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CATALYST METALS LIMITED M&A Activity 2023

Feb 23, 2023

64743_rns_2023-02-23_d77a48e7-5466-413b-bbc3-ef2c1f27b2d5.pdf

M&A Activity

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24 February 2023

Catalyst Metals

Catalyst Metals controls three highly prospective gold belts. It has a multi asset strategy.

It owns and operates the high-grade Henty Gold Mine in Tasmania which lies within the 25km Henty gold belt. Production to date is 1.4Moz @ 8.9 g/t.

It also controls +75km of strike length immediately north of the +22Moz Bendigo goldfield and home to the new, greenfield discovery at Four Eagles.

It also owns the Marymia Gold Project located in Western Australia following its compulsory acquisition of Vango Mining Limited.

Capital Structure

Shares o/s: 98.5M Cash: A$18.6m (Dec-22) Debt: Nil

Catalyst to acquire Plutonic gold project, creating new mid-cap Australian gold producer

Unanimously recommended by Superior Gold’s Board of Directors

Catalyst to compulsorily acquire Vango Mining after receiving >90% acceptances

Consolidation of the Plutonic Gold Belt offers potential synergies with 3Mtpa processing capacity, 5.9Moz NI 43-101 Resource[1] and 1Moz JORC Resource[3]

1 The Mineral Resource and Reserve estimates relating to Superior Gold and the Plutonic Gold Project contained in this announcement have been prepared in accordance with Canadian National Instrument 43-101 standards and have not been reported in accordance with the JORC Code. Refer to Superior Gold’s website at www.superior-gold.com or under Superior Gold’s profile on SEDAR at www.sedar.com for information in relation to the Mineral Resource and Reserve estimates prepared by Superior Gold for Plutonic. A competent person has not done sufficient work to classify the resource in accordance with the JORC Code and it is uncertain that following evaluation and/or further exploration work that the estimate will be able to be reported as a mineral resource or ore reserve in accordance with the JORC Code. Please refer to further disclosure required by the ASX Listing Rules together with a more detailed resource table at the conclusion of this announcement.

KEY HIGHLIGHTS

  • Catalyst and Superior Gold have agreed to merge via a Canadian Plan of Arrangement unanimously recommended by Superior’s Board (“Transaction”)

  • The Transaction values Superior at C$55m; Catalyst’s current market capitalisation is A$131m (prior to completion of the Vango acquisition)

Board Members

Stephen Boston Non-Executive Chairman

James Champion de Crespigny Managing Director & CEO

Bruce Kay Non-Executive Director

  • Superior owns the operating Plutonic Gold Mine in WA, which has a 5.9Moz Resource, 3Mtpa processing capacity and annual production of 70koz Au[2]

  • Catalyst has moved to compulsorily acquire the remaining shares of Vango Mining Limited which owns the Marymia gold project; Marymia is adjacent to Plutonic and has Resources of 1Moz, including a high-grade component of 517koz at 8.2 g/t[3]

  • The Transaction consolidates the Marymia-Plutonic Gold Belt under Catalyst’s ownership and has the potential to create a range of strategic synergies

Robin Scrimgeour Non-Executive Director

Corporate Details

ASX: CYL

E:admin@catalystmetals. com.au W:catalystmetals.com.au T: +61 8 6107 5878

1

ABN 54 118 912 495

2 Mid-point of Superior Gold Inc. Guidance Fourth Quarter and Full Year 2022 Production and 2023 Guidance, 25 January 2023

3 Refer to Catalyst’s ASX announcement dated 20 February 2023 entitled “Marymia Gold Project Mineral Resource”.

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  • Catalyst believes the Plutonic Gold Belt has considerable exploration potential. The belt has previously hosted high-quality deposits such as the Plutonic Open Pit (which produced 1.5Moz at 3.3 g/t)[4] and Timor (which produced >800koz at 7.5 g/t)[5] . Trident and K2 (which lie along strike from Plutonic) have a Resource of 400koz at 8 g/t3 and 107koz @ 8.9 g/t respectively

  • Each of the members of Superior’s board has also agreed to vote in favour of the Transaction, representing 1.2% of current Superior Shares

  • Under the Canadian Plan of Arrangement, 66⅔% of shares voted are required to vote in favour of the Plan for it to succeed

  • Upon Transaction completion, Catalyst will emerge as a new high grade, mid-tier gold mining company on ASX with control of three world class Australian gold belts

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Overview of the Marymia-Plutonic Gold Belt

4 Refer to Superior Gold’s TSX announcement dated 30 December 2020 entitled “2020 Mineral Resource and Reserve Estimate for the Plutonic Gold Operations Including Main Open Cut Pit Area (NI 43-101)”.

