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CAVALIER RESOURCES LIMITED Capital/Financing Update 2022

Jun 14, 2022

64731_rns_2022-06-14_86675d86-d688-4704-8513-7e32566b9e95.pdf

Capital/Financing Update

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Mr Ranko Matic Executive Chairman 4 April 2022

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Joint Lead Managers:

IMPORTANT NOTICE

Prospectus you have any questions about the Shares being offered under this Prospectus or any other matter, then you should consult your professional advisers without delay.

The Shares offered by this Prospectus should be considered as highly speculative.

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TABLE OF CONTENTS

1. CHAIRMAN’S LETTER ..................................................................................................... 1
2. KEY OFFER INFORMATION............................................................................................ 2
3. INVESTMENT OVERVIEW ............................................................................................... 4
4. DETAILS OF THE OFFER ................................................................................................ 20
5. COMPANY AND PROJECTS OVERVIEW ..................................................................... 25
6. FINANCIAL INFORMATION......................................................................................... 40
7. RISK FACTORS ............................................................................................................ 51
8. BOARD, MANAGEMENT AND CORPORATE GOVERNANCE ..................................... 58
9. MATERIAL CONTRACTS .............................................................................................. 66
10. ADDITIONAL INFORMATION ...................................................................................... 72
11. DIRECTORS’ AUTHORISATION .................................................................................... 85
12. GLOSSARY .................................................................................................................. 86
ANNEXURE A – INDEPENDENT GEOLOGIST’S REPORT .............................................................. 88
ANNEXURE B – SOLICITOR’S REPORT ON TENEMENTS ............................................................ 189
ANNEXURE C – INVESTIGATING ACCOUNTANT’S REPORT ....................................................239

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IMPORTANT NOTICE

This Prospectus is dated 4 April 2022 and was lodged with the ASIC on that date. The ASIC, the ASX and their officers take no responsibility for the contents of this Prospectus or the merits of the investment to which this Prospectus relates.

No Shares may be issued on the basis of this Prospectus later than 13 months after the date of this Prospectus.

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

It is important that you read this Prospectus in its entirety and seek professional advice where necessary. The Shares the subject of this Prospectus should be considered as highly speculative.

Exposure Period

This Prospectus will be circulated during the Exposure Period. The purpose of the Exposure Period is to enable this Prospectus to be examined by market participants prior to the raising of funds. You should be aware that this examination may result in the identification of deficiencies in this Prospectus and, in those circumstances, any application that has been received may need to be dealt with in accordance with section 724 of the Corporations Act. Applications for Shares under this Prospectus will not be accepted by the Company until after the expiry of the Exposure Period. No preference will be conferred on applications lodged prior to the expiry of the Exposure Period.

No offering where offering would be illegal

The distribution of this Prospectus in jurisdictions outside Australia may be restricted by law and persons who come into possession of this Prospectus should observe any of these restrictions, including those set out below. Failure to comply with these restrictions may violate securities laws.

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. It is important that investors read this Prospectus in its entirety and seek professional advice where necessary.

No action has been taken to register or qualify the Shares or the offer, or to otherwise permit a public offering of the Shares in any jurisdiction outside Australia. This Prospectus has been prepared for publication in Australia and may not be distributed outside Australia and may not be distributed in the United States of America.

Electronic Prospectus

A copy of this Prospectus can be downloaded from the website of the Company at www.cavalierresources.com.au. If you are accessing the electronic version of this Prospectus for the purpose of making an investment in the Company, you must be an Australian resident and must only access this Prospectus from within Australia.

The Corporations Act prohibits any person passing onto another person an Application Form unless it is attached to a hard copy of this Prospectus or it accompanies the complete and unaltered version of this Prospectus. You may obtain a hard copy of this Prospectus free of charge by contacting the Company by phone on +61 8 6188 8181 during office hours or by emailing the Company at [email protected].

The Company reserves the right not to accept an Application Form from a person if it has reason to believe that when that person was given access to the electronic Application Form, it was not provided together with the electronic Prospectus and any relevant supplementary or replacement prospectus or any of those documents were incomplete or altered.

Company Website

No document or other information available on the Company’s website is incorporated into this Prospectus by reference.

No cooling-off rights

Cooling-off rights do not apply to an investment in Shares issued under the Prospectus. This means

that, in most circumstances, you cannot withdraw your application once it has been accepted.

No Investment Advice

The information contained in this Prospectus is not financial product advice or investment advice and does not take into account your financial or investment objectives, financial situation or particular needs (including financial or taxation issues). You should seek professional advice from your accountant, financial adviser, stockbroker, lawyer or other professional adviser before deciding to subscribe for Shares under this Prospectus to determine whether it meets your objectives, financial situation and needs.

Risks

You should read this document in its entirety and, if in any doubt, consult your professional advisers before deciding whether to apply for Shares. There are risks associated with an investment in the Company. The Shares offered under this Prospectus carry no guarantee with respect to return on capital investment, payment of dividends or the future value of the Shares. Refer to Section D of the Investment Overview as well as Section 7 for details relating to some of the key risk factors that should be considered by prospective investors. There may be risk factors in addition to these that should be considered in light of your personal circumstances.

Forward-looking statements

This Prospectus contains forwardlooking statements which are identified by words such as ‘may’, ‘could’, ‘believes’, ‘estimates’, ‘targets’, ‘expects’, or ‘intends’ and other similar words that involve risks and uncertainties.

These statements are based on an assessment of present economic and operating conditions, and on a number of assumptions regarding future events and actions that, as at the date of this Prospectus, are expected to take place.

Such forward-looking statements are not guarantees of future performance and involve known

iii

and unknown risks, uncertainties, assumptions and other important factors, many of which are beyond the control of the Company, the Directors and the Company’s management.

The Company cannot and does not give any assurance that the results, performance or achievements expressed or implied by the forward-looking statements contained in this Prospectus will actually occur and investors are cautioned not to place undue reliance on these forward-looking statements.

The Company has no intention to update or revise forward-looking statements, or to publish prospective financial information in the future, regardless of whether new information, future events or any other factors affect the information contained in this Prospectus, except where required by law.

These forward looking statements are subject to various risk factors that could cause the Company’s actual results to differ materially from the results expressed or anticipated in these statements. These risk factors are set out in Section 7.

Financial Forecasts

The Directors have considered the matters set out in ASIC Regulatory Guide 170 and believe that they do not have a reasonable basis to forecast future earnings on the basis that the operations of the Company are inherently uncertain. Accordingly, any forecast or projection information would contain such a broad range of potential outcomes and possibilities that it is not possible to prepare a reliable best estimate forecast or projection.

