BARYS RESOURCES LIMITED — Interim / Quarterly Report 2022

Oct 28, 2021

ASX RELEASE | 29 October 2021

ACTIVITIES REPORT FOR THE QUARTER ENDING 30 SEPTEMBER 2021

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, located in the Republic of Botswana and in the Bryah Basin of Western Australia.

DIRECTORS & MANAGEMENT

PETER MEAGHER Non-Executive Chairman

CAROLINE KEATS Managing Director GRANT FERGUSON Non-Executive Director SIMON JACKSON Non-Executive Director

REGISTERED OFFICE Suite 5, 62 Ord Street West Perth WA 6005

Kopore Metals Limited ( Kopore or Company ) is pleased to provide the following activities report for the quarter ended 30 September 2021 ( September Quarter ).

Highlights

• Ms Caroline Keats appointed as Non-executive Director on 5 August 2021 and on 4 October was appointed as Managing Director;

• Closing date for completion of transaction with ARC Minerals Limited for the sale of 75% of the Virgo Project in Botswana extended from 22 October 2021 to 21 November 2021. Transaction is expected to settle shortly;

• Horseshoe West Project airborne magnetic survey completed with multiple targets identified; and

• Auger programme completed at Horseshoe West. Results, combined with historical data and recent magnetic survey, to inform future drill targets.

Board changes

During the September Quarter, the Company underwent several corporate developments, most notably with the appointment of Ms Caroline Keats as Managing Director on a full-time basis. Ms Keats was initially appointed as a Non-Executive Director on 5 August 2021. Mr Simon Jackson stepped down as Managing Director upon Ms Keats’ appointment and continues in a parttime executive role for six months before assuming a Non-executive Director role.

Virgo Project

Further to its announcement on 26 July 2021, pursuant to which the Company has executed a binding shareholders agreement and royalty deed with ARC Minerals Limited ( ARC ) for the sale of a 75% interest in Alvis-Crest (Proprietary) Ltd, the Kopore subsidiary which currently holds the two licences, PL135/2017 and PL162/2017, comprising the Virgo Project in Botswana ( ARC transaction ).

An outstanding condition precedent to the completion of the ARC transaction was approval from the Botswanan Government, which has recently been obtained. The ARC transaction is now expected to complete shortly. In the meantime, the parties have agreed to extend the closing date for the ARC transaction to 21 November 2021.

The material terms of the ARC transaction are as follows:

• ARC to issue £1.2 million in ARC shares valued at a 10-trading day volume weighted average price ( Arc Shares ) to Kopore in consideration for the purchase of 75% of the issued capital of Alvis.

• ARC retains an option to acquire the remaining 25% of Alvis for consideration of US$5 million. The option is valid until a Final Investment Decision ( FID ) is reached by Arc and the option consideration is payable in cash or ARC Shares (or a combination of the two) at the election of ARC.

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ASX RELEASE | 29 October 2021

• ARC is responsible for sole funding Alvis up to FID, ensuring that Kopore’s remaining 25% interest in Alvis is not diluted in this period.

• ARC will spend an average of a minimum of US$200,000 per year on exploration drilling and resources definition on the Licences over any rolling three-year period prior to FID.

• Kopore will receive a 1% net smelter royalty over the Virgo Project, capped at a maximum of US$30 million. ARC has the option to purchase the royalty for US$5 million at any time up to FID, on terms included in the royalty agreement.

Horseshoe West

In January 2021, Kopore announced that its wholly owned subsidiary, Kopore (WA) Pty Ltd had entered into binding earn in and joint venture agreement with Murchison Copper Mines Pty Ltd, a subsidiary of Horseshoe Metals Limited (ASX:HOR) (HML) providing for an earn in and joint venture in relation to the tenements surrounding the historical Horseshoe Lights Copper-Gold Mine ( Horseshoe West Project ).The Horseshoe West Project is located immediately west of the Horseshoe Lights Copper-Gold Mine and 140km north of Meekatharra, Western Australia.

Kopore is investigating the Horseshoe West Project area for potential Horseshoe Lights style copper-gold and shear-zone hosted gold mineralisation exploration targets.

The Horseshoe West Project area totals 32.4km2 and comprises 1 exploration licence, 9 prospecting licences and part of 1 mining lease (M52/743). The prospecting licences are currently being considered for extension by the Department of Mines. Activity during the September Quarter at Horseshoe West included conducting an initial airborne magnetic survey field acquisition and processing, completion of required Aboriginal heritage survey and approved Programme of Works (PoW), and undertaking an auger program.

Horseshoe West Auger Program

The Company drilled approximately 460 auger holes, at a spacing of 60 x100m, aiming to test for surface expression of potential gold, base metal or pathfinder anomalism. The results of this program are expected in Q4 CY2021. This auger program will, in addition to the recently completed airborne magnetic program, provide the Company with the ability to further refine the targeting for a future drilling program.

Corporate

In accordance with ASX Listing Rule 5.3.5, payments to related parties or their associates during the September Quarter comprised Managing Director salary, Non-executive Director fees, consulting fees and superannuation and totalled $101,000.

AUTHORISED BY: BOARD OF KOPORE METALS LIMITED

FOR FURTHER INFORMATION PLEASE CONTACT:

CAROLINE KEATS Managing Director

Kopore Metals Limited Tel. +61 8 9322 1587 info@koporemetals.com www.koporemetals.com

-END-

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ASX RELEASE | 28 October 2021

ABOUT KOPORE

Kopore Metals Limited (ASX:KMT) is a public company listed on the Australian Securities Exchange (ASX) and is actively exploring its gold-copper-silver prospects on the emerging world class Kalahari Copper Belt, located in the Republic of Botswana and also at the highly prospective Horseshoe West Project in the Bryah Basin of Western Australia. Kopore continues to explore for stratabound copper-silver deposits across its six 100% owned prospecting licenses in Botswana with a total area of 2,830km2 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 60 years’ of Australian and International technical 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 2020 Fraser Institute Annual Mining Survey[1] , Botswana was ranked 1st for “investment attractiveness” in Africa (and 11th globally) and Western Australia is ranked 4th globally.[1 ]

1. Refer to the Fraser Institute Annual Survey of Mining Companies 2020.

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ASX RELEASE | 28 October 2021

Tenement Schedule as at 30 September 2021

Prospecting Licence	Holder	Date Granted	Expiry Date	Project Area **(km2) **	Annual Rent (A$)
PL203/2016	Icon-Trading Company (Proprietary)	1/10/2021	30/09/2022	831.1	492
PL204/2016	Icon-Trading Company (Proprietary)	1/10/2021	30/09/2022	585.5	346
PL205/2016	Icon-Trading Company (Proprietary)	1/10/2021	30/09/2022	542.7	321
PL127/2017	Ashmead Holdings (Pty) Ltd	1/07/2020	30/06/2022	358.89	219.9
PL128/2017	Ashmead Holdings (Pty) Ltd	1/07/2020	30/06/2022	233.4	142.3
PL129/2017	Ashmead Holdings (Pty) Ltd	1/07/2020	30/06/2022	67	122.5
PL135/2017	Alvis Crest (Proprietary) Limited	1/10/2020	30/09/20221	141.9	122.5
PL162/2017	Alvis Crest (Proprietary) Limited	1/10/2020	30/09/20221	70	122.5
		Total		2,830	1,889

Table 1 - Kopore Metals Limited Prospecting Portfolio Botswana

1. PL135_2017 and PL162_2017. Currently under a potential Transaction with ARC Minerals Limited, as detailed above.

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