5 Refer to Superior Gold’s TSX announcement dated 31 May 2017 entitled ““Superior Gold Inc. Announces Commencement of Drilling at Timor Extension Target”

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TRANSACTION SUMMARY

  • Under the terms of the unanimously recommended Transaction, Superior shareholders will receive 1 Catalyst Share for every 2.8 Superior Shares held

  • Implied Transaction value of C$0.44 per Superior Gold share[6] represents an attractive premium of:

  • 62.8% to the closing price of Superior Shares of C$0.27 on 22 February 2023;

  • 60.6% to the 5-day VWAP of Superior Shares of C$0.274[7] ; and

  • 64.4% to the 15-day VWAP of Superior Shares of C$0.267

  • Superior shareholders to own up to 23% of the enlarged Catalyst upon completion of the Transaction and the Vango acquisition[8]

  • Catalyst is required to undertake a capital raising for a minimum of A$20 million (before costs) in connection with the Transaction supported by its largest shareholder, Hancock Prospecting

Catalyst Metals Limited (ASX:CYL) (“ Catalyst” ) is pleased to announce that it has entered into a definitive agreement (the “ Agreement” ) with Superior Gold Inc. (TSX-V:SGI) (“ Superior ”) pursuant to which Catalyst will acquire all of the issued and outstanding common shares of Superior (“ Superior Shares ”) via a plan of arrangement under the laws of Ontario, Canada (“ Transaction ”).

The Transaction, in conjunction with Catalyst’s successful acquisition of Vango Mining Limited (“ Vango ”), provides a compelling opportunity to unlock and maximise value from the world-class Plutonic-Marymia gold belt and support the growth of a new high grade, mid-tier gold mining company on ASX.

The Plutonic gold mine has a 3Mtpa CIL processing capacity via two plants, Reserves of 630,000oz at 3.5g/t and a Resource of 5.9Moz at 3.7g/t.[9] With Vango’s Resource of 1Moz at 3.3g/t[2] , the combined PlutonicMarymia belt will host a significant gold Resource base. In addition, the Transaction includes significant associated infrastructure. The Plutonic mine site itself is well capitalised with 3Mtpa CIL processing capacity, 364 person accommodation camp, 37 piece underground mobile equipment fleet estimated to be valued at c. A$50m[10] , airstrip and a 16MW gas fired power station.

6 Based on Catalyst’s last closing price of A$1.33 per share on 22 February 2023

7 VWAPs are for the period up to and including 22 February 2023 (being the last trading day of Catalyst Shares and Superior Shares before the announcement of discussions between Catalyst and Superior on 22 February 2023).

8 Assuming Catalyst acquires 100% of Vango, Catalyst completes a capital raising to raise A$20 million and no Catalyst Shares are issued other than under the Transaction.

9 The Mineral Resource estimates relating to Superior Gold and the Plutonic Gold Project contained in this announcement have been prepared in accordance with Canadian National Instrument 43-101 standards and have not been reported in accordance with the JORC Code. Please refer to Superior Gold’s website at www.superior-gold.com or under Superior Gold’s profile on SEDAR at www.sedar.com for information in relation to the Mineral Resource and Reserve estimates prepared by Superior Gold for the Plutonic Gold Project. A competent person has not done sufficient work to classify the resource in accordance with the JORC Code and it is uncertain that following evaluation and/or further exploration work that the estimate will be able to be reported as a mineral resource or ore reserve in accordance with the JORC Code. Please refer to further disclosure required by the ASX Listing Rules together with a more detailed resource table at the conclusion of this announcement.

10 Based on Catalyst Management estimate

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Further, a well-maintained haul road already exists between the Plutonic and Marymia Projects, lowering any future capital cost requirements and operating risks of a consolidated gold belt.