Competent Persons statement

The information in the Investment Overview Section of the Prospectus, included at Section 3, the Company and Projects Overview, included at Section 5, and the Independent Geologist’s Report, included at Annexure A of the Prospectus, which relate to exploration targets and exploration results, is based on information compiled by Mr Richard Maddocks of Auranmore Consulting. Mr Maddocks has sufficient experience which is relevant to the style of mineralisation and type of deposit under

consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’ (the JORC Code ). Mr Richard Maddocks is a full time employee of Auranmore Consulting. Mr Maddocks consents to the inclusion of the information in these Sections of the Prospectus in the form and context in which it appears.

Continuous disclosure

obligations

Following admission of the Company to the Official List, the Company will be a “disclosing entity” (as defined in section 111AC of the Corporations Act) and, as such, will be subject to regular reporting and disclosure obligations. Specifically, like all listed companies, the Company will be required to continuously disclose any information it has to the market which a reasonable person would expect to have a material effect on the price or the value of the Shares.

Price sensitive information will be publicly released through ASX before it is disclosed to Shareholders and market participants. Distribution of other information to Shareholders and market participants will also be managed through disclosure to the ASX. In addition, the Company will post this information on its website after the ASX confirms an announcement has been made, with the aim of making the information readily accessible to the widest audience.

Clearing House Electronic SubRegister System (CHESS) and Issuer Sponsorship

The Company will apply to participate in CHESS, for those investors who have, or wish to have, a sponsoring stockbroker. Investors who do not wish to participate through CHESS will be issuer sponsored by the Company.

Electronic sub-registers mean that the Company will not be issuing certificates to investors. Instead, investors will be provided with statements (similar to a bank account statement) that set out the number of Shares issued to them under this Prospectus. The notice will also advise holders of their Holder Identification Number or Security

Holder Reference Number and explain, for future reference, the sale and purchase procedures under CHESS and issuer sponsorship.

Electronic sub-registers also mean ownership of securities can be transferred without having to rely upon paper documentation. Further monthly statements will be provided to holders if there have been any changes in their security holding in the Company during the preceding month.

Photographs and Diagrams

Photographs used in this Prospectus which do not have descriptions are for illustration only and should not be interpreted to mean that any person shown endorses the Prospectus or its contents or that the assets shown in them are owned by the Company. Diagrams used in this Prospectus are illustrative only and may not be drawn to scale.

Definitions and Time

Unless the contrary intention appears or the context otherwise requires, words and phrases contained in this Prospectus have the same meaning and interpretation as given in the Corporations Act and capitalised terms have the meaning given in the Glossary in Section 12.

All references to time in this Prospectus are references to Australian Western Standard Time.

Privacy statement

If you complete an Application Form, you will be providing personal information to the Company. The Company collects, holds and will use that information to assess your application, service your needs as a Shareholder and to facilitate distribution payments and corporate communications to you as a Shareholder.

The information may also be used from time to time and disclosed to persons inspecting the register, including bidders for your Shares in the context of takeovers, regulatory bodies including the Australian Taxation Office, authorised securities brokers, print service providers, mail houses and the share registry.

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You can access, correct and update the personal information that we hold about you. If you wish to do so, please contact the share registry at the relevant contact number set out in this Prospectus.

Collection, maintenance and disclosure of certain personal information is governed by legislation including the Privacy Act 1988 (as amended), the

Corporations Act and certain rules such as the ASX Settlement Operating Rules. You should note that if you do not provide the information required on the application for Shares, the Company may not be able to accept or process your application.

Enquiries

If you are in any doubt as to how to deal with any of the matters

raised in this Prospectus, you should consult with your broker or legal, financial or other professional adviser without delay. Should you have any questions about the Offer or how to accept the Offer please call the Company Secretary on +61 8 6188 8181.

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1. CHAIRMAN’S LETTER

Dear Investor

On behalf of the directors of Cavalier Resources Limited ( Company ), it gives me great pleasure to invite you to become a shareholder of the Company.

The Company’s main portfolio includes the:

  • (a) Leonora Gold Project;

  • (b) Ella’s Rock Nickel-Gold Project; and

  • (c) Hidden Jewel Gold Project,

  • all of which are located in Western Australia.

This Prospectus is seeking to raise a maximum of $5,000,000 via the issue of 25,000,000 Shares at an issue price of $0.20 per Share under the Offer. Oversubscriptions of up to a further 10,000,000 Shares at an issue price of $0.20 per Share to raise up to a further $2,000,000 may also be accepted.

The purpose of the Offer is to provide funds to implement the Company’s business strategies (explained in Section 5).

The Board has significant expertise and experience in the mining industry and will aim to ensure that funds raised through the Offer will be utilised in a cost-effective manner to advance the Company’s business.

This Prospectus is issued for the purpose of supporting an application to list the Company on the ASX. This Prospectus contains detailed information about the Company, its business and the Offer, as well as the risks of investing in the Company, and I encourage you to read it carefully. The Shares offered by this Prospectus should be considered highly speculative.

I look forward to you joining us as a Shareholder and sharing in what we believe are exciting and prospective times ahead for the Company. Before you make your investment decision, I urge you to read this Prospectus in its entirety and seek professional advice if required.

Yours sincerely

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Mr Ranko Matic Executive Chairman

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2. KEY OFFER INFORMATION

2.1 Indicative Timetable

Lodgement of Prospectus with the ASIC 4 April 2022
Exposure Period begins 4 April 2022
Opening Date of the Offer 11 April 2022
Closing Date of the Offer 20 May 2022
Despatch of holding statements 23 May 2022
Issue of Shares under the Offer 27 May 2022
Expected date for quotation on ASX 10 June 2022

Notes:

  1. The above dates are indicative only and may change without notice. Unless otherwise indicated, all references to dates and times are to WST. The Exposure Period may be extended by the ASIC by not more than 7 days pursuant to section 727(3) of the Corporations Act. The Company reserves the right to extend the Closing Date or close the Offer early without prior notice. The Company also reserves the right not to proceed with the Offer at any time before the issue of Shares to applicants.

  2. If the Offer is cancelled or withdrawn before completion of the Offer, then all application monies will be refunded in full (without interest) as soon as possible in accordance with the requirements of the Corporations Act. Investors are encouraged to submit their applications as soon as possible after the Offer opens.

2.2 Key Statistics of The Offer

Minimum
Subscription
**($5,000,000)1 **
Maximum
Subscription
**($7,000,000)2 **
Offer Price per Share $0.20 $0.20
Shares currently on issue 16,956,800 16,956,800
Shares to be issued under the Offer 25,000,000 35,000,000
Gross Proceeds of the Offer $5,000,000 $7,000,000
Shares to be issued to Matrix Exploration Pty
Ltd3
875,000 875,000
Shares to be issued to Maximal Investments Pty
Ltd4
200,000 200,000
**Shares on issue Post-Listing (undiluted)5 ** 43,031,800 53,031,800
**Market Capitalisation Post-Listing (undiluted)6 ** $8,606,360 $10,606,360
Options to be issued to the Joint Lead
Managers7
4,000,000 4,000,000
Performance Rights to be issued to Directors8 4,000,000 4,000,000
**Shares on issue Post-Listing (fully diluted)5 ** 51,031,800 61,031,800
Market
Capitalisation
Post-Listing
(fully
**diluted)6 **
$10,206,360 $12,206,360

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Notes:

  1. Assuming the Minimum Subscription of $5,000,000 is achieved under the Offer.

  2. Assuming the Maximum Subscription of $7,000,000 is achieved under the Offer

  3. Refer to Section 9.2.1 for a summary of the Matrix Exploration Option Agreement.

  4. Refer to Section 9.2.2 for a summary of the Maximal Investments Option Agreement

  5. Certain Shares on issue post-listing will be subject to ASX-imposed escrow. Refer to Section 5.8 for a disclaimer with respect to the likely escrow position.

