as a director and chairman, of a number of listed and unlisted mining and mining technology companies. Over the past 20 years, Alan has had in-depth experience in coal mining, mining technology, equipment, services and research sectors, both in Australia and abroad. Strategic Minerals plc (Chairman) Mustang Energy plc (Chairman) DDH1 Limited (Non-Executive Director) Critical Minerals Group Limited (Chairman) Nil Chairman of the Board 1,725,000 ordinary shares 15,000,000 listed options 18 February 2013 Page | 35 DIRECTORS’ REPORT Name: Title: Experience and expertise: Other current directorships: Former directorships (in the last 3 years): Special responsibilities: Interests in shares: Interests in options: First appointed to the Board: Name: Title: Experience and expertise: Other current directorships: Former directorships (in the last 3 years): Special responsibilities: Interests in shares: Interests in options: First appointed to the Board: NAE Annual Report 30 June 2023 Mr Joshua Wellisch Executive Director Mr Wellisch is a corporate professional whose career has included several Executive Management and Director roles in ASX listed companies. Mr Wellisch has a breadth of experience in the acquisition, management and development of mineral geological projects within the energy and minerals sector. Mr Wellisch has a substantial background in Project Management and is a member of the Project Management Institute (PMI). Mr Wellisch is also currently a director of NRG Capital specialising in capital raisings, corporate structuring and the facilitation of ASX listings. Nil Nil Executive Director 35,777,692 ordinary shares 61,000,000 listed options 12 October 2018 Mr Adrien Wing Non-Executive Director Mr Wing is a Certified Practicing Accountant. He practiced in the audit and corporate advisory divisions of a chartered accounting firm before working with a number of public companies listed on the Australian Securities Exchange as a corporate/accounting consultant and company secretary. Red Sky Energy Ltd (Non-Executive Director) Cleo Diagnostics Limited (Non-Executive Director) Jade Gas Holdings Ltd – until September 2021 Mithril Resources Ltd - May 2019 to February 2021 Mitre Mining Corporation Limited - until 9 March 2023 Nil 120,959,027 ordinary shares 50,000,000 listed options 3 July 2020 'Other current directorships' quoted above are current directorships for listed entities only and excludes directorships in all other types of entities, unless otherwise stated. 'Former directorships (in the last 3 years)' quoted above are directorships held in the last 3 years for listed entities only and excludes directorships in all other types of entities, unless otherwise stated. Page | 36 DIRECTORS’ REPORT Principal activities NAE Annual Report 30 June 2023 During the financial year, the Group made significant progress with advancing its gold projects. The Group is focused on advancing gold exploration projects in the Pilbara Gold district and the South Island of New Zealand and to strengthen efforts to acquire new opportunities which establish shareholder value. Dividends There were no dividends paid or declared during the current or previous financial year. Review of operations The loss for the Group after providing for income tax amounted to $1,164,424 (2022: $1,180,445). Additional information on the Group’s operations is included in the detailed Activities Report preceding this Directors' report. Significant changes in the state of affairs There were no significant changes in the state of affairs of the Group during the financial year. Matters subsequent to the end of the financial year No matters or circumstances have arisen since 30 June 2023 that have significantly affected, or may significantly affect the Group's operations, the results of those operations or the Group's state of affairs in future financial years. Likely developments and expected results of operations The Group is continuing to advance its portfolio of exploration projects and examine the potential for investment in new opportunities as they arise. Risks and Uncertainties The business and operations of the Group are subject to numerous risks, many of which are beyond the Group’s control. The Group considers the risks set out below to be some of the most significant to the Group, but not all of the risks associated with the Group. If any of these risks materialise into actual events or circumstances or other possible additional risks and uncertainties of which the Group is currently unaware or which it considers to be material in relation to the Group’s business actually occur, the Group’s assets, liabilities, financial condition, results of operations (including future results of operations), business and business prospects, are likely to be materially and adversely affected. (a) The Group has limited financial resources and limited operating revenues. To earn and/or maintain its interest in its mineral projects, the Group has contractually agreed or is required to make certain payments and expenditures for and on such projects. The Group’s ability to continue as a going concern is dependent upon, among other things, the Group establishing commercial quantities of mineral reserves on its projects and obtaining the necessary financing and permits to develop and profitably produce such minerals or, alternatively, disposing of its interests on a profitable basis, none of which is assured. (b) The Group has only generated losses to date and will require additional funds to further explore its projects. The only sources of funds for exploration programs, or if such exploration programs are successful for the development of economic ore bodies and commencement of commercial production thereon, presently available to the Group are the sale of equity or farming out its mineral projects to third party for further exploration or development. The Group’s ability to arrange financing in the future will depend, in part, upon the prevailing capital market conditions as well as its business performance. There is no assurance such additional funding will be available to the Group when needed on commercially reasonable terms or at all. Additional equity financing may also result in substantial dilution thereby reducing the marketability of the Company’s shares. Failure to obtain such additional financing could result in the delay or indefinite postponement of further exploration and the possible, partial or total loss of the Group’s interest in its projects. Page | 37 DIRECTORS’ REPORT NAE Annual Report 30 June 2023 (c) Mineral exploration is subject to a high degree of risk, which even a combination of experience, knowledge and careful evaluation may fail to overcome. These risks may be even greater in the Group’s case given its formative stage of development and the fact that its mineral projects are still in their exploration stage. Furthermore, exploration activities are expensive and seldom result in the discovery of a commercially viable resource. There are no known resources or reserves on its mineral projects and the Group’s proposed exploration programs are exploratory searches for commercial quantities of ore. There is no assurance that the Group’s exploration will result in the discovery of an economically viable mineral deposit. (d) The Group activities are subject to the risks normally encountered in the mining exploration business. The economics of exploring, developing and operating resource projects are affected by many factors including the cost of exploration and development operations, variations of the grade of any ore mined and the rate of resource extraction and fluctuations in the price of resources produced, government regulations relating to royalties, taxes and environmental protection and title defects. (e) The Group’s mineral projects may be subject to prior unregistered agreements, interests or land claims and title may be affected by undetected defects. In addition, the Group’s exploration activities will require certain licenses and permits from various governmental authorities. There is no assurance that the Group will be successful in obtaining the necessary licenses and permits on a timely basis or at all to undertake its exploration activities in the future or, if granted, that the licenses and permits will be on the basis applied or remain in force as granted. (f) The Group must comply with environmental laws and regulations governing air and water quality and land disturbance and provide for reclamation and closure costs in addition to securing the necessary permits to advance exploration activities at is mineral projects. Environmental legislation is evolving in a manner that will require stricter standards and enforcement, increased fines and penalties for non-compliance, more stringent environmental assessments of proposed