The total replacement value of the infrastructure is significant, with previous Superior Gold estimates of A$285 million.[11]

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Significant Embedded Infrastructure

Following completion of the Transaction, Catalyst will seek to:

  • (i) investigate potential synergies through consolidation of the land package, adopting a “hub and spoke approach” – seeking to source high grade ore from the Marymia tenements to feed into the centralised and underutilised 3Mtpa Plutonic processing capacity;

  • (ii) target an exploration programme in immediate proximity to the high-grade Trident and K2 deposits, seeking to expand the Mineral Resources and rapidly convert them to Ore Reserves; and

  • (iii) undertake systematic regional exploration program aimed at the discovery of further deposits akin to Timor, the Plutonic Main Pit and Trident.

11 Superior Gold Inc Corporate Presentation August 2022. Assumes exchange rate of 1USD to 0.70AUD

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Catalyst’s Managing Director, James Champion de Crespigny said:

This is the transaction that Superior and Catalyst shareholders have been looking for. It is a logical consolidation that offers significant potential for operating synergies while also lowering risk.

The combination of the large resources, big processing capacity and considerable exploration upside gives the combined group genuine scale, long mine life, strong cashflow and outstanding growth prospects, all in the heart of a world-class gold belt in WA. We think this will better appeal to all investors.

The Plutonic Gold Belt is significant by any world measure. It has historically hosted high quality deposits – ie. Timor was over 800,000oz at 7.5 g/t. This consolidation joins the high grade Trident and K2 ore bodies, which have 517koz at over 8 g/t gold, and significant potential to grow, with underutilised infrastructure.

The industrial logic make sense to all parties.”

Chris Jordaan, President and Chief Executive Officer of Superior said:

“We are very pleased to offer shareholders the opportunity we have always proposed, the consolidation of the Plutonic-Marymia gold belt, with a meaningful immediate premium, diversification of assets and cash flow and logically, a listing on the ASX. We believe the Transaction will create a strong platform from which to advance the development of the Plutonic underground mine and surrounding open pit projects.

Shareholders will also benefit from Catalyst’s strong Australian shareholder register, financial strength and portfolio of exploration projects. We would like to thank our indigenous partners, the Jiddi-Jiddi and Gingirana for all of their support. I am confident that, when completed, this Transaction will mean an even stronger future for Plutonic. Catalyst will bring to Plutonic a team with international mining experience, a proven track record of exploration success and the financial resources to develop the district.”

The Transaction provides Catalyst and Superior shareholders with a unique opportunity to benefit from a highly logical and synergistic consolidation that will maximise value from the Marymia-Plutonic gold belt.

Catalyst shareholders will benefit from the creation of a dedicated ASX listed gold mining company with enhanced scale, production, diversification and complementary high grade exploration potential across three significant gold belts in Australia.

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Transaction Details

Under the terms of the Agreement, Superior shareholders will receive 1 fully paid ordinary share in Catalyst (“ Catalyst Shares ”) for every 2.8 Superior Shares held (“ Consideration ”).

Based on Catalyst’s last closing price on 22 February 2023 of A$1.33, the implied value of the Consideration is approximately A$60 million or A$0.48 per Superior Share (C$55 million or C$0.44 per Superior Share[12] ), representing an attractive premium of:

  • 62.8% to the closing price of Superior Shares of C$0.27 on 22 February 2023;

  • 60.6% to the 5-day VWAP of Superior Shares of C$0.274;[13] and

  • 64.4% to the 15-day VWAP of Superior Shares of C$0.267.

On successful completion of both the Transaction and Catalyst’s acquisition of Vango, Superior shareholders will own approximately 23% of the enlarged Catalyst.[14]

Plan of Arrangement

The Transaction will be implemented by way of a statutory plan of arrangement under the Business Corporations Act (Ontario). The Transaction is subject to the approval of the Ontario Superior Court of Justice and requires the approval of 66⅔ per cent of the votes cast by Superior shareholders at the special meeting of shareholders of Superior (“ Shareholder Meeting ”).

If approved, the Transaction will allow Catalyst to acquire 100% of Superior shares and will see Catalyst issue approximately 44.5 million shares.