  6. Assuming a Share price of $0.20, however the Company notes that the Shares may trade above or below this price.

  7. Exercisable at $0.30 on or before the date that is 4 years from issue. Refer to Section 10.3 for the terms and conditions of the Joint Lead Manager Options.

  8. Refer to Section 10.4 for the terms of the Performance Rights.

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3. INVESTMENT OVERVIEW

This Section is a summary only and is not intended to provide full information for investors intending to apply for Shares offered pursuant to this Prospectus. This Prospectus should be read and considered in its entirety.

Item Summary Further
information
A.
Company
Who is the
issuer of this
Prospectus?
Cavalier Resources Limited (ACN 635 842 143)
(CompanyorCavalier).
Section 5.1
Who is the
Company?
The Company is an Australian unlisted public company,
incorporated on 28 August 2019.
Since incorporation, the Company has focused on
identifying
and
acquiring
prospective
mineral
exploration projects.
Section 5.1
What is the
Company’s
interest in the
Projects?
The Company owns or has a right to acquire 100% in the
following projects:
(a)
the Leonora Gold Project;
(b)
the Ella’s Rock Nickel-Gold Project: and
(c)
the Hidden Jewel Gold Project
(together, theProjects).
Section 5.2
and
Annexure A
B.
Business Model
What is the
Company’s
business
model?
Following completion of the Offer, the Company’s
proposed business model will be to further explore and
develop the Projects as per the Company’s intended
exploration programmes.
The Company proposes to fund its exploration activities
over the first two years following listing as outlined in the
table at Section 5.5.
A detailed explanation of the Company’s business
model is provided at Section 5.3 and a summary of the
Company’s proposed exploration programmes is set
out at Section 5.4.
Sections 5.3
and 5.4
What are the
key business
objectives of
the
Company?
The Company’s main objectives on completion of the
Offer and ASX listing are:
(a)
systematically explore and seek to develop
the Projects;
(b)
focus on mineral exploration or resource
opportunities that have the potential to
deliver growth for Shareholders;
(c)
continue to pursue other acquisitions that
have a strategic fit for the Company; and
(d)
provide working capital for the Company.
Section 5.3
What are the
key
dependencies
of the
Company’s
business
model?
The key dependencies of the Company’s business
model include:
(a)
successful completion of the Offer;
(b)
maintaining title to the Company’s interests in
the Projects;
(c)
retaining and recruiting key personnel skilled
in the mining and resources sector;
Section 5.3

4

Item Summary Further
information
(d)
exploration success by the Company on the
Projects and completion of positive feasibility
studies;
(e)
raising sufficient funds to explore and develop
potential
resource
opportunities
at
the
Projects; and
(f)
sufficient worldwide demand for gold.
C.
Key Advantages
What are the
key
advantages of
an investment
in the
Company?
The Directors are of the view that an investment in the
Company provides the following non-exhaustive list of
advantages:
(a)
subject to raising the Minimum Subscription, the
Company
will
have
sufficient
funds
to
implement the strategy;
(b)
a portfolio of quality assets in Western Australia
considered
by
the
Board
to
be
highly
prospective for nickel and gold; and
(c)
a highly credible and experienced team to
progress exploration and accelerate potential
development of the Projects.
Section 5
D.
Key Risks
Conditional
Prospectus
This Prospectus is conditional upon the Conditions
being satisfied or waived. The Conditions are set out in
Section 4.6.
There is no certainty that the Conditions will be satisfied.
In the event that these conditions are not met then the
listing of the Company on ASX will not proceed and all
Application Monies received will be returned to
applicants without interest.
Section 7.2
Limited History While the Company has been incorporated since
August 2019. No assurance can be given that the
Company will achieve commercial viability through
the successful exploration of the Projects. Until the
Company is able to realise value from its Projects, it is
likely to incur ongoing operating losses.
Section 7.2
Exploration
and
Operating
The mineral exploration licences comprising the
Projects are at various stages of exploration, and
potential investors should understand that mineral
exploration
and
development
are
high-risk
undertakings.
There can be no assurance that future exploration of
these licences, or any other mineral licences that may
be acquired in the future, will result in the discovery of
an economic resource. Even if an apparently viable
resource is identified, there is no guarantee that it can
be economically exploited.
The future exploration activities of the Company may
be affected by a range of factors including geological
conditions, limitations on activities due to seasonal
weather patterns or adverse weather conditions,
unanticipated operational and technical difficulties,
difficulties in commissioning and operating plant and
equipment, mechanical failure or plant breakdown,
unanticipated metallurgical problems which may
Section 7.2

5

Item Summary Further
information
affect extraction costs, industrial and environmental
accidents, industrial disputes, unexpected shortages
and increases in the costs of consumables, spare parts,
plant, equipment and staff, native title process,
changing government regulations and many other
factors beyond the control of the Company.
The success of the Company will also depend upon the
Company being able to maintain title to the mineral
exploration licences comprising the Projects and
obtaining all required approvals for their contemplated
activities. In the event that exploration programmes
prove to be unsuccessful this could lead to a diminution
in the value of the Projects, a reduction in the cash
reserves of the Company and possible relinquishment
of one or more of the mineral exploration licences
comprising the Projects.
Resource and
reserves and
exploration
targets
The interpretation of the Crawford Mineral Resource
Estimate (Crawford MRE) is an expression of judgement
based on knowledge, experience, and industry
practice. Estimates which were valid when originally
made may alter significantly when new information or
techniques become available. As further information
becomes available through additional fieldwork,
drilling and analysis, the Crawford MRE is likely to
change. There is no guarantee that development and
infill drilling will upgrade the classification of the
Crawford MRE or that further studies will convert the
Crawford MRE into an Ore Reserve. This may result in
alterations to development and mining plans which
may, in turn, adversely affect the Company’s
operations.
The Company has also identified a number of
exploration
targets
based
on
geological
interpretations
and
limited
geophysical
data,
geochemical
sampling
and
historical
drilling.
Insufficient data however, exists to provide certainty
over the extent of the mineralisation. Whilst the
Company intends to undertake additional exploratory
work with the aim of defining a resource on its other
Projects, no assurances can be given that additional
exploration will result in the determination of a resource
on any of the exploration targets identified. No
assurance can be provided that the Crawford MRE or
any other resource identified on the Projects can be
economically extracted.
In addition, by their very nature resource and reserve
estimates are imprecise and depend to some extent
on interpretations which may prove to be inaccurate.