projects, and a heightened degree of responsibility for companies and their officers, directors and employees. Compliance with environmental laws and regulations may require significant capital outlays on behalf of the Group and may cause material changes or delays in the Group’s intended activities. Furthermore, environmental hazards may exist on the Group’s projects that are unknown to the Group at present and that have been caused by the Group or by previous owners or operators of the projects, or that may have occurred naturally. The Group may be liable for remediating such damages. The above list of risks, uncertainties and other factors is not exhaustive. Environmental regulation The Group's operations are not regulated by any significant environmental regulation under a law of the Commonwealth or of a State or Territory in Australia as at this date. The Group’s exploration activities in the United Kingdom, New Zealand and Australia are subject to environmental regulations in those countries. The Board maintains responsibility that the Group is in compliance with all relevant environmental legislation and maintains a high standard of environmental care. During the year, there were no known breaches of tenement conditions, and no such breaches have been notified by any government agencies. Page | 38 DIRECTORS’ REPORT NAE Annual Report 30 June 2023 Remuneration report (audited) The remuneration report details the key management personnel remuneration arrangements for the consolidated entity, in accordance with the requirements of the Corporations Act 2001 and its Regulations. Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including all directors. The remuneration report is set out under the following main headings: A - Principles used to determine the nature and amount of remuneration B - Details of remuneration C - Service agreements D - Share-based compensation E - Additional information A Principles used to determine the nature and amount of remuneration Remuneration Policy The Board practice for determining the nature and amount of remuneration of directors and other key management personnel is agreed by the Board of Directors as a whole. The Board obtains professional advice where necessary to ensure that the Group attracts and retains talented and motivated Directors and employees who can enhance Group performance through their contributions and leadership. Remuneration consists of a fixed remuneration, performance-based bonuses and long-term share options as considered appropriate. The Board believes that options are an effective remuneration tool which preserves the cash reserves of the Group whilst providing valuable remuneration. Executive Director Remuneration Due to the limited size of the Group and of its operations and financial affairs, the use of a separate remuneration committee is not considered appropriate. In determining the level and make-up of the Executive Director remuneration, the Board negotiates a remuneration to reflect the market salary for a position and individual of comparable responsibility and experience. Remuneration is periodically compared to relevant external market conditions. This is done based on surveys of peer companies’ Managing Director remuneration and also taking into account the increase in consumer price index. If required, the Board may engage an external consultant to provide independent advice in the form of a written report detailing market levels of remuneration for comparable executive roles. No external consultant was engaged during the year for the purpose of remuneration review. Non-Executive Director Remuneration Non-executive Directors’ fees are paid within an aggregate limit which is approved by the shareholders from time to time. Retirement payments, if any, are agreed to be determined in accordance with the rules set out in the Corporations Act at the time of the Directors retirement or termination. Non-Executive Directors remuneration may include an incentive portion consisting of bonuses and/or options, as considered appropriate by the Board, which may be subject to shareholder approval in accordance with the ASX Listing Rules. The amount of aggregate remuneration sought to be approved by shareholders and the manner in which it is apportioned amongst directors is reviewed annually. The Board considers the amount of Director fees being paid by comparable companies with similar responsibilities and the experience of the Non-Executive Directors when undertaking the annual review process. The Group determines the maximum amount for remuneration, including thresholds for share-based remuneration, for Directors by resolution. At the Annual General Meeting held on 28 November 2012, shareholders approved $300,000 as the annual maximum amount of remuneration that may be allocated to all Non-Executive Directors. Further details regarding components of Director and executive remuneration are provided in the following tables. Page | 39 DIRECTORS’ REPORT NAE Annual Report 30 June 2023 Group performance, shareholder wealth and director and other key management personnel remuneration The remuneration policy has been tailored to increase goal congruence between shareholders, Directors and other key management personnel through successfully achieving its primary objectives. During exploration project development phase, these objectives are not linked to earnings. Instead, the successful discovery or acquisition of mineral resources and progress with project development are the primary means of value creation and thus, are the primary objectives of the Company. The achievement of this aim has been through the issue of options to Directors to encourage the alignment of personal and shareholder interests. The recipients of the options are responsible for growing the Group and increasing shareholder value. If they achieve this goal, the value of the options granted to them will also increase. Therefore, the options provide an incentive to the recipients to remain with the Group and to continue to work to enhance the Group’s value. In the financial year ended 30 June 2023, Mr J Wellisch received a bonus entitlement of $18,000 relating to the successful achievement of certain performance criteria. There was a bonus of $36,000 in 2022. B Details of remuneration Details of the remuneration of the Directors and other key management personnel (defined as those who have the authority and responsibility for planning, directing and controlling major activities) of the Group are set out in the following tables. Short-term benefits Salary/Fees Bonus $ $ Post-employment benefits Superannuation $ Options $ Total $ Performance Related % 2023 Non-Executive Directors: Mr A Broome AM Mr A M Wing Executive Directors: Mr J Wellisch 85,000 120,000 - - 198,000 403,000 18,000 18,000 2022 $ $ $ Non-Executive Directors: Mr A Broome AM Mr A M Wing Executive Directors: Mr J Wellisch 85,000 120,000 - - 198,000 403,000 36,000 36,000 - - - - - - - - $ - - - - - - - - 85,000 120,000 216,000 421,000 $ % 85,000 120,000 234,000 439,000 - - 8.3 - - 15.4 The proportion of remuneration linked to performance and the fixed proportion are as follows: Fixed remuneration 2022 % 2023 % At risk – STI 2023 % 2022 % At risk - LTI 2023 % 2022 % Non-Executive Directors: Mr A Broome AM Mr A M Wing Executive Directors: Mr J Wellisch 100 100 100 100 - - - - 91.7 84.6 8.3 15.4 - - - - - - Page | 40 DIRECTORS’ REPORT C Service agreements NAE Annual Report 30 June 2023 Effective 15 March 2021, Mr Josh Wellisch entered into a service agreement for his role as an Executive Director at a rate of $198,000 per annum. Short-term incentives of up to 30% of the annual fee are also able to be granted at the discretion of the Board. The agreement can be terminated by either party upon providing 3 months notice. In the financial year ended 30 June 2023, Mr J Wellisch received a bonus entitlement of $18,000 relating to the successful achievement of certain performance criteria. There was a bonus of $36,000 in 2022. NAE has no other existing service agreements as at 30 June 2023. Key management personnel have no entitlement to termination payments in the event of removal for misconduct. D Share-based compensation Issue of shares There were no shares issued to Directors and other key management personnel as part of compensation during the year ended 30 June 2023. Shareholding The number of shares in the Company held during the financial year by each director and other members of key management personnel, including their personally related parties, is set out below: Balance at the start of the year Received as part of remuneration Additions Disposals/ Other Balance at the end of the year 1,725,000 35,777,692 120,959,027 158,461,719 1,725,000 35,777,692 120,959,027 158,461,719 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 1,725,000 