The Agreement is dated 22 February 2023 and contains representations and warranties for the benefit of each of Catalyst and Superior. The Agreement also contains a number of conditions to Transaction completion customary in comparable transactions of this nature. These conditions must be satisfied or waived by one or both of Catalyst and Superior at or prior to the closing of the Agreement, and include:

  • receipt of receipt of the requisite approval from the holders of Superior shares;

  • receipt of all necessary regulatory, stock exchange and court approvals;

  • shareholders of Superior not having exercised their dissent rights in connection with the Transaction in connection with more than 5% of the outstanding shares of Superior;

  • no law in effect making the Transaction illegal or otherwise prohibiting Catalyst or Superior from consummating the Transaction; and

  • Catalyst obtaining any shareholder approvals required under the ASX Listing Rules (Catalyst has made an application for a waiver of Listing Rule 7.1 in connection with the issue of the Consideration).

The Agreement also requires that Catalyst complete a minimum A$20m equity financing within 30 days of the date of the Agreement. Catalyst has appointed Argonaut Securities and Canaccord Genuity (Australia) as

12 AUD/CAD = 0.9234

13 VWAPs are for the period up to and including 22 February 2023 (being the last trading day of Catalyst Shares and Superior Shares before the announcement of the Transaction between Catalyst and Superior).

14 Prior to completion of a capital raising to raise A$20 million in accordance with the terms of the Agreement.

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Joint Lead Managers in relation to this capital raising. The structure, timing and pricing of which will be determined in the coming weeks.

Hancock Prospecting, key Catalyst shareholder and joint venture partner, has agreed to continue to support Catalyst by maintaining its pro-rata shareholding in Catalyst through the capital raising.

The Agreement also contains certain terms that are customary for a transaction of this nature. These terms include deal protection mechanisms including “no shop”, “no talk” and “no due diligence” restrictions as well as notification and matching rights in the event of a competing proposal. A break fee of C$2 million (approximately A$2.2 million) will also be payable by Superior in certain circumstances.

Details of the Transaction, including a summary of the terms of the Agreement will be set out in a management information circular that will be prepared and mailed to Superior shareholders in connection with the Shareholder Meeting.

The Shareholder Meeting is currently expected to be held in April 2023.

Catalyst shareholders will be updated on the status of these conditions as and when they are satisfied.

Subject to the conditions precedent being satisfied, the Transaction is expected to close in the second calendar quarter of 2023.

Superior Board Recommendation

The Board of Superior, upon the unanimous recommendation of the independent directors of the board and in consultation with its financial and legal advisors, have unanimously determined that the Transaction is in the best interests of Superior and fair to Superior shareholders and is recommending that Superior shareholders vote in favour of the Transaction at the Shareholder Meeting.

Accordingly, each member of the Superior Board has entered into a voting and support agreement to vote in favour of the Transaction in respect of all the Superior Shares they hold or control (representing approximately 1.2% of all Superior Shares).

Enlarged Catalyst Overview

Upon completion of the Transaction and the acquisition of Vango, the enlarged Catalyst will control three high grade, highly prospective and strategic gold belts in Australia:

  • In Western Australia, the high-grade Plutonic-Marymia Gold Project, which has a total mineral NI 43101 Resource of almost 5.9Moz, a JORC mineral Resource of 1Moz, a 3Mtpa processing capacity and all associated infrastructure. In addition Catalyst considers the project hosts considerable exploration upside potential given +40km of underexplored strike potential;

  • In Victoria, a large, contiguous and dominant tenement package covering 75 kilometres of strike length immediately north of the proven +22Moz Bendigo goldfields and near Agnico Eagle’s high grade Fosterville gold mine; and

  • In Tasmania, a strategic tenement package covering 25 kilometres of the under explored Henty fault and operates the high-grade Henty Gold Mine which has produced 1.4Moz of gold at a head grade of 8.9 g/t gold.

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Catalyst Projects

Vango Offer Update

Catalyst welcomes the overwhelming support received from Vango shareholders who have accepted its offmarket takeover bid for Vango.

As a result, Catalyst now has voting power in Vango of approximately 91.8% and has announced that it is proceeding to compulsory acquisition. Catalyst anticipates completion of the acquisition of 100% of Vango in April 2023.

Indicative Timetable

The indicative timetable for the Transaction and Capital Raising is as follows:

Superior shareholders sent management information circular March 2023
Superior Shareholder meeting to approve Plan of Arrangement April 2023
Court approval received to implement Plan of Arrangement for Superior April 2023
Shareholders

Advisors

Argonaut PCF is acting as financial advisor, Gilbert + Tobin as Australian legal advisor and Cassels Brock & Blackwell as Canadian legal advisor.