Section 7.2
Tenure and
grant of
applications
Applications
The Tenements comprising all Projects are at various
stages of application and grant. There can be no
assurance that the tenement applications that are
currently pending will be granted. There can be no
assurance that when the tenement is granted, it will be
granted in its entirety.
Additionally, some of the tenement areas applied for
may be excluded. The Company is unaware of any
Section 7.2

6

Further information

Item Summary

circumstances that would prevent the tenement application from being granted, other than the competing applications, however the consequence of being denied the applications for reasons beyond the control of the Company could be significant. Refer to the Solicitor’s Report on Tenements in Annexure B for further information on the Company’s tenement applications.

Renewal

Mining and exploration tenements are subject to periodic renewal. The renewal of the term of granted tenements is subject to compliance with the applicable mining legislation and regulations and the discretion of the relevant mining authority. Renewal conditions may include increased expenditure and work commitments or compulsory relinquishment of areas of the tenements. The imposition of new conditions or the inability to meet those conditions may adversely affect the operations, financial position and/or performance of the Company. The Company considers the likelihood of tenure forfeiture to be low given the laws and regulations governing exploration in Western Australia and the ongoing expenditure budgeted for by the Company. However, the consequence of forfeiture or involuntary surrender of a granted tenements for reasons beyond the control of the Company could be significant.

Access

Crown Land

Section 7.2

The land subject to the Tenements overlaps with Crown land, including pastoral leases. If mining on any of the Tenements is contemplated in the future, the Company may need to consider entering into a compensation and access agreement with the lease holders to ensure the requirements of the Mining Act are satisfied and to avoid any disputes arising. In the absence of agreement, the Warden’s Court determines compensation payable. The entry into these agreements may delay the undertaking of activities, including the development of any future mines, and may restrict the areas within which the Company can explore for mineral development. Please refer to the Solicitor’s Report on Tenements in Annexure B of this Prospectus for further details.

Native title and Aboriginal heritage

All of the Tenements are within the external boundaries of native title claims. In relation to tenements which the Company has an interest in or will in the future acquire such an interest, there may be areas over which legitimate common law native title rights of Aboriginal Australians exist. If native title rights do exist, the ability of the Company to gain access to tenements (through obtaining consent of any relevant landowner), or to progress from the exploration phase to the development and mining phases of operations may be adversely affected. Further to this, it is possible that an Indigenous Land Use Agreement ( ILUA ) may be

7

Item Summary Further
information
registered against one or more of the tenements in
which the Company has an interest. The terms and
conditions of any such ILUA may be unfavourable for,
or restrictive against, the Company.
The land under E74/662, E74/717 and E74/718 is subject
to the Ballardong People Indigenous Land Use
Agreement
WI2017/012.
Due
to
standard
confidentiality provisions, the terms and conditions of
an ILUA are not available for public access.
In addition, four of the Tenements contain Aboriginal
heritage sites of significance which have been
registered with the Department of Indigenous Affairs.
Approvals are required if these sites will be impacted
by exploration or mining activities. Delays in obtaining
such approvals can result in the delay to anticipated
exploration programmes or mining activities.
The Directors will closely monitor the potential effect of
native title claims or Aboriginal heritage matters
involving tenements in which the Company has or may
have an interest.
Please refer to the Solicitor’s Report on Tenements in
Annexure B of this Prospectus for further details.
Grant of future
authorisations
to explore and
mine
If the Company discovers an economically viable
mineral deposit that is then intends to develop, it will,
among other things, require various approvals, licence
and permits before it will be able to mine the deposit.
There is no guarantee that the Company will be able to
obtain all required approvals, licenses and permits. To
the extent that required authorisations are not
obtained or are delayed, the Company’s operational
and
financial
performance
may
be
materially
adversely affected.
Section 7.2
Mine
development
Possible future development of mining operations at
the Projects is dependent on a number of factors
including, but not limited to, the acquisition and/or
delineation
of
economically
recoverable
mineralisation,
favourable
geological
conditions,
receiving the necessary approvals from all relevant
authorities and parties, seasonal weather patterns,
unanticipated technical and operational difficulties
encountered in extraction and production activities,
mechanical failure of operating plant and equipment,
shortages or increases in the price of consumables,
spare parts and plant and equipment, cost overruns,
access to the required level of funding and contracting
risk from third parties providing essential services.
If the Company commences production on one of the
Projects, its operations may be disrupted by a variety of
risks and hazards which are beyond the control of the
Company. No assurance can be given that the
Company will achieve commercial viability through
the development of the Projects.
The risks associated with the development of a mine will
be considered in full should the Projects reach that
stage and will be managed with ongoing consideration
of stakeholder interests.
Section 7.2

8

Item Summary Further
information
Operational
risks
The operations of the Company may be affected by
various factors, including:
(a)
failure to obtain consent to access the
exploration areas;
(b)
failure to locate or identify mineral deposits;
(c)
failure to achieve predicted grades in
exploration and mining;
(d)
operational
and
technical
difficulties
encountered in mining;
(e)
insufficient or unreliable infrastructure, such as
power, water and transport;
(f)
difficulties in commissioning and operating
plant and equipment;
(g)
mechanical failure or plant breakdown;
(h)
unanticipated metallurgical problems which
may affect extraction costs; and
(i)
adverse weather conditions.
In the event that any of these potential risks eventuate,
the Company’s operational and financial performance
may be adversely affected.
Section 7.2
Results of
studies
Subject to the results of exploration and testing
programs to be undertaken, the Company may
progressively undertake a number of studies in respect
of the Projects, particularly on the Crawford Gold
Project.
These
studies
may
include
scoping,
prefeasibility,
definitive
feasibility
and
bankable
feasibility studies.
These studies will be completed within parameters
designed to determine the economic feasibility of the
Projects within certain limits. There can be no
guarantee that any of the studies will confirm the
economic viability of the Projects or the results of other
studies undertaken by the Company (e.g. the results of
a feasibility study may materially differ to the results of
a scoping study).
Even if a study confirms the economic viability of the
Projects, there can be no guarantee that the project
will be successfully brought into production as assumed
or within the estimated parameters in the feasibility
study (e.g. operational costs and commodity prices)
once production commences. Further, the ability of the
Company to complete a study may be dependent on
the Company’s ability to raise further funds and secure
off-take agreements from third parties.
Section 7.2
Conflicts of
interest
Certain Directors are also directors and officers of other
public companies engaged in mineral exploration and
development. These engagements are summarised in
the Director profiles in Section 8.1. Accordingly, mineral
Section 7.2