35,777,692 120,959,027 158,461,719 1,725,000 35,777,692 120,959,027 158,461,719 2023 Ordinary shares Alan Broome AM Joshua Wellisch Adrien Wing 2022 Ordinary shares Alan Broome AM Joshua Wellisch Adrien Wing Issue of Options On 25 November 2020, at the Company’s Annual General Meeting (“AGM”), shareholders approved the issue of 120,000,000 Options to the Directors with an exercise price of $0.03 (3 cents) and an expiry date of 31 December 2023. In accordance with Accounting Standard AASB 2 Share-Based Payment, these Options have been valued at 0.56 cents each for a total of $668,368 on the grant date, being the date of the AGM, and expensed during the 2021 financial year. Options granted carry no dividend or voting rights. The number of Options held during the financial year by each director is set out below: 2023 Alan Broome AM Joshua Wellisch Adrien Wing Balance at the start of the year Received as part of remuneration Exercised / Expired Disposals/ Other Balance at the end of the year 15,000,000 61,000,000 45,000,000 121,000,000 - - - - - - - - - - - - - 15,000,000 61,000,000 45,000,000 121,000,000 Page | 41 DIRECTORS’ REPORT NAE Annual Report 30 June 2023 E Additional information The earnings of the Group for the five years to 30 June 2023 are summarised below: 2019 $ 2020 $ 2021 $ 2022 $ 2023 $ Revenue and other income Net profit/(loss) before tax Net profit/(loss) after tax 51,835 (1,158,486) (1,158,486) 109,677 (4,965,036) (4,965,036) 12,077 (5,524,106) (5,524,106) 7,177 (1,180,455) (1,180,455) 53,563 (1,164,424) (1,164,424) The factors that are considered to affect total shareholders return (TSR) are summarised below: Share price at start of year ($) Share price at end of year ($) Basic earnings/(loss) per share (cents per share) Diluted earnings/(loss) per share (cents per share) 2019 2020 2021 2022 2023 0.006 0.004 0.004 0.007 0.007 0.011 0.011 0.006 0.006 0.005 (0.15) (0.56) (0.49) (0.08) (0.08) (0.15) (0.56) (0.49) (0.08) (0.08) This concludes the remuneration report, which has been audited. Page | 42 DIRECTORS’ REPORT Shares under option NAE Annual Report 30 June 2023 There were unissued ordinary shares of the Company under option at the balance date as follows: - - 15,000,000 exercisable at 2 cents each with an expiry date of 28 September 2023; and 254,618,667 exercisable at 3 cents each with an expiry date of 31 December 2023. Shares issued on the exercise of options No shares of the Company were issued during the year ended 30 June 2023 on the exercise of options granted. Indemnity and insurance of officers The Company has indemnified the Directors and executives for costs incurred in their capacity as a Director or executive for which they may be held personally liable, except where there is a lack of good faith. During the financial year, the Company paid a premium in respect of a contract to insure the Directors and executives against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of the nature of liability and the amount of the premium. Indemnity and insurance of auditor The Company has not, during or since the financial year, indemnified or agreed to indemnify the auditor of the Company or any related entity against a liability incurred by the auditor. During the financial year, the Company has not paid a premium in respect of a contract to insure the auditor of the Company or any related entity. Proceedings on behalf of the Group No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Group for all or part of those proceedings. Non-audit services There we no non-audit services provided during the financial year by the auditor. Auditor's independence declaration A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out on the following page. Auditor RSM Australia Partners continues in office in accordance with section 327 of the Corporations Act 2001. This report is made in accordance with a resolution of directors, pursuant to section 298(2)(a) of the Corporations Act 2001. On behalf of the directors ________________________________________________________ Joshua Wellisch Executive Director 4 September 2023 Melbourne Page | 43 RSM Australia Partners Level 21, 55 Collins Street Melbourne VIC 3000 PO Box 248 Collins Street West VIC 8007 T +61 (0) 3 9286 8000 F +61 (0) 3 9286 8199 www.rsm.com.au AUDITOR’S INDEPENDENCE DECLARATION As lead auditor for the audit of the financial report of New Age Exploration Limited and its controlled entities for the year ended 30 June 2023, I declare that, to the best of my knowledge and belief, there have been no contraventions of: (i) (ii) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and any applicable code of professional conduct in relation to the audit. RSM AUSTRALIA PARTNERS JASON CROALL Partner Dated: 4 September 2023 Melbourne, Victoria THE POWER OF BEING UNDERSTOOD AUDIT | TAX | CONSULTING 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 Page | 44 STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME For The Year Ended 30 June 2023 Revenue from continuing operations Other revenue Expenses Corporate expenses Employee benefits expenses Exploration and evaluation expenses Administrative expenses Occupancy expenses Legal expenses Investor relations and marketing (Loss) before tax from continuing operations Income tax expense (Loss) for the year 6 Other comprehensive income for the year Items that may be reclassified subsequently to profit or loss - Exchange differences on translation of foreign operations Other comprehensive income for the year, net of tax NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Note Consolidated 30 June 2023 $ Consolidated 30 June 2022 $ 4 53,563 7,177 (230,058) (451,261) (62,229) (264,942) (56,084) (78,423) (74,990) (1,217,987) (1,164,424) - (174,015) (469,846) (72,945) (303,257) (46,220) (18,844) (102,495) (1,187,622) (1,180,445) - (1,164,424) (1,180,445) 1,340 1,340 (1,601) (1,601) Total comprehensive (loss) for the year (1,163,084) (1,182,046) Earnings/(loss) per share attributable to the owners of New Age Exploration Limited Basic per share Diluted per share Cents Cents 21 21 (0.08) (0.08) (0.08) (0.08) The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes. Page | 45 STATEMENT OF FINANCIAL POSITION As at 30 June 2023 NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Current assets Cash and cash equivalents Trade and other receivables Prepayments Other financial assets Total current assets Non–current assets Property, plant and equipment Exploration and evaluation assets Total non-current assets Total assets Current liabilities Trade and other payables Total current liabilities Total liabilities Net assets Equity Contributed equity Reserves Accumulated losses Total equity Note Consolidated 30 June 2023 $ Consolidated 30 June 2022 $ 7 8 9 10 11 12 13 14 1,837,758 39,245 16,695 25,000 1,918,698 12,195 3,173,558 3,185,753 5,104,450 295,079 295,079 295,079 4,180,504 27,521 18,576 25,000 4,251,601 26,973 1,835,098 1,862,071 6,113,672 141,216 141,216 141,216 4,809,372 5,972,456 33,953,352 1,863,904 (31,007,884) 33,953,352 1,862,564 (29,843,460) 4,809,372 5,972,456 The above statement of financial position should be read in conjunction with the accompanying notes. Page | 46 STATEMENT OF CHANGES IN EQUITY For The Year Ended 30 June 2023 Consolidated NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Contributed Equity $ Reserves $ Accumulated Losses $ Total $ At 1 July 2022 33,953,352 1,862,564 (29,843,460) 5,972,456 Loss for the year Other comprehensive income Total comprehensive loss for the year Transactions with owners in their capacity as owners: - - - - - 1,340 1,340 - (1,164,424) - (1,164,424) (1,164,424) 1,340 (1,163,084) - - As at 30 June 2023 33,953,352 1,863,904 (31,007,884) 4,809,372 At 1 July 2021 33,880,516 1,864,165 (28,663,015) 7,081,666 Loss for the year Other comprehensive income Total comprehensive loss for the year - - - - (1,601) (1,601) (1,180,445) - (1,180,445) (1,180,445) (1,601) (1,182,046) Transactions with owners in their capacity as owners: Monterey tenements acquisition Issue costs 82,508 (9,672) - - - - 82,508 (9,672) As at 30 June 2022 33,953,352 1,862,564 (29,843,460) 5,972,456 The above statement of changes in equity should be read in conjunction with the accompanying notes. Page | 47 STATEMENT OF CASH FLOWS For The Year Ended 30 June 2023 NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Cash flows from operating activities Payments to suppliers and employees Interest received Note Consolidated 30 June 2023 $ Consolidated 30 June 2022 $ (1,123,528) 41,962 (1,227,602) 6,436 Net cash flows used in operating activities 20 (a) (1,081,566) (1,221,166) Cash flows from investing activities Payments for exploration and evaluation assets Payments for plant and equipment (1,262,520) - (946,936) (15,957) Net cash flows used in investing activities (1,262,520) (962,893) Cash