BREAKTHROUGH MINERALS LIMITED — Capital/Financing Update 2025

May 19, 2025

ASX ANNOUNCEMENT

ASX: BTM

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20 May 2025

Errolls Gold Project Acquisition Moves Towards Completion

Key Milestone towards Acquisition Completion

Highlights:

• Western Australia’s Department of Energy, Mines, Industry Regulation and Safety has confirmed that tenement E57/996 will not be forfeited.

• A fine of $17,159 has been issued to the current owners and vendors of the project in lieu of forfeiture and is payable by the vendors.

• This decision clears the path for the transformational acquisition of the high grade Errolls Gold Project and associated A$1.2 million placement to complete subject to shareholder approval at the Extraordinary General Meeting of Breakthrough Minerals shareholders on Friday 30 May 2025.

• Following the completion of the transaction the Company plans to immediately commence the preparatory work required prior to the commencement of RC drilling.

• Departmental approval for RC drilling has already been received.

• Drilling is expected to commence in the next quarter with testing of the extensions to the shallow high grade gold mineralisation in the core of Errolls Prospect the immediate target.

Breakthrough Minerals Limited (ASX: BTM; Breakthrough or the Company) is pleased to announce it has received confirmation from the Western Australian Department of Energy, Mines, Industry Regulation and Safety (DMIRS) that the forfeiture application 726596 commenced by the Department on 6 February 2025 for non-compliance with expenditure conditions on E57/996 has been resolved and a fine issued in lieu of forfeiture.

The fine is payable by the current owners of the tenement and this decision by DMIRS removes any uncertainty around the security of tenure for Breakthrough Minerals. The fine must be paid by 24 June 2025, and if this payment isn’t made the tenement will be forfeited. Further, the resolution also satisfies a condition precedent outlined in Breakthrough’s ASX release of 31 March 2025. In order to ensure the tenement remains in good standing, it is the Company’s intention to pay the fine immediately following Shareholder approval for the transaction and, as agreed by the vendors, deduct the fine amount from the outstanding cash consideration due at completion.

The successful resolution of the forfeiture application satisfied one (1) of the two (2) Conditions Precedent for the acquisition of the Errolls Gold Project. The final Condition Precedent to be satisfied is Breakthrough obtaining Shareholder approval in respect of the Consideration Shares and Consideration Performance Rights. The Shareholder Meeting is to be held on 30 May 2025. For further information please refer to the Company’s Notice of Meeting lodged with the ASX on 24 April 2025.

Executive Director Mr. Peretz Schapiro commented:

“This is a significant milestone in the Breakthrough journey at Errolls and we are extremely confident that the transaction will complete once the fine is paid and Shareholder approved is obtained. We believe that Errolls is a genuine company-making acquisition for Breakthrough delivering to Shareholders shallow, high-grade gold with walk-up drill targets in a world-class jurisdiction.

With historical drilling averaging just 34 metres depth and intercepts up to 51g/t gold , the opportunity to unlock extensions both down-dip and along strike is extremely compelling and we look forward to commencing our operations in the field following the Shareholder meeting. We’re excited to get on the ground and look forward to updating the market with progress shortly.”

Errolls Gold Project Background

The Errolls Gold Project is situated within the Barrambie Greenstone Belt which lies midway between Sandstone and Meekatharra in the Murchison region of Western Australia (Figure 1). The project includes exploration license E57/996 and mining lease application M57/653, covering a series of high-grade gold targets hosted along a sheared granite–greenstone contact. Gold mineralisation throughout the tenements is found on the contact between a strongly deformed granitic gneiss and greenstone and at Errolls Legacy Prospect (Figure 2). Historical mining and shallow drilling have confirmed high-grade mineralisation at surface with limited exploration below 40 meters — presenting a clear exploration opportunity with mineralisation remaining open both down dip and down plunge.

Importantly, multiple walk-up drill targets have already been defined adjacent to historical high-grade intercepts. A program of work has been granted, and the Company intends to commence drilling immediately following completion of the transaction once remaining statutory obligations are met. Details of previous drilling can be found in Breakthrough’s ASX announcement dated 31 March 2025.

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Figure 1 – Regional location of the Errolls Gold Project in the Murchison Region of Western Australia

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Figure 2 – Barrambie Greenstone Belt showing Errolls with Sandstone to the south over GSWA 1:500k geology

Massive quartz veins which are exposed at surface for 300m trending in a NNW direction, have a relatively flat dip (~30[o] ) to the west and are up to 8m wide in places but narrow at depth. The veins are described as being “lenticular in habit with patchy grades”. Occasional flat lying veins branch off from the main on the footwall side and can run up to 24m east of the main trend. These are generally up to 1m thick but can reach 3 meters and can carry spectacular grades of up to 50g/t Au.

Previously announced results from metallurgical testwork conducted on drilling from 1987 (see ASX announcement dated 9 April 2025) show exceptionally high gold recoveries (up to 98.4% in standard cyanide leaching) providing encouragement that any additional gold identified as part of a larger mineralised system is likely to also be easily recoverable. This adds to a compelling opportunity for Breakthrough at Errolls.

Exploration – Next Steps

Following completion of the transaction, Breakthrough intends to move quickly to complete preparatory work prior to a maiden drilling program targeting additional high grade, shallow gold mineralisation.

As an initial step, the DMIRS has already granted a Proposal of Work (POW), which is the environmental approval, for the reverse circulation (RC) drilling program at Errolls. Figures 3 and 4 show the drillhole areas that will be targeted over time with the initial programme focusing on Area 1 in Figure 3.

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Figure 3 – Errolls Gold Project Drillhole Collars showing maximum downhole gold and RC target areas over TMI RTP translucent over 1VD

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Figure 4 – Errolls Legacy Prospect Long Section (looking west) with red circles indicating drill target areas

ENDS:

This release is approved by the Board of Breakthrough Minerals Limited

For further information: Peretz Schapiro Chloe Hayes Executive Director Investor Relations Manager E:pschapiro@breakthroughminerals.com.au E: chloe@janemorganmanagement.com.au

No New Information

The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcements and that all material assumptions and technical parameters underpinning the estimates in the market announcements continue to apply and have not materially changed. The Company confirm that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcements.

Forward Looking Statements

This announcement includes forward-looking statements. These statements relate to the Company's expectations, beliefs, intentions or strategies regarding the future. These statements can be identified by the use of words like “will”, "progress", “anticipate”, “intend”, “expect”, “may”, “seek”, “towards”, “enable” and similar words or expressions containing same. The forward-looking statements reflect the Company’s views and assumptions with respect to future events as of the date of this announcement and are subject to a variety of unpredictable risks, uncertainties, and other unknowns. Actual and future results and trends could differ materially from those set forth in such statements due to various factors, many of which are beyond our ability to control or predict. Given these uncertainties, no one should place undue reliance on any forward-looking statements attributable to the Company, or any of its affiliates or persons acting on its behalf. The Company does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Neither the Company nor any other person, gives any representation, warranty, assurance, nor will guarantee that the occurrence of the events expressed or implied in any forward-looking statement will actually occur. To the maximum extent permitted by law, the Company and each of its advisors, affiliates, related bodies corporate, directors, officers, partners, employees and agents disclaim any responsibility for the accuracy or completeness of any forward-looking statements whether as a result of new information, future events or results or otherwise.