9

Item Summary Further
information
exploration opportunities or prospects of which these
Directors become aware may not necessarily be made
available to the Company in first instance.
Although these Directors have been advised of their
fiduciary duties to the Company, there exist actual and
potential conflicts of interest among these persons and
situations could arise in which their obligations to, or
interests in, other companies could detract from their
efforts on behalf of the Company. The Directors intend
to manage their responsibilities in accordance with
applicable legal requirements and good governance
frameworks.
Climate Risk There are a number of climate-related factors that may
affect the operations and proposed activities of the
Company. The climate change risks particularly
attributable to the Company include:
(a)
the emergence of new or expanded
regulations
associated
with
the
transitioning to a lower-carbon economy
and market changes related to climate
change mitigation. The Company may be
impacted
by
changes
to
local
or
international
compliance
regulations
related to climate change mitigation
efforts, or by specific taxation or penalties
for carbon emissions or environmental
damage. These examples sit amongst an
array of possible restraints on industry that
may further impact the Company and its
profitability. While the Company will
endeavour to manage these risks and limit
any consequential impacts, there can be
no guarantee that the Company will not
be impacted by these occurrences; and
(b)
climate change may cause certain
physical and environmental risks that
cannot be predicted by the Company,
including
events
such
as
increased
severity
of
weather
patterns
and
incidence of extreme weather events and
longer-term physical risks such as shifting
climate patterns. All these risks associated
with climate change may significantly
change
the
industry
in
which
the
Company operates_._
Section 7.2
Exposure to
natural events
The Company’s operations could be impacted by
natural events such as significant rain events and
flooding. Such natural events could result in impacts
including reduced mining efficiencies, restrictions to or
loss of access to open pits, mining and exploration
locations or necessary infrastructure, or restrictions to or
delays in access to the site for exploration activities and
deliveries of key consumables required for the
Company’s operations. This could result in increased
costs which could impact the Company’s financial
performance and position. Whilst the Company is able
to transfer some of these risks to third parties through
insurance, many of the associated risks are not able to
Section 7.2

10

Item Summary Further
information
be insured or in the Company’s opinion the cost of
transfer is not warranted by the likelihood of
occurrence of the risk event.
COVID-19 risk The outbreak of the coronavirus disease (COVID-19) is
impacting global economic markets. The nature and
extent of the effect of the outbreak on the
performance of the Company remains unknown. The
Company’s Share price may be adversely affected in
the short to medium term by the economic uncertainty
caused by COVID-19. Further, any governmental or
industry measures taken in response to COVID-19 may
adversely impact the Company’s operations and are
likely to be beyond the control of the Company.
The COVID-19 pandemic may also give rise to issues,
delays or restrictions in product processing and
packaging and the Company's ability to deliver
products to customers, which may result in cost
increases or adverse impacts on sales. In addition, the
effects of COVID-19 on the Company's Share price and
global financial markets generally may also affect the
Company's ability to raise equity or debt or require the
Company to issue capital at a discount, which may in
turn cause dilution to Shareholders. The COVID-19
pandemic may also give rise to issues, delays or
restrictions in relation to land access and the
Company's ability to freely move people and
equipment to and from exploration projects and may
cause delays or cost increases. The effects of COVID -
19 on the Company's Share price and global financial
markets generally may also affect the Company's
ability to raise equity or debt or require the Company
to issue capital at a discount, which may in turn cause
dilution to Shareholders.
The Directors are monitoring the situation closely and
have considered the impact of COVID-19 on the
Company’s business and financial performance.
However, the situation is continually evolving, and the
consequences are therefore inevitably uncertain. If
any of these impacts appear material prior to close of
the Offer, the Company will notify investors under a
supplementary prospectus.
Section 7.2
Ukraine
conflict
The current evolving conflict between Ukraine and
Russia (Ukraine Conflict) is impacting global economic
markets. The nature and extent of the effect of the
Ukraine Conflict on the performance of the Company
remains unknown. The Company’s Share price may be
adversely affected in the short to medium term by the
economic uncertainty caused by the Ukraine Conflict.
The Directors are continuing to closely monitor the
potential secondary and tertiary macroeconomic
impacts of the unfolding events, including the
changing pricing of commodity and energy markets
and the potential of cyber activity impacting
governments
and
businesses.
Further,
any
governmental or industry measures taken in response to
the Ukraine Conflict, including limitations on travel and
changes
to
import/export
restrictions
and
arrangements involving Russia, may adversely impact
Section 7.2

11

Item Summary Further
information
the Company’s operations and are likely to be beyond
the control of the Company. The Company is
monitoring the situation closely and considers the
impact of the Ukraine Conflict on the Company’s
business and financial performance to, at this stage, be
limited. However, the situation is continually evolving,
and the consequences are therefore inevitably
uncertain.
Additional
requirements
for capital
The Company’s capital requirements depend on
numerous factors. The Company may require further
financing in addition to amounts raised under the
Offer. Any additional equity financing will dilute
shareholdings, and debt financing, if available, may
involve restrictions on financing and operating
activities. If the Company is unable to obtain
additional financing as needed, it may be required to
reduce the scope of its operations and scale back its
exploration programmes as the case may be. There is
however no guarantee that the Company will be able
to secure any additional funding or be able to secure
funding on terms favourable to the Company.
Section 7.4
Other risks For additional specific risks please refer to Section 7. For
other risks with respect to the industry in which the
Company operates and general investment risks, many
of which are largely beyond the control of the
Company and its Directors, please refer to Sections 7.3.

Section 7.3
E.
Directors and Key Management Personnel
Who are the
Directors?
The Board consists of:
(a)
Ranko Matic – Executive Chairman
(b)
Daniel Tuffin – Executive Technical
Director; and
(c)
Anthony
Keers

Non-Executive
Director
The profiles of each of the Directors are set out in
Section 8.1.
Section 8.1
What
experience do
the Directors
have?
Ranko Matic – Executive Chairman
Mr. Ranko Matic is a Chartered Accountant with over
30 years’ experience in the areas of financial and
executive management, accounting, audit, business
and corporate advisory. Ranko is a director of a
chartered accounting firm and a corporate advisory
company based in Perth and has specialist expertise
and exposure in areas of audit, corporate services, due
diligence, mergers and acquisitions, and valuations.
Through these positions Ranko has been involved in an
advisory capacity to over 40 initial public offerings and
other
re-
capitalisations
and
re-listings
of
ASX
companies in the last 20 years. Mr Matic is currently a
director of ASX listed companies Panther Metals
Limited, Australian Gold & Copper Ltd, Lycaon
Resources Limited and East Energy Resources Ltd. Mr
Matic has also acted as CFO and Company Secretary
for companies in the private and public listed sector
and continues to hold various roles in this capacity. Up
until he recently retired from the Board, Mr Matic served
Section 8.1

12

Summary Further information

Item

==> picture [78 x 584] intentionally omitted <==

==> picture [71 x 584] intentionally omitted <==

as a director and in various executive and nonexecutive roles with Argosy Minerals Ltd between July 2014 and September 2021.

