BARYS RESOURCES LIMITED — Capital/Financing Update 2020

Apr 30, 2020

ASX RELEASE | 1 May 2020

SALE OF NAMIBIAN ASSETS TO SANDFIRE RESOURCES

ABOUT KOPORE METALS

Kopore Metals Limited is a public company listed on the Australian Securities Exchange (ASX) and is actively exploring its copper-silver prospects on the emerging world class Kalahari Copper Belt, Republic of Botswana and Namibia.

DIRECTORS & MANAGEMENT

PETER MEAGHER Non-Executive Chairman

SIMON JACKSON Managing Director GRANT FERGUSON Non-Executive Director

REGISTERED OFFICE

Suite 5, 62 Ord Street West Perth WA 6005

HIGHLIGHTS:

• Kopore has executed a binding agreement to divest its Namibian exploration properties to Sandfire Resources Limited (ASX: SFR) for a consideration comprising:

• $1 million cash and a further $1 million in Sandfire shares

• Contingent payment to Kopore under certain circumstances upon Sandfire reaching a “Decision to Mine”

• This transaction provides Kopore with further exposure to exploration success on the Namibian licences by Sandfire

• Settlement agreement executed with Hebron Prospecting Pty Ltd for the withdrawal of Hebron's High Court Application against the Namibian Ministry of Mines and Energy in respect of four of Kopore’s nine granted exclusive prospecting licences in Namibia (refer ASX Release: 21 November 2018)

• Kopore retains exposure to Kalahari Copper Belt through its 100% owned properties in Botswana

Kopore Metals Limited (ASX:KMT) ( Kopore or the Company ) is pleased to advise that it has entered into a binding agreement with Metal Capital Exploration Ltd, a subsidiary of Sandfire Resources Limited ( Sandfire ), to sell 100% of its interest in its Namibian exploration properties (Refer Figure 1) ( Transaction ).

Sandfire has agreed to purchase 100% of the issued capital in Trans Kalahari Copper Namibia (Proprietary) Limited ( TKC ), the wholly owned subsidiary of Kopore that holds the Namibian exploration properties. Sandfire will pay upfront consideration of $1 million cash and $1 million in Sandfire shares, calculated based on Sandfire’s 5 day VWAP at closing. Additional deferred consideration may be payable to Kopore if Sandfire reaches a “Decision to Mine,” based upon the following Ore Reserve thresholds on a contained copper basis:

• Ore Reserve of >300kt but <500kt Cu $1.5 million

• • Ore Reserves of >500kt Cu $3.5 million

Completion of the Transaction is conditional upon the withdrawal of current legal action against the Namibian Ministry of Mines and Energy by Hebron Prospecting Pty Ltd ( Hebron ) (see below).

Kopore retains its fourteen prospecting licences in Botswana (refer Figure 2). Kopore’s total land holding in Botswana is approximately 8,126km[2] .

The Transaction with Sandfire provides certainty of funding for Kopore in the current challenging markets and allows the Company to move ahead with planning its next exploration programs in Botswana, which are expected to commence once COVID-19 restrictions are relaxed.

Simon Jackson, Kopore’s Managing Director said:

“The Transaction with Sandfire allows Kopore to move forward with sufficient capital and avoid excessive shareholder dilution at current share prices. Funding Kopore’s large prospective land holding whilst maintaining the Company’s capital structure required some lateral thinking. We think this transaction provides our shareholders with the best of both worlds with zero dilution.

Namibian exploration is in the capable hands of one of the largest land holders in the Kalahari Copper Belt with Kopore shareholders remaining exposed to the upside of a future discovery and mine development. Kopore retains its 8,126km[2] land holding in Botswana with multiple highly prospective and under explored targets.

I think the Transaction is particularly pleasing considering the current COVID-19 crisis and we think the sale of a portion of our assets for a total consideration approaching the market capitalisation of the Company is an excellent outcome for Kopore shareholders. We look forward to sharing details of our next exploration steps soon.”

It is anticipated that Kopore's next steps in Botswana will include:

• An initial RAB/RC drill program at the Virgo Prospect. A drill program has been planned to test two copper soil anomalies and coincident geophysical anomalies. These licences have never been drilled by Kopore. Following receipt of the Environmental Management Plan in January 2020 the Company is now able to commence drill activity. The two Virgo Prospect copper anomalies are within 34km of Cupric Canyon’s Zone 5 Copper Silver Project (91.7Mt @ 2.13%Cu & 21.9g/t Ag resource[1] ), currently under construction;

• • Airborne electromagnetic (EM) survey covering the highly prospective Kara Domal Prospect, close to the Namibian border and along strike from Sandfire’s T3 deposit; and

• Follow up drilling program at the Kara Prospect, aiming to test potential identified EM targets.

Resolution of Namibian High Court Application and Acquisition of Geological Information

TKC has also executed a legally binding agreement with Hebron Prospecting Pty Ltd ( Agreement ). Under the terms of the Agreement, for consideration of N$1,500,000 (approx. AUD$130,000), Hebron will provide all relevant technical and intellectual property to TKC and withdraw its application to the High Court of Namibia in respect of TKC’s wholly owned exploration licences EPL 7050, 7051, EPL 7052, and EPL 7056 as illustrated on Figure 1 (Refer ASX Release 21 November 2018).

The Agreement allows TKC complete access and custody of all historical geological information including geological databases, records and physical samples (including drill core and RC chips) for four of its nine Namibian exploration permits. TKC taking custody of this data further improves the robustness and auditability of the extensive geological database.

Further, the withdrawal of Hebron’s application to the High Court in Namibia confirms TKC’s clear title to the affected exploration licences and is a condition precedent to completion of the Transaction with Sandfire (described above).

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Figure 1 . TKC properties in Namibia highlighting the Hebron Prospecting Pty Ltd Application Area

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Figure 2 . Kopore’s Bostwana prospecting licences

1. source:https://www.cupriccanyon.com/development-exploration/exploration; and 2. https://www.asx.com.au/asxpdf/20181016/pdf/43z90dkfrgy792.pdf)

Authorised by the Board of Kopore Metals Limited.

FOR FURTHER INFORMATION PLEASE CONTACT:

SIMON JACKSON Managing Director Kopore Metals Limited Tel. +61 8 9322 1587 info@koporemetals.com www.koporemetals.com

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ABOUT KOPORE

Kopore Metals Limited (ASX:KMT) is a public company listed on the Australian Securities Exchange (ASX) and is actively exploring its copper-silver prospects on the emerging world class Kalahari Copper Belt, located in the Republic of Botswana.

Kopore continues to explore for stratabound copper-silver deposits across its fourteen 100% owned prospecting licenses in Botswana with a total area of 8,126km[2] of the world class Kalahari Copper Belt. Kopore believes the Kalahari Copper Belt can provide the potential for large scale discovery, as demonstrated by neighbouring resource development companies.

The directors and management of Kopore have strong complementary experience with over 20 years’ of Australian and International technical, legal and executive experience in exploration, resource development, mining, legal and resource fields.

Botswana is a stable, pro-mining jurisdiction, supportive of mineral exploration and development. According to the 2019 Fraser Institute Annual Mining Survey[3] , Botswana was ranked 3rd for “investment attractiveness” in Africa, in addition to being ranked 45[th] globally.

3 Fraser Institute Annual, Survey of Mining Companies 2019

https://www.fraserinstitute.org/sites/default/files/annual-survey-of-mining-companies-2019.pdf

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