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Enquiries and Authorisation

Enquiries regarding this announcement in relation to Catalyst may be directed to James Champion de Crespigny, Managing Director & CEO, via email at [email protected].

This announcement has been approved for issue by the Catalyst Metals Board of Directors.

Investors and Media:

Catalyst

James Champion de Crespigny Managing Director & CEO

Paul Armstrong Read Corporate, Investor Relations

[email protected]

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Compliance Statements

Full details of (i) the mineral resource estimate for the Henty Gold Mine contained in this announcement are provided in Catalyst’s ASX announcement dated 27 September 2022 entitled “Henty Growth strategy on track with latest resource increase”; (ii) the ore reserve estimate for the Henty Gold Mine contained in this announcement are provided in Catalyst’s ASX announcement dated 8 November 2022 entitled “Maiden Reserve advances strategy to grow mine life and production rate”; and (iii) the mineral resource estimate for the Marymia Gold Project contained in this announcement are provided in Catalyst’s ASX announcement dated 20 February 2023 entitled “Marymia Project Mineral Resource Estimate”. Catalyst confirms that it are not aware of any new information or data that materially affects the information included in their relevant market announcement and that all material assumptions and technical parameters underpinning the relevant Minerals Resource and Ore Reserve estimates (as applicable) in their respective market announcements continue to apply and have not materially changed.

Catalyst has not independently verified the information relating to the mineral resource for the Plutonic Gold Mine as published by Superior Gold Inc in its “2022 Mineral Resource and Reserve Estimate for the Plutonic Gold Operations” dated 5 July 2022 and prepared in accordance with the requirements of National Instrument 43-101 – Standards of Disclosure for Mineral Project of the Canadian Securities Administrators reporting instrument codes.

Forward Looking Statements

This announcement contains forward-looking statements. Wherever possible, words such as “intends”, “expects”, “scheduled”, “estimates”, “anticipates”, “believes”, and similar expressions or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, have been used to identify these forward-looking statements. Although the forward-looking statements contained in this announcement reflect management’s current beliefs based upon information currently available to management and based upon what management believes to be reasonable assumptions, Catalyst cannot be certain that actual results will be consistent with these forward-looking statements. Several factors could cause events and achievements to differ materially from the results expressed or implied in the forward-looking statements. These factors should be considered carefully, and investors should not place undue reliance on the forward-looking statements.

Forward-looking statements necessarily involve significant known and unknown risks, assumptions and uncertainties that may cause Catalyst’s actual costs, results, events, prospects, and opportunities to differ materially from those expressed or implied by such forward-looking statements. Although Catalyst has attempted to identify important risks and factors that could cause actual actions, events, or results to differ materially from those described in forward-looking statements, there may be other factors and risks that cause actions, events or results not to be anticipated, estimated, or intended, including those risk factors discussed in Catalyst’s public filings. Any forward-looking statements are made as of the date of this announcement, and Catalyst assumes no obligation to update or revise them to reflect new events or circumstances, unless otherwise required by law.

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Annexure A – Project Overviews

Henty Gold Mine Overview

Henty is located in a world class mineral province, hosting high grade multi commodity mines in northwest Tasmania. Henty commenced operations in 1996 and has since produced approximately 1.4 million ounces of gold at mined grade of approximately 9 g/t. The project also includes a strategic underexplored tenement package with 25 kilometres of strike along the Henty fault. Catalyst acquired Henty in January 2021.

Operations consist of an underground mine accessed via a decline. Primary mining methods are long hole bench stoping, traverse open stoping and cut and fill stoping, Henty is an owner-operated operation utilising a local and regional drive-in and drive-out workforce.

Processing is via conventional carbon-in-leach (CIL) processing plant with capacity to treat up to 300,000tpa. Processing achieves high grade recoveries (generally +90%) and produces a high-quality gold doré.

Since acquisition, Catalyst has been pursuing a strategy to increase mining inventory to support higher gold production and lower costs. Catalyst has invested heavily in exploration to replenish and expand JORC Resources and delineate a maiden JORC Ore Reserve to underpin a mine life beyond 5 years.

In FY22, production was approximately 25,000 ounces at all-in-sustaining-cost of approximately A$2,200 ounce. Catalyst is targeting an annualised gold production rate of 35,000oz by the end of FY23.