Daniel Tuffin – Executive Technical Director

Co-founder and MD of successful mine consulting firm Auralia Mining Consulting, Daniel is a hands-on mining engineer with over 20 years’ experience. His career began in iron ore and gold projects in WA and later extended internationally. While acting as a consultant he has carried out many technical studies and has signed off on Ore Reserves on the ASX, LSE and TSX:V He’s established many successful companies and mining projects, including co- founding private Kalgoorlie gold mining venture Rose Dam Resources, discovering and then privately co- developing the RDSW open pit, which to date has produced over 30koz of gold. Daniel has a wealth of experience specific to the Company; as the co-founder of Roman Kings, he developed the Crawford and Gambier Lass North Projects in Leonora (part of Cavalier’s Leonora Gold Project), handling all aspects of the fieldwork programs and technical studies, later vending the projects into the Kingwest IPO (ASX:KWR) for $3.6m in scrip. The founding Director of Cavalier Resources, he is currently the Technical Director of Leonora gold explorer Mt Malcolm Mines NL (ASX:M2M) and Managing Director and CEO of Panther Metals Ltd (ASX:PNT). Mr Anthony Keers – Non-Executive Director Co-founder and Director of successful mine consulting firm Auralia Mining Consulting, Anthony is highly technically proficient mining engineer with over 20 years’ experience. Anthony holds a degree in Mining Engineering (Hons) from the University of Queensland, a Diploma in Project Management and is an AusIMM accredited Chartered Professional.

Prior experience includes working as an underground engineer for Sons of Gwalia, a consultant mining engineer for AMC and LQS, and a business analyst for Gemcom. As a Director of Auralia Mining Consulting over the past 13 years, his expertise has varied both in commodity types and locations around the world, spanning all aspects of mine planning, scheduling and operations. This has formed a solid base of knowledge to draw from, carrying out Feasibility Studies and Reserve Estimation work for both ASX and TSX listed entities.

What are the
significant
Director Remuneration
for the

Remuneration
for the

Proposed
remuneration
Section 8.2
interests of year ended year ended for year
Directors in
the
30 June 2021 30 June 2022 ending 30
June 2023
Company? Directors
Ranko Nil $80,000 $180,000
Matic1

13

Summary Further information

Item

==> picture [74 x 698] intentionally omitted <==

Item Summary Summary Summary Summary Summary Summary Summary Summary Further
information




Daniel
Tuffin2, 3
Nil $80,000 $180,000

















Anthony
Keers3, 4
Nil $21,000 $36,000
Notes:
1.
Appointed on 24 April 2020.
2.
Appointed on 28 August 2019.
3.
In addition, the Company has entered into
an agreement for
use of office premises with Auralia Mining Consulting, an entity
controlled by Mr Tuffin and Mr Keers, whereby the Company
will pay Auralia $2,000 per month for use of office premises on
the terms and conditions set out in the agreement.
4.
Appointed on 24
November 2021.
Minimum Subscription
Director Shares Performance
Rights
Percentage
(%)
(Undiluted)
Percentage
(%) (Fully
Diluted)
Ranko
Matic1
2,192,800 1,750,000 5.09% 7.73%
Daniel
Tuffin2
2,351,600 1,750,000 5.46% 8.04%
Anthony
Keers3
728,800 500,000 1.69% 2.41%
Notes:
1.
Mr Matic’s shares a
re held by Consilium Corporate Advisory Pty
Ltd (an entity which Mr Matic is a director and shareholder of)
and Matic Mining Pty Ltd (an entity which Mr Matic is the sole
director and shareholder of.
2.
Mr Tuffin’s shares are held by Tuffaco Pty Ltd (an entity which Mr
Tuffin is the sole director and shareholder of) and Auralia
Holdings No 2 Pty Ltd (an entity which
Mr Tuffin is a director, shareholder and beneficiary of).
3.
250,000 of these Shares are held individually. Mr Keers also has
an interest in 478,800 Shares held in Auralia Holdings No 2 Pty Ltd
as Mr Keers is also a director,
shareholder and beneficiary.
Maximum Subscription
Director Shares Performance
Rights
Percentage
(%)
(Undiluted)
Percentage
(%) (Fully
Diluted)
Ranko
Matic1
2,192,800 1,750,000 4.13% 6.46%
Daniel
Tuffin2
2,351,600 1,750,000 4.43% 6.72%
Anthony
Keers3
728,800 500,000 1.37% 2.01%
Notes:
1.
Mr Matic’s shares a
re held by Consilium Corporate Advisory Pty
Ltd (an entity which Mr Matic is a director and shareholder of)
and Matic Mining Pty Ltd (an entity which Mr Matic is the sole
director and shareholder of.
2.
Mr Tuffin’s shares are held by Tuffaco Pty Ltd (an entity which Mr
Tuffin is the sole director and shareholder of) and Auralia Holdings
No 2 Pty Ltd (an entity which Mr Tuffin is
a director, shareholder and beneficiary of).
3.
Held as an individual.

14

Item Summary Further
information
Further
information
4.
250,000 of these Shares are held individually. Mr Keers also has an
interest in 478,800 Shares held in Auralia Holdings No 2 Pty Ltd No 2 Unit Trust A/C> as Mr Keers is also a director, shareholder and
beneficiary.
What are the
significant
interests of
advisors to
the
Company?
Refer to ‘Who is the lead manager to the Offer?’ for further
information regarding the fees that the Joint Lead
Managers will receive in connection with the Offer.
Section 9.2
What related
party
agreements
are the
Company
party to?
The Company has entered into the following related party
agreements:
(a)
an executive services agreement with Daniel
Tuffin;
(b)
a
consultancy
agreement
with
Consilium
Corporate Pty Ltd in relation to Ranko Matic’s
appointment as a Director and other consultancy
services to be provided by Consilium Corporate;
(c)
a non-executive appointment letter with Anthony
Keers;
(d)
an agreement for use of office premises between
the Company and Auralia Mining Consulting, an
entity an entity which Mr Tuffin and Mr Keers are
directors, shareholders and beneficiaries of; and
(e)
deeds of indemnity, insurance and access with
each of the Directors on standard terms.
All of the above agreements were negotiated on arm’s
length terms and the Company managed conflicts of
interest in accordance with the requirements of the
Corporations Act.
Section 9.3
F.
Financial Information
How has the
Company
been
performing?
The audited historical financial information of the
Company (including its subsidiaries) for the half-year
ended 31 December 2021, the full-year ended 30 June
2021 and the period from incorporation to 30 June 2020
are set out in Section 6 and Annexure C.
Section 6
and
Annexure
C
What is the
financial
outlook for
the
Company?
Given the current status of the Company’s Projects and
the speculative nature of its business, the Directors do not
consider it appropriate to forecast future earnings.
Any forecast or projection information would contain such
a broad range of potential outcomes and possibilities that
it is not possible to prepare a reliable best estimate
forecast or projection on a reasonable basis.
Section 6
and
Annexure
C
G.
Offer
What is the
Offer?
The Offer is an offer of 25,000,000 Shares at an issue price
of $0.20 per Share to raise $5,000,000 (before costs).
Oversubscriptions of up to a further 10,000,000 Shares at an
issue price of $0.20 per Share to raise up to a further
$2,000,000 may be accepted.
Section 4.1
Is there a
minimum
subscription
The minimum amount to be raised under the Offer is
$5,000,000.
Section 4.2

