West Wits Mining : Cleansing Prospectus

WEST WITS MINING LIMITED

[ACN 124 894 060] ("the Company")

CLEANSING PROSPECTUS

For an issue of up to 1,000 new shares (New Shares) at an issue price of 0.6 cents ($0.006) per New Share (the Offer).

The Offer is only made to and able to be accepted by invitees determined by the Company who receive a personalised Application Form.

The Offer closes at 5pm (Melbourne time) on 22 August 2019 (which date may change without notice) (Closing Date).

This Prospectus has been prepared primarily for the purposes of section 708A(11) of the Corporations Act 2001 (Cth) to facilitate secondary trading of the Placement Shares.

THIS DOCUMENT IS IMPORTANT AND SHOULD BE READ IN ITS ENTIRETY

It is important that you read this Prospectus carefully before deciding to accept the Offer. If you do not understand the content of this Prospectus you should consult your stockbroker, accountant or other professional adviser.

The securities offered under this Prospectus are considered speculative

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CORPORATE DIRECTORY

West Wits Mining Limited

[ACN 124 894 060]

Directors

Michael James Quinert - Chairman

Andrew Tunks - Executive Director

John Hulme Scholes - Non-Executive Director Daniel (Niel) Pretorius - Non-Executive Director

CFO

Simon Whyte

Joint Company Secretaries

Simon Whyte

Phillip Hains

Registered Office

Level 3, 62 Lygon Street

Carlton VIC 3053

Telephone: [phone]

Facsimile: [phone]

ASX Code

WWI

Web Site

www.westwitsmining.com

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IMPORTANT NOTICES

This prospectus ("Prospectus") is dated 20 August 2019. A copy of this Prospectus was lodged with the Australian Securities & Investments Commission ("ASIC") on the same date. Neither ASIC nor ASX Limited ("ASX") nor their respective officers take any responsibility as to the contents of this Prospectus.

Subject to the Corporations Act, the ASX Listing Rules and other applicable laws, the Company reserves the right to close the Offer early, to extend the closing date and/or any other dates, or not to proceed with the Offer described in this Prospectus.

The Offers under this Prospectus closes at 5pm (Melbourne time) on 22 August 2019, which date may change without notice.

This Prospectus is for an offer of continuously quoted securities and accordingly is not required by the Corporations Act to contain all the information normally required to be set out in a document of this type.

This Prospectus incorporates by reference certain information contained in documents lodged with ASIC. A document incorporated by reference in this Prospectus in this manner may be obtained free of charge from the Company during the application period.

No person is authorised to give any information or make any representation in connection with this Prospectus that is not contained in this Prospectus. Any information or representation not so contained may not be relied on as having been authorised by the Company in connection with the Offer.

This Prospectus does not constitute an offer in any place in which, or to any person to whom, it would not be lawful to make such an offer. Persons resident in countries outside Australia should consult their professional advisers as to whether any governmental or other consents are required or whether formalities need to be observed to enable them to acquire New Shares, and observe such restrictions and requirements. Any failure to comply with such restrictions may constitute a violation of applicable securities laws. Return of a duly completed personalised Application Form will be taken by the Company to constitute a representation that there has been no breach of such requirements.

No action has been taken to register or qualify the Offer or the New Shares, or otherwise to permit a public offering of the New Shares, in any jurisdiction outside Australia. The New Shares have not been, and will not be, registered under the United States Securities Act of 1933 and should not be offered or sold within the USA.

No account has been taken of particular objectives, financial situation or needs of recipients of this Prospectus. Recipients of this Prospectus should have regard to their own objectives, financial situation and needs. Recipients of this Prospectus should make their own independent investigation and assessment of the Company, its business, assets and liabilities, prospects and profits and losses, and risks associated with investing. Independent expert advice should be sought before any decision is made to apply for New Shares.

All monetary amounts in this Prospectus are in Australian dollars unless otherwise stated.

The securities offered under this Prospectus are considered speculative.

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	TIMETABLE
Lodgement of Prospectus	20 August 2019
Offer Period opens	20 August 2019
Closing Date	22 August 2019 at 5pm Melbourne time

The above dates should be regarded as indicative only and may change without notice. All dates and times are Melbourne, Victoria, Australia time. Subject to the Corporations Act 2001 (Cth), the ASX Listing Rules and other applicable laws, the Company reserves the right to change the above dates, close the Offer before the date stated above, extend the Closing Date and subsequent dates or not proceed with the Offer. The Company reserves the right to extend the Closing Date by making an announcement of the extension to ASX.

No securities will be issued on the basis of this Prospectus after 20 September 2020, being the expiry date of this Prospectus.

	CONTENTS
1.	Details of the Offer ......................................................................................................................	8
2.	Purpose and effect of the Offer and the Placement ...................................................................	9
3.	Effect of the Offer and the Placement on the Company .............................................................	9
4.	Effect on the Capital Structure of the Company .........................................................................	9
5.	Risks ...........................................................................................................................................	13
6.	Acceptance Instructions ............................................................................................................	19
7.	Continuous Disclosure Obligations............................................................................................	20
8.	ASX Announcements .................................................................................................................	21
9.	Terms of securities offered........................................................................................................	22
10.	Director's interests ....................................................................................................................	23
11.	Taxation .....................................................................................................................................	24
12.	Overseas Investors.....................................................................................................................	25
13.	Privacy........................................................................................................................................	25
14.	Electronic Prospectus ................................................................................................................	25
15.	Investment Decisions.................................................................................................................	25
16.	Future Performance...................................................................................................................	26
17.	Enquiries ....................................................................................................................................	26

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KEY INVESTMENT RISKS - SUMMARY

Please read and consider this Prospectus in full and in conjunction with any matters which have or may be referred to in the Company's ASX announcements before deciding to apply for New Shares.

Section 5 of this Prospectus contains a summary of some of the key risks associated with investment in the Company, including risks associated with the Offer as set out below:

• Value of securities and share market conditions.
• The purchase of New Shares may have taxation consequences.

Section 5 also includes specific business risks of the Company, a selection of which are set out below:

• Risks inherent in mining and exploration and regulatory risks.
• Risks associated with the exploration interests held by the Company.
• Environmental risks.
• Uncertainty regarding obtaining funds if and when required to develop the projects of the Company.
• Country-specificrisks which may affect operations of the Company.
• The Company's limited history of generating returns.
• Risks associated with third parties including mandatory participation rights.
• Reliance on the key management personnel of the Company.
• Change in strategy risks.

In addition, there are risks of a more general nature, such as economic and market conditions.

A more detailed overview of some of the key risks associated with the Company and its operations are set out in section 5 of this Prospectus.