Bendigo Goldfield Overview

Catalyst’s Bendigo Goldfield tenure comprises a large, contiguous tenement package of approximately 2,200km[2] which covers 75 kilometres of strike length immediately north of the proven +22Moz Bendigo Goldfields and host to the most developed gold project in the Bendigo/Fosterville area (Agnico Eagle’s high grade Fosterville gold mine).

Catalyst’s primary focus is its Four Eagles Gold Project which it operates in 50:50 joint venture with Gold Exploration Victoria Pty Ltd (a wholly owned subsidiary of Hancock Prospecting Pty Ltd). Four Eagles is the most advanced exploration project in the region and hosts multiple recurring high grade gold zones in close proximity to one another.

In November 2022, Catalyst commenced the approvals process for an exploration tunnel at Four Eagles. The proposed exploration tunnel is to be 3.6 kilometres long and 140 metres below surface. The location of the proposed exploration tunnel is between Hayanmi and Boyd’s Dam prospects and will enable Catalyst to undertake efficient, extensive, deeper and all year-round drilling which would not otherwise be possible if undertaken from surface. Catalyst would hope to be able to commence earthworks for the exploration tunnel in 2H 2023.

Marymia Gold Project Overview

Marymia is located approximately 300 kilometres northeast of Meekatharra in the mid-west region of Western Australia, at the northern end of the world class Eastern Gold Fields Province.

Marymia comprises 45 granted mining leases over an area of +325km[2] . It has an established high-grade resource of 1Moz @ 3 g/t Au[15] , underpinned by the Trident Deposit, whose resource is 410koz @ 8 g/t Au,

15 Refer to Catalyst’s ASX announcement dated 20 February 2023 entitled “ Marymia Gold Project Mineral Resource ”.

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with immediate extensions open at depth/along strike, and also includes an interest in the K2 Deposit with a Resource of 107koz @ 8.9 g/t Au[16] .

Table 1 Mineral Resource estimate by JORC Classification – Marymia Gold Project

JORC Classification Tonnage (Mt) Au (g/t) Ounces (koz)
Indicated
Inferred
6.4
3.9
3.2
2.7
663
339
Total 10.4 3.0 1,002

Marymia has the potential to become a significant Australian high-grade production centre. The Greenstone Belt in the Marymia region includes six major gold corridors, which remain largely un-tested beyond 100m depth - supported with an extensive drilling and geophysical database. Previous mining between 1992-2001, produced 580,000 ounces of gold almost entirely from open-pits. This data, plus subsequent exploration, provides an extensive geological database for guiding future exploration.

Plutonic Gold Mine Overview

The Plutonic Gold Mine is located approximately 800km northeast of Perth, Western Australia in the Archaean Plutonic Marymia Greenstone Belt and has been, adjacent to the Marymia Gold Project. The Project has been in continuous production since 1990, having produced over 5 million ounces of gold from both open pit and underground mining.

The Plutonic Gold Mine comprises a producing underground gold operation and producing open pit operations along with significant embedded infrastructure including a 3.0mpta central mill, airstrip, accommodation camp and gas fired power station.

The Hermes Gold Mine (“ Hermes ”) is located approximately 65 kilometres south-west of the Plutonic Gold Mine. It includes the wholly-owned Hermes open pits and a 70-80% interest in the BBJV, which covers the Hermes South open pit project located approximately 20 kilometres south-west of the Hermes open pits as well as additional open pit targets in the region.

16 Refer to Catalyst’s ASX announcement dated 20 February 2023 entitled “ Marymia Gold Project Mineral Resource ”.

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ANNEXURE B

Foreign Estimates – clarifying statements as required by ASX Listing Rule 5.12

The Information in this announcement relating to Mineral Resource Estimates for Superior Gold’s Plutonic Gold Mine is contained in a technical report entitled “2022 Mineral Resource and reserve Estimate for the Plutonic gold Operations, NI 43-101 Report” prepared by Superior Gold qualified persons (Etienne du Plessis, Karel Steyn, Russell Cole) and is effective as of 31 December 2022. As such, it is reported in accordance with the requirements applying to foreign estimates in the ASX Listing Rules (the “Foreign Estimate”). It is not reported in accordance with the 2012 edition of the Joint Ore Reserves Committee’s Australasian Code for Reporting of Mineral Resources and Ore Reserves (“JORC Code”).