15

Item Summary Further
information
Further
information
under the
Offer?
What are the
purposes of
the Offer?
The purposes of the Offer are to facilitate an application
by the Company for admission to the Official List and to
position the Company to seek to achieve the objectives
stated at Section B of this Investment Overview.
Section 4
Is the Offer
underwritten?
No, the Offer is not underwritten. Sections
4.4
Who is the
lead
manager to
the Offer?
The Company has appointed Dalton Equities and Sanlam
Private Wealth Pty Ltd (Joint Lead Managers) as joint lead
managers to the Offer through separate engagement
letters with each Joint Lead Manager.
Sanlam Private Wealth Pty Ltd will receive the following
fees:
(a)
a success fee of 6.0% (plus GST) of the total funds
raised under the Offer by Sanlam clients and
introduced parties; and
(b)
a joint lead manager fee of $25,000 (plus GST);
and
(c)
a DVP settlement facilitation fee of $12,000 (plus
GST).
Dalton Equities will receive the following fees:
(a)
a management fee of 2.0% of the total funds
raised under the Offer (excluding any amount
raised by Sanlam), to be paid in cash or Shares
at the election of Dalton Equities; and
(b)
a placement fee of 4.0%, or greater if mutually
agreed, of the total funds raised under the Offer
(excluding any amount raised by Sanlam).
The Joint Lead Managers will also receive 4,000,000
Options exercisable at $0.30 per Option on or before the
date that is 4 years from the date of issue. The Options will
be divided between the Joint Lead Managers at their
discretion.
Section 4.5
Who is
eligible to
participate in
the Offer?
This Prospectus does not, and is not intended to, constitute
an offer in any place or jurisdiction, or to any person to
whom, it would not be lawful to make such an offer or to
issue this Prospectus. The distribution of this Prospectus in
Jurisdictions outside Australia may be restricted by law
and persons who come into possession of this Prospectus
should observe any of these restrictions. Any failure to
comply with such restrictions may constitute a violation of
applicable securities laws.
Section
4.12
How do I
apply for
Shares under
the Offer?
Applications for Shares under the Offer must be made by
completing the Application Form attached to this
Prospectus in accordance with the instructions set out in
the Application Form.
Section 4.8
What is the
allocation
policy?
The Company retains an absolute discretion to allocate
Shares under the Offer and will be influenced by the
factors set out in Section 4.9.
Section 4.9

16

Item Summary Further
information
Further
information
There is no assurance that any applicant will be allocated
any Shares, or the number of Shares for which it has
applied.
What will the
Company’s
capital
structure look
like on
completion
of the Offer?
The Company’s capital structure on a post-Offer basis is
set out in Section 5.6.
Section 5.6
What are the
terms of the
Shares
offered under
the Offer?
A summary of the material rights and liabilities attaching
to the Shares offered under the Offer are set out in Section
10.2.
Section
10.2
Will any
Shares be
subject to
escrow?
None of the Shares issued under the Offer will be subject
to escrow.
However, subject to the Company complying with
Chapters 1 and 2 of the ASX Listing Rules and completing
the Offer, it is anticipated that the following securities will
be subject to ASX imposed escrow:
(a)
4,794,400 Shares held by the Directors;
(b)
875,000 Shares to be issued to Matrix under the
Matrix Exploration Option Agreement;
(c)
200,000 Shares to be issued to Maximal under the
Maximal Investments Option Agreement;
(d)
1,500,000 Shares issued to various investors under
seed subscription raisings;
(e)
4,000,000 Options to be issued to the Joint Lead
Managers (or their nominees); and
(f)
4,000,000 Performance Rights to be issued to
Directors of the Company.
During the period in which restricted Shares are prohibited
from being transferred, trading in Shares may be less liquid
which may impact on the ability of a Shareholder to
dispose of his or her Shares in a timely manner.
The Company will announce to ASX full details (quantity
and duration) of the Shares required to be held in escrow
prior to the Shares commencing trading on ASX.
The Company’s ‘free float’ (being the percentage of
Shares not subject to escrow and held by Shareholders
that are not related parties of the Company (or their
associates) at the time of admission to the Official List) will
be approximately 82.87% for the Minimum Subscription
and 86.10% for the Maximum Subscription comprising all
shares issued other than Shares subject to ASX imposed
escrow or held by Directors or promoters.
Section 5.8
Who are the
current
Shareholders
of the
Company
and on what
terms were
The Company’s Share capital is comprised of Shares
issued pursuant to seed capital raisings which the
Company has undertaken since its incorporation.
Section 5.6

17

Item Summary Further
information
Further
information
their Shares
issued?
Will the
Shares be
quoted on
ASX?
Application for quotation of all Shares to be issued under
the Offer will be made to ASX no later than 7 days after
the date of this Prospectus.
Section
4.10
What are the
key dates of
the Offer?
The key dates of the Offer are set out in the indicative
timetable in the Key Offer Information Section.
Key Offer
Information
What is the
minimum
investment
size under the
Offer?
Applications under the Offer must be for a minimum of
$2,000 worth of Shares (10,000 Shares) and thereafter, in
multiples of $500 worth of Shares (2,500 Shares).
Section 4.8
Are there any
conditions to
the Offer?
No, other than raising the Minimum Subscription and ASX
approval for quotation of the Shares, the Offer is
unconditional.
Section 4.6
H.
Use o
f funds
How will the
proceeds of
the Offer be
used?
The Offer proceeds and the Company’s existing cash
reserves will be used for:
(a)
implementing
the
Company’s
business
objectives and exploration programmes as set
out in Part B of Investment Overview;
(b)
expenses of the Offer;
(c)
administration costs; and
(d)
working capital,
further details of which are set out in Section 5.5.
Section 5.5
Will the
Company be
adequately
funded after
completion
of the Offer?
The Directors are satisfied that on completion of the Offer,
the Company will have sufficient working capital to carry
out its objectives as stated in this Prospectus.
Section 5.5
I.
Additional information
Is there any
brokerage,
commission
or duty
payable by
applicants?
No brokerage, commission or duty is payable by
applicants on the acquisition of Shares under the Offer.
Section
4.14
Can the Offer
be
withdrawn?
The Company reserves the right not to proceed with the
Offer at any time before the issue or transfer of Shares to
successful applicants.
If the Offer does not proceed, application monies will be
refunded (without interest).
Section
4.15
What are the
tax
implications
of investing in
Shares?
Holders of Shares may be subject to Australian tax on
dividends and possibly capital gains tax on a future
disposal of Shares subscribed for under this Prospectus.
The tax consequences of any investment in Shares will
depend upon an investor’s particular circumstances.
Applicants should obtain their own tax advice prior to
Section
4.14