flows from financing activities Share issue costs Net cash flows (used in) by financing activities - - (9,672) (9,672) Net (decrease) in cash and cash equivalents held (2,344,086) (2,193,731) Cash and cash equivalents at beginning of the year Effects of foreign exchange rate changes on cash 4,180,504 1,340 6,375,836 (1,601) Cash and cash equivalents at the end of the year 7 1,837,758 4,180,504 The above statement of cash flows should be read in conjunction with the accompanying notes Page | 48 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 NEW AGE EXPLORATION LTD Annual Report 30 June 2023 General information The consolidated financial report of New Age Exploration Limited as at and for the year ended 30 June 2023 comprises the Company and its subsidiaries (together referred to as the “Group”). The financial report is presented in Australian dollars, which is New Age Exploration Limited's functional and presentation currency. New Age Exploration Limited is a listed for-profit public company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is: Level 2 480 Collins Street Melbourne VIC 3000 A description of the nature of the Group's operations and its principal activities are included in the Directors' report. The financial report was authorised for issue, in accordance with a resolution of directors, on the date of the signing of the Directors’ declaration. Note 1 Significant accounting policies The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. New, revised or amending Accounting Standards and Interpretations adopted In the year ended 30 June 2023, the Directors have reviewed all of the new and revised Standards and Interpretations issued by the AASB that are relevant to the Group and effective for the current annual reporting period. There has been no material impact on the Group. New Accounting Standards and Interpretations not yet mandatory or early adopted Certain new accounting standards and interpretations have been published that are not mandatory for 30 June 20223reporting periods and have not been early adopted by the group. These standards are not expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions. Basis of preparation These general-purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001. These financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board (‘IASB’). Historical cost convention The financial statements have been prepared on an accrual basis under the historical cost convention, except for, where applicable, the revaluation of financial assets and liabilities at fair value through profit or loss. Critical accounting estimates The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 2. Parent entity information In accordance with the Corporations Act 2001, these financial statements present the results of the consolidated entity only. Supplementary information about the parent entity is disclosed in note 22. Principles of Consolidation The consolidated financial statements are those of the consolidated entity, comprising the company (the ‘parent entity’) and its controlled entities (the ‘Group’). Details of the controlled entities are contained in Note 18. Page | 49 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 Note 1 Significant accounting policies (cont’d) NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Control is achieved when the Company: • has power over the investee; • • has the ability to use its power to affect its returns. is exposed, or has rights, to variable returns from its involvement with the investee; and Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated statement of profit or loss and other comprehensive income from the date the Company gains control until the date when the Company ceases to control the subsidiary. Profit or loss and each component of other comprehensive income are attributed to the owners of the Company and to the non-controlling interests. Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with the Group's accounting policies. All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation. Financial statements for controlled entities are prepared for the same reporting period as the parent entity, using consistent accounting policies. Controlled entities are fully consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of the Group. Changes in the Group's ownership interests in existing subsidiaries Changes in the Group's ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group's interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed to owners of the Company. When the Group loses control of a subsidiary, a gain or loss is recognised in profit or loss and is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any non-controlling interests. All amounts previously recognised in other comprehensive income in relation to that subsidiary are accounted for as if the Group had directly disposed of the related assets or liabilities of the subsidiary (i.e. reclassified to profit or loss or transferred to another category of equity as specified/permitted by applicable IFRSs). The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting under AASB 9 Financial Instruments, when applicable, the cost on initial recognition of an investment in an associate or a joint venture. Foreign Currency Functional and Presentation Currency The financial statements of each group entity are measured using its functional currency, which is the currency of the primary economic environment in which that entity operates. The consolidated financial statements are presented in Australian dollars, as this is the parent entity’s functional and presentation currency. Transactions and Balances Transactions in foreign currencies of entities within the consolidated entity are translated into functional currency at the rate of exchange ruling at the date of the transaction. Foreign currency monetary items that are outstanding at the reporting date (other than monetary items arising under foreign currency contracts where the exchange rate for that monetary item is fixed in the contract) are translated using the spot rate at the end of financial year. Resulting exchange differences arising on settlement or re-statement are recognized as revenues and expenses for the financial year. Page | 50 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 Note 1 Significant accounting policies (cont’d) NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Group Companies The financial statements of foreign operations whose functional currency is different from the group’s presentation currency are translated as follows: • • • Assets and liabilities are translated at year-end exchange rates prevailing at that reporting date; Income and expenses are translated at average exchange rates for the period where this rate approximates the rate at the date of the transaction; and All resulting exchange differences are recognized as a separate component of equity. Exchange differences arising on translation of foreign operations are transferred directly to the group’s foreign currency translation reserve as a separate component of equity in the statement of financial position. On the disposal of a foreign operation (i.e. a disposal of the Group's entire interest in a foreign operation, a disposal involving loss of control over a subsidiary that includes a foreign operation, or a partial disposal of an interest in a joint arrangement or an associate that includes a foreign operation of which the retained interest becomes a financial asset), all of the exchange differences accumulated in equity in respect of that operation attributable to the owners of the Company are reclassified to profit or loss. In addition, in relation to a partial disposal of a subsidiary that includes a foreign operation that does not result in the Group losing control over the subsidiary, the proportionate share of accumulated exchange differences are re-attributed to non- controlling interests and are not recognised in profit or loss. For all other partial disposals (i.e. partial disposals of associates or joint arrangements that do not result in the Group losing significant influence or joint control), the proportionate share of the accumulated exchange differences is reclassified to profit or loss. Revenue recognition Revenue is measured at the fair value of the consideration received or receivable. Interest Revenue Interest revenue is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable. Other revenue Other revenue is recognised when it is received or when the right to receive payment is established. Income tax The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and unused tax losses and under and over provision in prior periods, where applicable. Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when the assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for: • When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor taxable profits; or • When the taxable temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, and the timing of the reversal can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses. The carrying amount of recognised and unrecognised deferred tax assets are reviewed each reporting date. Deferred tax assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable that there are future taxable profits available to recover the asset. Page | 51 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Note 1 Significant accounting policies (cont’d) Cash and cash equivalents Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Trade and other receivables Trade and other receivables are recognised at amortised cost, less any allowance for impairment. Other Financial Assets Other financial assets are initially measured at fair value. Transaction costs are included as part of the initial measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured at either amortised cost or fair value depending on their classification. Classification is determined based on both the business model within which such assets are held and the contractual cash flow characteristics of the financial asset unless, an accounting mismatch is being avoided. Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the consolidated entity has transferred substantially all the risks and rewards of ownership. When there is no reasonable expectation of recovering part or all of a financial asset, it's carrying value is written off. 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 consolidated entity intends to hold for the foreseeable future and has irrevocably elected to classify them as such upon initial recognition. Impairment of financial assets The consolidated entity recognises a loss allowance for expected credit losses on financial assets which are either measured at amortised cost or fair value through other comprehensive income. The measurement of the loss allowance depends upon the consolidated entity's assessment at the end of each reporting period as to whether the financial instrument's credit risk has increased significantly since initial recognition, based on reasonable and supportable information that is available, without undue cost or effort to obtain. For financial assets measured at fair value through other comprehensive income, the loss allowance is recognised within other comprehensive income. In all other cases, the loss allowance is recognised in profit or loss. Plant and Equipment Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost includes expenditure that is directly attributable to the acquisition of the items. Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and equipment (excluding land) over its expected useful life as follows: Plant and equipment: 3-5 years • Residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at the reporting date. An item of plant and equipment is derecognised upon disposal or when there is no future economic benefit to the consolidated entity. Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss. Any revaluation surplus reserve relating to the item disposed of is transferred directly to retained profits. Page | 52 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Note 1 Significant accounting policies (cont’d) Exploration and Evaluation Assets Expenditure on acquisition, exploration and evaluation relating to an area of interest is carried forward at cost where rights to tenure of the area of interest are current and: It is expected that expenditure will be recouped through successful development and exploitation of the area of interest or alternatively by its sale; and/or Exploration and evaluation activities are continuing in an area of interest but at reporting date have not yet reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves. • • A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest. Where uncertainty exists as to the future viability of certain areas, the value of the area of interest is written off or impaired. Impairment The carrying value of capitalised exploration and evaluation expenditure is assessed for impairment at the cash generating unit level whenever facts and circumstances suggest that its carrying amount may exceed its recoverable amount. An impairment exists when the carrying amount of an asset or cash-generating unit exceeds its estimated recoverable amount. The asset or cash-generating unit is then written down to its recoverable amount. Any impairment losses are recognised in the profit and loss. Trade and other payables These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year and which are unpaid. Due to their short-term nature, they are measured at amortised cost and not discounted. The amounts are unsecured and are usually paid within 30 days of recognition. Employee benefits Wages and salaries, annual leave and sick leave A liability is recognised for benefits accruing to employees in respect of wages and salaries, annual leave, long service leave, and sick leave when it is probable that settlement will be required, and they are capable of being measured reliably. Liabilities recognised in respect of short-term employee benefits are measured at their nominal values using the remuneration rate expected to apply at the time of settlement. Liabilities recognised in respect of long-term employee benefits are measured as the present value of the estimated future cash outflows to be made by the Group in respect of services provided by employees up to reporting date. Share-based payments Equity-settled and cash-settled share-based compensation benefits are provided to employees. Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange of services, where the amount of cash is determined by reference to the share price. The costs of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using the Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine whether the Group receives the services that entitle the employees to receive payment. No account is taken of any other vesting conditions. The costs of equity-settled transactions are recognised as an expense with a corresponding increase in equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods. Page | 53 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 Note 1 Significant accounting policies (cont’d) NEW AGE EXPLORATION LTD Annual Report 30 June 2023 The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by applying the Black- Scholes option pricing model, taking into consideration the terms and conditions on which the award was granted. The cumulative charge to profit or loss until settlement of the liability is calculated as follows: • • during the vesting period, the liability at each reporting date is the fair value of the award at that date multiplied by the expired portion of the vesting period. from the end of the vesting period until settlement of the award, the liability is the full fair value of the liability at the reporting date. All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is the cash paid to settle the liability. Market conditions are taken into consideration in determining fair value. Therefore, any awards subject to market conditions are considered to vest irrespective of whether or not that market condition has been met, provided all other conditions are satisfied. Current and non-current classification Assets and liabilities are presented in the statement of financial position based on current and non-current classification. AASB101(60) An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the consolidated entity's normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12 months after the reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period. All other assets are classified as non-current. AASB101(66) A liability is classified as current when: it is either expected to be settled in the consolidated entity's normal operating cycle; it is held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities are classified as non-current. 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. Earnings per share Basic earnings per share Basic earnings per share is calculated by dividing the profit attributable to the owners of New Age Exploration Limited, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the financial year. 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 of interest and other financing costs 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. Goods and Services Tax (GST) and other similar taxes Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the tax authority. In this case, it is recognised as part of the cost of the acquisition of the asset or as part of the expense. Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the tax authority is included in other receivables or other payables in the statement of financial position. Page | 54 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 Note 1 Significant accounting policies (cont’d) NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Cash flows are presented on a gross basis. The GST components of cash flows from investing or financing activities which are recoverable from, or payable to, the tax authority are presented as operating cash flows. Commitments and contingencies are disclosed net of the GST recoverable from, or payable to, the tax authority. Note 2 Critical accounting judgements, estimates and assumptions The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenues and expenses. Management bases its judgements, estimates and assumptions on historical experience and on other various factors, including expectations of future events, which management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below. Exploration and evaluation Exploration and evaluation expenditure is capitalised if the activities in the area of interest have not yet reached a stage that permits a reasonable assessment of the existence or otherwise of economically recoverable reserves. To the extent that it is determined in the future that this capitalised expenditure is not recoverable and should be written off, profits and net assets will be reduced in the period in which this determination is made. The future recoverability of capitalised exploration and evaluation expenditure is dependent on a number of factors, including whether economically recoverable minerals are proven and whether the consolidated entity decides to exploit the related lease itself or, if not, whether it successfully recovers the related exploration and evaluation asset through sale. Factors that would impact the future recoverability include the level of reserves and resources, future technological changes (which would impact the cost of mining), future legal changes (including changes to environmental restoration obligations) and changes to commodity prices. Page | 55 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Note 3 Operating segments The Group operated predominately as an explorer with the view to identify attractive mineral deposits of sufficient grade and size to provide sustainable returns to shareholders. The directors do not believe that there are any reportable segments that meet the requirements of Accounting Standard AASB 8 Segment Reporting, on the basis that the chief operating decision maker, being the Board of Directors, review geological results and other qualitative measures as a basis for decision making. Types of products and services The Group currently has no significant revenue from products or services. Major customers The Group has no reliance on major customers. Geographical areas The Group’s exploration assets are located as follows: • New Zealand • Australia Total $1,194,008 (2022: $700,011) $1,979,550 (2022: $1,135,087) $3,173,558 (2022: $1,835,098) Note 4 Other revenue Consolidated 2023 $ Consolidated 2022 $ Interest from financial assets measured at amortised cost 53,563 7,177 Note 5 Expenses Loss before income tax includes the following expenses: Superannuation expense (defined contribution) Short-term lease expenses Depreciation Note 10 Consolidated 2023 $ Consolidated 2022 $ 497 48,257 14,777 512 37,255 10,692 Page | 56 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Note 6 Income tax expense (a) Components of Tax expense Current tax expense/(benefit) Deferred tax expense (b) Numerical reconciliation of income tax expense to prima facie tax payable (loss)/profit before income tax expense Tax at the Australian tax rate of 25% (2022: 25%) Other non-deductible items Current year tax losses not recognised Income tax expense Deferred tax assets not recognised Deferred tax assets not recognised comprises temporary differences attributable to: Tax losses Capital losses Temporary differences Total deferred tax assets not recognised Consolidated 2023 $ Consolidated 2022 $ (255,360) 255,360 - (274,924) 274,924 - (1,164,424) (1,180,455) (291,106) (295,114) 35,746 (255,360) 255,360 - 20,190 (274,924) 274,924 - 4,296,202 502,576 (391,582) 4,407,196 3,800,804 502,576 (165,435) 4,137,945 The above potential tax benefit has not been recognised in the statement of financial position as the recovery of this benefit is uncertain. The taxation benefits of tax losses and temporary differences not brought to account will only be obtained if: (i) the Group derives future assessable income of a nature and of an amount sufficient to enable the benefit from the deductions for the losses to be realised; the Group continues to comply with the conditions for deductibility imposed by law; and (ii) (iii) no change in tax legislation adversely affects the Group in realising the benefits from deducting the losses. Note 7 Cash and cash equivalents Cash at bank Short-term deposits Consolidated 2023 $ Consolidated 2022 $ 306,181 1,531,577 - 1,837,758 660,782 3,519,722 4,180,504 Page | 57 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 Note 8 Trade and other receivables Interest receivable Other receivables GST and VAT receivable NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Consolidated 2023 $ 12,630 1,074 25,541 - 39,245 Consolidated 2022 $ 1,029 - 26,492 27,521 Due to the short-term nature of the receivables, their carrying value is assumed to approximate their fair value. Given the nature of the receivables as detailed, exposure to credit risk is not considered material. Note 9 Other financial assets Security deposit Note 10 Property, plant and equipment Office equipment – at cost Accumulated depreciation Office furniture – at cost Accumulated depreciation Fittings & fixtures – at cost Accumulated depreciation 2023 Movements during the year: Opening balance – 1 July 2022 Additions Depreciation Closing balance – 30 June 2023 2022 Movements during the year: Opening balance – 1 July 2021 Additions Depreciation Closing balance – 30 June 2022 Consolidated 2023 $ 25,000 Consolidated 2022 $ 25,000 Consolidated 2023 $ 35,570 (25,978) 9,592 6,648 (5,468) 1,179 2,335 (911) 1,424 12,195 Consolidated 2022 $ 35,570 (14,195) 21,375 6,648 (3,252) 3,396 2,335 (133) 2,202 26,973 Office equipment $ Office furniture $ Fittings & fixtures $ 21,375 - (11,783) 9,592 3,396 - (2,216) 1,179 2,202 - (778) 1,424 Office equipment $ Office furniture $ Fittings & fixtures $ 18,547 11,463 (8,635) 21,375 3,161 2,159 (1,924) 3,396 - 2,335 (133) 2,202 Page | 58 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 Note 11 Exploration and evaluation assets NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Consolidated 2023 $ Consolidated 2022 $ Exploration and evaluation assets 3,173,558 1,835,098 Reconciliations Reconciliations of the written down values are set out below: Balance at 1 July 2021 Additions Balance at 30 June 2022 Additions Balance at 30 June 2023 Exploration and evaluation $ 851,148 983,950 1,835,098 1,338,460 3,173,558 The recoverability of the carrying amount of the exploration and evaluation assets is dependent on the continuation of the Group's rights to tenure of the interests, results of future exploration and successful development or alternatively, sale of the respective areas of interest. Note 12 Trade and other payables Trade creditors Accruals and other payables Consolidated 2023 $ 206,057 89,022 - 295,079 Consolidated 2022 $ 55,128 86,088 141,216 Page | 59 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Note 13 Contributed equity Consolidated 2023 Number Consolidated 2022 Number Consolidated 2023 $ Consolidated 2022 $ Ordinary shares – fully paid 1,435,898,910 1,435,898,910 33,953,352 33,953,352 Movements in Ordinary Share Capital Balance 30 June 2021 Monterey tenement acquisition Capital raising costs Balance 30 June 2022 Balance 30 June 2023 No. of Shares Issue Price $ 1,428,398,910 7,500,000 1,435,898,910 1,435,898,910 $0.011 33,880,516 82,508 (9,672) 33,953,352 33,953,352 Ordinary shares Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Group in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value. On a show of hands, every member present at a meeting in person or by proxy shall have one vote and, upon a poll, each share shall have one vote. Capital risk management The Group's objectives when managing capital is to safeguard its ability to continue as a going concern so that it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group may return capital to shareholders, issue new shares or sell assets to reduce debt. Note 14 Reserves Foreign exchange reserve Options reserve Consolidated 2023 $ 825,036 1,038,868 Consolidated 2022 $ 823,696 1,038,868 - 1,863,904 1,862,564 The foreign exchange reserve is used to record exchange differences arising on translation of foreign controlled subsidiaries with functional currency different from the Groups’ presentation currency. The Options reserve records the value of equity benefits provided as consideration for remuneration and other expenses. Movements during the year Balance at beginning of the year Foreign currency translation differences for foreign operations Balance at end of the year Foreign Exchange $ 823,696 1,340 825,036 Page | 60 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Note 15 Financial instruments Financial risk management objectives The Group's activities expose it to a variety of financial risks: market risk (including interest rate risk), credit risk, and foreign currency risk. The Group's overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group. The Group uses different methods to measure different types of risk to which it is exposed. These methods include sensitivity analysis in the case of interest rate and foreign exchange risks, ageing analysis for credit risk and beta analysis in respect of investment portfolios to determine market risk. Risk management is carried out by the Board. The policies employed to mitigate risk include identification and analysis of the risk exposure of the Group and appropriate procedures, controls and risk limits. The Board identifies risk and evaluates the effectiveness of its responses. Market risk Interest rate risk The Group's main exposure to interest rate risk is in relation to deposits held. As at the reporting date, the Group had the following variable rate cash balances. Cash and cash equivalents Other financial assets Consolidated 2023 $ 1,837,758 25,000 Consolidated 2022 $ 4,180,504 25,000 An increase/decrease in interest rate of 1 percent would have a favourable/adverse effect on loss before tax of $18,628 per annum (2022: $42,055). The percentage change relates to the expected volatility of interest rates using market data and analysts’ forecasts. Credit risk Credit risk is managed on a Group basis. Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group has minimal exposure to credit risk as its only receivables relate to security deposits, interest receivable, and GST refunds due. Deposits are held with reputable banking financial institutions. Foreign Currency Risk As a result of operations in the United Kingdom and New Zealand, the Group’s Statement of Financial Position can be affected significantly by movements in the British Pound (GBP)/ Australian Dollar (AUD) exchange rate as well as the New Zealand Dollar (NZD)/AUD exchange rate. The Group does not have a formal policy or strategy implemented to mitigate the effects of its foreign currency exposure. As the majority of the Group’s operations occur within subsidiaries located in foreign countries, foreign currency risk is considered to be an inherent risk of the Group. At 30 June, the Group had the following exposure to GBP and NZD foreign currency that is not designated as cash flow hedges: Assets Liabilities 2023 $ 2022 $ 2023 $ 2022 $ Net Exposure 2023 $ 2022 $ GBP NZD 15,975 - 14,780 - (5,707) (150,761) (2,418) (22,529) 10,268 (150,761) 12,362 (22,529) Note 16 Remuneration of auditors During the financial year, the following audit fees were paid or payable: Audit and review of the financial reports RSM Australia Partners Consolidated 2023 $ Consolidated 2022 $ 46,610 43,500 Page | 61 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 Note 17 Commitments for expenditure NEW AGE EXPLORATION LTD Annual Report 30 June 2023 The Group pays minimal annual licence and lease fees related to its tenements. These payments are discretionary; however, the Company intends to make these payments and maintain the licences in good standing. Note 18 Related party disclosures Key Management Personnel Compensation The aggregate compensation made to Directors and other members of key management personnel of the Group is set out below: Short-term employee benefits Controlled entities Name of entity Consolidated 2023 $ Consolidated 2022 $ 403,000 403,000 439,000 439,000 Country of incorporation Class of shares Equity holding % 2023 Equity holding % 2022 Lochinvar Coal Limited New Pilbara Gold Pty Ltd United Kingdom Australia Ordinary Ordinary 100 100 100 100 Controlled entities hold exploration licences for operational activities. Note 19 Events occurring after the reporting date No matters or circumstances have arisen since 30 June 2023 that has significantly affected, or may significantly affect the Group's operations, the results of those operations or the Group's state of affairs in future financial years. Page | 62 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 Note 20 Cash Flow statement information NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Note 20 (a) Reconciliation of loss after income tax to net cash used in operating activities Consolidated 2023 $ Consolidated 2022 $ Loss after income tax expense for the year - (1,164,424) (1,180,445) Adjustments for: Depreciation and amortisation Change in operating assets and liabilities: Decrease/(increase) in trade and other receivables (Increase)/decrease in prepayments (Increase)/decrease in trade and other payables Net cash used in operating activities Note 21 Earnings per share Loss after income tax from continuing operations Weighted average number of ordinary shares used in calculating basic and diluted earnings per share Basic and diluted earnings/(loss) per share from continuing operations Basic and diluted earnings/(loss) per share 14,777 10,692 (12,200) 1,880 78,401 25,901 (5,177) (72,137) (1,081,566) (1,221,166) Consolidated 2023 $ (1,164,424) Consolidated 2022 $ (1,180,445) Number Number 1,435,898,910 1,434,748,225 Cents Cents (0.08) (0.08) (0.08) (0.08) The company has no options on issue that can affect the calculation of diluted EPS. Page | 63 NOTES TO THE FINANCIAL STATEMENTS For The Year Ended 30 June 2023 NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Note 22 Parent entity information Financial position Current assets Non–current assets Total assets Current liabilities Total liabilities Net assets Contributed equity Reserves Accumulated losses Total equity Financial performance Loss for the year Comprehensive loss for the year 2023 $ 1,918,698 3,185,753 5,104,451 295,079 295,079 2022 $ 4,235,011 1,876,243 6,111,254 138,798 138,798 4,809,372 5,972,456 33,953,352 1,863,911 (31,007,891) 33,953,352 1,038,868 (29,019,764) 4,809,372 5,972,456 (1,164,424) (1,164,424) (1,182,046) (1,182,046) The parent entity, New Age Exploration Limited, has not entered into any guarantees in respect to its controlled entities. Note 23 Capital Commitments There are no commitments for the acquisition of plant and equipment contracted for at the reporting date. Note 24 Contingent Assets In March 2019, NAE entered into an agreement to sell its 50% share in Cornwall Resources Ltd (“CRL”) to Strategic Minerals plc (“SML”). The transaction was completed in July 2019 with the consideration including $2.0m in royalty payments payable with $1m falling due when net smelter sales arising from Redmoor production reaches A$50m and the final $1m falling due when net smelter sales arising from Redmoor production reaches A$100m. Note 25 Contingent Liabilities In August 2021, the Company acquired the northern Pilbara tenements from Monterey Minerals Inc (CSE:MREY) (Monterey). Under the Option and Asset Sale Agreement dated 28 September 2020 between NAE, Monterey and their subsidiaries, NAE had the right to acquire 100% ownership of the tenements from Monterey. The purchase price includes deferred consideration consisting of 30 million shares upon NAE delineating a 250koz gold indicated JORC resource on the tenements and a further 30 million shares upon NAE delineating a 500koz gold indicated JORC resource on the tenements. In June 2016, NAE’s majority owned subsidiary, NAE Aurora JV Cesar SAS (liquidated in the commercial registry of the Chamber of Commerce of Bogotá on 17 December 2015), received notice from the mining authority in Colombia for unpaid exploration licence payments. No legal proceeding has been filed and based on legal advice, management believes that any payment on this matter is unlikely. No liability has been recorded in the statement of financial position for this contingency. Page | 64 DIRECTORS’ DECLARATION In the directors’ opinion: NEW AGE EXPLORATION LTD Annual Report 30 June 2023 • • • • the attached financial statements and notes thereto comply with the Corporations Act 2001, the Australian Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; the attached financial statements and notes thereto comply with International Financial Reporting Standards as issued by the International Accounting Standards Board as described in Note 1 to the financial statements; the attached financial statements and notes thereto give a true and fair view of the Group’s financial position as at 30 June 2023 and of its performance for the