Category Measured Measured Indicated Measured + Indicated Measured + Indicated Measured + Indicated Inferred
Tonnes Gold Cont. Tonnes Gold Cont. Tonnes Gold Cont. Tonnes Gold Cont.
grade gold grade gold grade gold grade gold
(000's) (000's) (000's) (000's)
(Au g/t) (koz) (Au g/t) (koz) (Au g/t) (koz) (Au g/t) (koz)
Underground
Plutonic Main 4,567 4.8 705 4,294 4.4 610 8,860 4.6 1,315 16,810 5.2 2,830
Plutonic East 112 6.4 23 180 5.1 30 292 5.6 53 3,626 4.0 469
Plutonic West - - - - - - - - - 393 2.8 35
Underground
Sub-total
4,679 4.8 728 4,473 4.4 640 9,152 4.6 1,368 20,829 5.0 3,334
Hermes Open Pit
Complex
Hermes - - - 1,990 1.4 87 1,990 1.4 87 3,868 1.3 156
Hermes South
(80% JV)
- - - 698 1.6 36 698 1.6 36 198 1.1 7
Plutonic Open
Pit Areas
Area 4 36 0.8 1 - - - 36 0.8 1 - - -
Perch 40 1.4 2 4 1.0 0.1 44 1.4 2 - - -
Plutonic Main Pit 1,575 3.7 187 3,718 2.0 243 5,293 2.5 430 7,408 2.0 476
Open Pit Sub-
total
1,652 3.6 190 6,410 1.8 366 8,062 2.1 556 11,476 1.7 639
Total 6,331 4.5 918 10,884 2.9 1,005 17,214 3.5 1,924 32,304 3.8 3,973

Table 1 - Summary of Mineral Resources as of 31 December 2021

Notes:

  • a. Mineral Resources are quoted inclusive of those Mineral Resources converted to Mineral Reserves. Mineral Resources are not Mineral Reserves

and do not have demonstrated economic viability.

  • b. All figures are rounded to reflect the relative accuracy of the estimate and have been used to derive sub-totals, totals and weighted averages.

Numbers may not add correctly.

  • c. 'Plutonic Underground Resources based on Deswik Mining Stope Optimizations ("DSO") using generalized Reserve DSO input parameters and / or restricted 'grade shell' reported Resources. Open Pit Resources based on simplified pit optimization parameters.

  • d. Mineral Resources are estimated using an average gold price of A$2,150 per troy ounce ($1,612 per ounce)

  • e. Mineral Resources are estimated at a cut-off grade of 1.7 g/t Au for the Plutonic Underground Gold Mine.

  • f. Mineral resources are estimated at a cut-off grade of 0.40g/t Au for Open Pits

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Category Proven Probable Total Reserves Total Reserves Total Reserves
Tonnes
(000's)
Gold Cont. gold
Tonnes
Gold
grade
(Au g/t)
Cont. gold
Tonnes
Gold Cont. gold
(koz)
grade grade

(koz)

(000's)

(koz)

(000's)

(Au g/t)

(Au g/t)
Hermes Open
Pit Complex
Hermes
Hermes South
(80% BBJV)
Area 4 & Perch 65 1.1 2 4 0.9 0 69 1.1 3
Main Pit 159 2.0 10 175 1.6 9 334 1.8 20
Open Pit Sub-
total
225 1.8 13 179 1.6 9 403 1.7 22
Underground
Plutonic East
and Area 4
0 0 0 0 0 0 0 0 0
Plutonic 2,489 3.8 307 2,660 3.5 301 5,148 3.7 608
Underground
Sub-total
2,489 3.8 307 2,660 3.5 301 5,148 3.7 608
Total 2,713 3.7 320 2,839 3.4 310 5,552 3.5 630

Table 2 Summary of Mineral Reserves as at December 31 2021

Notes:

  • a. Open Pit Mineral Reserves are estimated at a cut-off grade of 0.5 g/t Au.

  • b. Underground Mineral Reserves are estimated at a stoping cut-off grade averaging 1.8 g/t Au dependent on mining area.

  • c. Mineral Reserve economics are estimated using an average long term gold price of A$1,950 per ounce ($1,462).

  • d. Underground and Main Pit fresh rock bulk density defined as 2.9 t/m3.

  • e. All figures are rounded to reflect the relative accuracy of the estimate and have been used to derive sub-totals, totals and weighted averages.

The information provided in relation to Foreign Estimate is extracted from the Canadian National Instrument 43-101 standards (“NI 43-101”) and announced July 6 , 2022 by Superior Gold and is publicly available at www.sedar.com.

  • The Resources and Reserves Estimate is considered to be a comprehensive compilation of all available data applicable to the estimation of mineral resources and mineral reserves. A summary of key assumptions and methods used to prepare the Foreign Estimate include:

  • the implementation of a standardized automated 'wire-frame constrained' Mineral Resource block models which take advantage of the vast number of structural measures previously ignored in manually generated wireframes. This automated process means that modelling is now strictly guided by the structural measurements, and restricted to similar grade wireframes, lithology, and fault boundaries. Resource Estimation is calculated using the Multiple Indicator Kriging method

  • Mineral Resource estimates have been prepared utilising industry accepted estimation methodologies. The classification of Measured, Indicated and Inferred Resources conform to Canadian Institute of Mining, Metallurgy and Petroleum ("CIM") Standards on Mineral Resources and Mineral Reserves (November 2019) definitions. Both drill hole sample data and underground face sample data have been used as part of the Mineral Resource modelling process for better mineralization geometry definition and therefore better Mineral Resource estimation.

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The Foreign Estimate and current Technical Report is based on 3,136,426 metres of drilling comprising surface and underground diamond drilling, RC drilling, rotary air blast (RAB), sludge and face samples.

As at the date of this announcement, the Foreign Estimate reported by Superior and referenced by Catalyst herein has not been superseded by any later estimates and Catalyst is not in possession of any new information.

Catalyst believes the categories of the CIM compliant mineral resource estimation reported under NI 43-101 are similar to the JORC Code (2012 edition) classifications. They are a ‘qualifying foreign estimate’ as that term is defined in Chapter 19 of the ASX Listing Rules.

Catalyst considers the Foreign Estimate to be material to Catalyst, given its intention, through the acquisition of Superior to contribute to ongoing gold mining and funding to continued exploration activity and advancement of the asset through additional drilling, future mineral resource estimation updates and economic studies.

Catalyst also believes that the Foreign Estimate is relevant to Catalyst shareholders as they provide an indication of the current mineralisation and the potential of the Plutonic Gold Mine at this date.

Based on the information received by Catalyst to date in relation to the Plutonic Gold Mine, physical inspection of the project sites, discussions with Superior’s technical and administrative personnel and assessment of the key criteria as defined in Table 1 of the JORC Code 2012, the reliability of the Foreign Estimate has been addressed in the due diligence completed by Catalyst and their independent geological consultants. Catalyst therefore believes that the Foreign Estimate is sufficiently reliable with estimation methodologies and data compilation work acceptable for methodologies used at the time of their estimation to provide the basis for a decision to assess the property to have merit for further exploration expenditure.

The Foreign Estimate is not reported in accordance with the JORC Code and a competent person has not done sufficient work to classify the foreign estimate as mineral resources in accordance with the JORC Code.

There is no certainty that after further evaluation and/or further exploration work that the Foreign Estimate will be able to be reported as mineral resources or ore reserves in accordance with the JORC Code.

Following completion of the transaction, it is Catalyst’s intention to undertake an evaluation of the data and initiate further exploration work planned for the Plutonic Gold Mine to prepare a mineral resource estimate in accordance with the JORC Code that will include selective infill drilling to increase confidence in estimates of resources and convert proximal Inferred Mineral Resources to Indicated category.

The Mineral Resource work in section 11 will take approximately 12 months to complete and will be based on knowledge gained from the mining operation. Mineral reserve updates will be estimated after stope optimization using cost parameters and cut-off grades based on the cost structure of the Plutonic Gold Mine..

In accordance with ASX Listing Rule 5.12, Bruce Kay, a Competent Person, employee of Catalyst, a Fellow of the Australasian Institute of Mining and Metallurgy and a Chartered Professional confirms the information in this market announcement that relates to the Plutonic Gold Mine 43-101 Foreign Estimate of the Mineral resource and reserve estimate published by Superior by filing in Canada on www.sedar.com on July 6, 2022 is an accurate representation of the available Mineral Resource Estimate. Bruce Kay has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a competent person for the reporting of Mineral Resource and Ore Reserves under the JORC Code. Bruce Kay consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

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