financial year ended on that date; and there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. The Directors have been given the declarations required by section 295A of the Corporations Act 2001. Signed in accordance with a resolution of Directors, made pursuant to section 295(5) of the Corporations Act 2001. On behalf of the Directors Joshua Wellisch Executive Director 4 September 2023 Melbourne Page | 65 RSM Australia Partners Level 21, 55 Collins Street Melbourne VIC 3000 PO Box 248 Collins Street West VIC 8007 T +61 (0) 3 9286 8000 F +61 (0) 3 9286 8199 www.rsm.com.au INDEPENDENT AUDITOR’S REPORT To the Members of New Age Exploration Limited Opinion We have audited the financial report of New Age Exploration Limited (“the Company”) and its subsidiaries (together referred to as “the Group”), which comprises the consolidated statement of financial position as at 30 June 2023, 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 statements, 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 2023 and of its financial performance for the year then ended; 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 auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. THE POWER OF BEING UNDERSTOOD AUDIT | TAX | CONSULTING 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 Page | 66 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. Key Audit Matter How our audit addressed this matter Exploration and evaluation assets Refer to Note 11 in the financial statements As at 30 June 2023, the carrying value of the Group’s capitalised Exploration and evaluation assets amounted to $3,173,558. We determined this to be a key audit matter due to the significance of these assets in the statement of financial position (62% of the total assets of the Group). Also, there are significant management estimates and judgments involved in assessing the carrying value in accordance with AASB 6 Exploration for and Evaluation of Mineral Resources, including: • Determination of whether expenditure can be associated with finding specific mineral resources, and the basis on which that expenditure is allocated to an area of interest. • Assessing whether any indicators of impairment are present, and if so, the judgments applied to determine and quantify any impairment loss. • Determination of whether exploration activities have progressed to the stage at which the existence of an economically recoverable mineral reserve may be assessed. Our audit procedures in relation to the carrying value of Exploration and evaluation assets included: • Critically reviewing the Group’s assessment that no indicator of impairment existed in relation to the Otago Pioneer Quartz Gold project in New Zealand and Pilbara project in Western Australia; • Enquiring with management and reviewing budgets and plans to determine that the Group will incur substantive expenditure on further exploration for and evaluation of mineral resources in the specific areas of interests; • Agreeing a sample of the additions to supporting documentation and ensuring that the amounts were capital in nature; and • Discussing with management and reviewing Group’s ASX announcements and other relevant documentation, to assess management’s determination that exploration activities have not yet progressed to the point where the existence or otherwise of an economically recoverable mineral resource may be determined. Other Information The directors are responsible for the other information. The other information comprises the information included in the Group's annual report for the year ended 30 June 2023; 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 accordingly 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. Page | 67 Responsibilities of the Directors for the Financial Report The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have 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: http://www.auasb.gov.au/auditors_responsibilities/ar2.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 39 to 42 of the directors' report for the year ended 30 June 2023. In our opinion, the Remuneration Report of New Age Exploration Limited for the year ended 30 June 2023, 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. RSM AUSTRALIA PARTNERS JASON CROALL Partner Dated: 4 September 2023 Melbourne, Victoria Page | 68 SHAREHOLDER INFORMATION NEW AGE EXPLORATION LTD Annual Report 30 June 2023 Additional information required by the Australian Securities Exchange Limited and not shown elsewhere in the annual report are set out below. The information was applicable as at 29 August 2023. 1. Shareholdings – Ordinary Shares a. Distribution of Shareholders Analysis of number of equitable security holders by size of holding: 1 to 1,000 1,001 to 5,000 5,001 to 10,000 10,001 to 100,000 100,001 and over Holdings less than a marketable parcel b. Substantial Shareholders Substantial holders in the Group are set out below. Number of holders 364 52 75 795 1,185 2,471 1,086 NORTHERN STAR NOMINEES PTY LTD / WING INVESTMENT HOLDINGS PTY LTD 120,959,027 8.42 Number held % of total shares issued c. Voting rights The voting rights attached to ordinary shares are set out below. Ordinary shares On a show of hands, every member present at a meeting in person or by proxy shall have one vote and, upon a poll, each share shall have one vote. d. Restricted Securities There are no restricted securities as at 29 August 2023. Page | 69 SHAREHOLDER INFORMATION 1. Shareholdings – Ordinary Shares (cont’d) e. Twenty largest quoted equity security holders NEW AGE EXPLORATION LTD Annual Report 30 June 2023 The names of the twenty largest security holders of quoted equity securities are listed below. Number held % of total shares issued NORTHERN STAR NOMINEES PTY LTD CITICORP NOMINEES PTY LIMITED LTJ INVESTMENTS PTY LTD BNP PARIBAS NOMINEES PTY LTD PAND JR PTY LTD MR VINCENZO MONTELEONE BODIE INVESTMENTS PTY LTD SHARESIES NOMINEE LIMITED WING INVESTMENT HOLDINGS PTY LTD MISS STEPHANIE JACINTA LACORCIA MR PAUL SANTEUFEMIA SANLIRRA PTY LTD NEAL PTY LTD MR ROGER BLAKE & MRS ERICA LYNETTE BLAKE MR ARTHUR JOHN DENNIS & MRS SUSAN JANE DENNIS 8TIVE TRADING PTY LTD MR LANKESHWARA MADDUMA PATABANDIGE PARADISO COMMERCIAL PTY LTD MR PATRICK MARTIN DONOGHUE BNP PARIBAS NOMINEES PTY LTD BARCLAYS 105,959,027 32,050,193 30,777,692 25,007,037 21,385,000 20,000,000 20,000,000 18,950,670 15,000,000 15,000,000 14,000,000 11,084,368 10,000,000 10,000,000 10,000,000 10,000,000 9,730,653 9,246,103 9,038,073 8,954,306 406,283,122 7.38 2.24 2.14 1.74 1.49 1.39 1.39 1.32 1.04 1.04 0.97 0.77 0.70 0.70 0.70 0.70 0.68 0.64 0.63 0.62 28.29 2. 15,000,000 Unlisted Options expiring 28 September 2023 exercisable at 2 cents each Option holders as at 29 August 2023 are set out below. CANDOUR ADVISORY PTY LTD 15,000,000 100.00 Number held % of total Options issued Voting rights No voting rights are attached to Options issued. Page | 70 SHAREHOLDER INFORMATION NEW AGE EXPLORATION LTD Annual Report 30 June 2023 3. 254,618,667 Listed Options expiring 31 December 2023 exercisable at 3 cents each Analysis of number of equitable security holders by size of holding: 10,001 to 100,000 100,001 and over Number of holders 8 111 119 The names of the twenty largest security holders of quoted Options as at 29 August 2023 are listed below. LTJ INVESTMENTS PTY LTD NORTHERN STAR NOMINEES PTY LTD MR PETER ANDREW PROKSA B&H CONSULTING AND ENGINEERING PTY LTD MR OON TIAN YEOH & MRS ELZBIETA HELENA YEOH MR PHAROTH SAN & MR KADEN SAN JAWAF ENTERPRISES PTY LTD CANDOUR ADVISORY PTY LTD YEO SUPER PTY LTD WING INVESTMENT HOLDINGS PTY LTD IRX ENTERPRISES PTY LTD LDU PTY LTD J K DEMARIA PTY LTD MS PHAROTH SAN MR NELSON MARIZ MR ROBERT GORDON MR ROGER BLAKE & MRS ERICA LYNETTE BLAKE MICHAEL BEER & ASSOC PTY LTD M&K KORKIDAS PTY LTD MR HARLEY COILS Voting rights No voting rights are attached to Options issued. 4. Other Number held 61,000,000 45,000,000 21,000,000 15,000,000 9,051,674 7,036,208 5,266,666 5,000,000 5,000,000 5,000,000 5,000,000 4,740,741 3,000,000 2,338,000 2,098,520 2,000,000 2,000,000 1,933,334 1,900,000 1,897,042 % of total Options issued 23.96 17.67 8.25 5.89 5.89 2.76 2.07 1.96 1.96 1.96 1.96 1.86 1.18 0.92 0.82 0.79 0.79 0.76 0.75 0.75 205,262,185 80.62 a. b. c. d. The name of the Company Secretaries are Adrien Wing and Pauline Moffatt. The principal registered address in Australia is Level 2, 480 Collins Street, Melbourne, Victoria 3000. Registers of securities are held at: Link Market Services, Tower 4, 727 Collins Street, Melbourne, Victoria 3000. Stock Exchange Listing: Quotation has been granted for all ordinary shares on all Member Exchanges of the ASX. Corporate Governance: A copy of the Company’s Corporate Governance Statement is available on the Company’s website at http://www.nae.net.au. Page | 71
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