18

Item Summary Further
information
Further
information
deciding whether to subscribe for Shares offered under this
Prospectus.
What is the
Company’s
Dividend
Policy?
The Company anticipates that significant expenditure will
be incurred in the evaluation and development of the
Company’s Projects. These activities, together with the
possible acquisition of interests in other projects, are
expected to dominate at least, the first two-year period
following the date of this Prospectus. Accordingly, the
Company does not expect to declare any dividends
during that period.
Any future determination as to the payment of dividends
by the Company will be at the discretion of the Directors
and will depend on the availability of distributable
earnings and operating results and financial condition of
the Company, future capital requirements and general
business and other factors considered relevant by the
Directors. No assurance in relation to the payment of
dividends or franking credits attaching to dividends can
be given by the Company.
Section
5.10
What are the
corporate
governance
principles
and policies
of the
Company?
To the extent applicable, in light of the Company’s size
and nature, the Company has adopted_The Corporate_
Governance Principles and Recommendations (4th
_Edition)_as published by ASX Corporate Governance
Council (Recommendations).
The Company’s main corporate governance policies and
practices and the Company’s compliance are outlined in
Section 8.4.
Prior to listing on the ASX, the Company will announce its
main corporate governance policies and practices and
the Company’s compliance and departures from the
Recommendations.
Section 8.4
Where can I
find more
information?
(a)
By
speaking
to
your
sharebroker,
solicitor,
accountant or other independent professional
adviser;
(b)
By contacting the Company Secretary, on +61 8
6188 8181; or
(c)
By contacting the Share Registry on +61 1300 288
664.

This Section is a summary only and is not intended to provide full information for investors intending to apply for Shares offered pursuant to this Prospectus. This Prospectus should be read and considered in its entirety.

19

4. DETAILS OF THE OFFER

4.1 The Offer

The Offer is an initial public offering of 25,000,000 Shares at an issue price of $0.20 per Share to raise $5,000,000.

The Shares issued under this Prospectus will be fully paid and will rank equally with all other existing Shares currently on issue. A summary of the material rights and liabilities attaching to the Shares is set out in Section 10.2.

4.2 Minimum subscription

The minimum subscription for the Offer is $5,000,000 (25,000,000 Shares) ( Minimum Subscription ).

If the Minimum Subscription has not been raised within four (4) months after the date of this Prospectus or such period as varied by the ASIC, the Company will not issue any Shares and will repay all application monies for the Shares within the time prescribed under the Corporations Act, without interest.

4.3 Oversubscriptions

Oversubscriptions of up to a further 10,000,000 Shares at an issue price of $0.20 per Share to raise up to a further $2,000,000 may be accepted.

4.4 No Underwriter

The Offer is not underwritten.

4.5 Joint Lead Managers

The Company has appointed Sanlam Private Wealth Pty Ltd and Dalton Equities as the Joint Lead Managers to the Offer. The Joint Lead Managers have entered into separate mandates with the Company and will each receive the fees set out in Section 9.1.

Sanlam will receive the following fees:

  • (a) a success fee of 6.0% (plus GST) of the total funds raised under the Offer by Sanlam clients and introduced parties;

  • (b) a joint lead manager fee of $25,000 (plus GST); and

  • (c) a DVP settlement facilitation fee of $12,000 (plus GST).

Dalton Equities will receive the following fees:

  • (a) a management fee of 2.0% of the total funds raised under the Offer (excluding any amount raised by Sanlam), to be paid in cash or Shares at the election of Dalton Equities; and

  • (b) a placement fee of 4.0%, or greater if mutually agreed, of the total funds raised under the Offer (excluding any amount raised by Sanlam).

20

The Joint Lead Managers will also receive 4,000,0000 Options exercisable at $0.30 on or before the date that is 4 years from the date of issue. The Options will be divided between the Joint Lead Managers at their discretion.

As a percentage of the Offer, the Joint Lead Managers will receive 14.68% of the funds raised under the Minimum Subscription and 12.20% of the funds raised under the Maximum Subscription.

4.6 Conditions of the Offer

The Offer is conditional upon the following events occurring:

  • (a) the Minimum Subscription to the Offer being reached; and

  • (b) ASX granting conditional approval for the Company to be admitted to the Official List;

(together, the Conditions ).

If these Conditions are not satisfied then the Offer will not proceed and the Company will repay all application monies received under the Offer within the time prescribed under the Corporations Act, without interest.

4.7 Purpose of the Offer

The primary purposes of the Offer are to:

  • (a) assist the Company to meet the admission requirements of ASX under Chapters 1 and 2 of the ASX Listing Rules;

  • (b) provide the Company with additional funding for:

  • (i) the proposed exploration programmes at the Projects (as further detailed in Section 5.4):

  • (ii) considering acquisition opportunities that may be presented to the Board from time to time; and

  • (iii) the Company’s working capital requirements while it is implementing the above; and

  • (c) remove the need for an additional disclosure document to be issued upon the sale of any Shares that are to be issued under the Offer.

The Company intends on applying the funds raised under the Offer together with its existing cash reserves in the manner detailed in Section 5.5.

4.8 Applications under the Offer

Applications for Shares under the Offer must be made by using an online Application form at https://investor.automic.com.au/#/ipo/cavalierresources and pay the application.

By completing an Application Form, each applicant under the Offer will be taken to have declared that all details and statements made by them are complete and accurate and that they have personally received the Application Form together with a complete and unaltered copy of the Prospectus.

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Applications for Shares under the Offer must be for a minimum of $2,000 worth of Shares (10,000 Shares) and thereafter in multiples of 2,500 Shares and payment for the Shares must be made in full at the issue price of $0.20 per Share.

If paying by BPAY®, please follow the instructions on the Application Form. A unique reference number will be quoted upon completion of the online application. Your BPAY reference number will process your payment to your application electronically and you will be deemed to have applied for such Shares for which you have paid. Applicants using BPAY should be aware of their financial institution’s cut-off time (the time payment must be made to be processed overnight) and ensure payment is process by their financial institution on or before the day prior to the Closing Date of the Offer. You do not need to return any documents if you have made payment via BPAY.

If an Application Form is not completed correctly or if the accompanying payment is the wrong amount, the Company may, in its discretion, still treat the Application Form to be valid. The Company’s decision to treat an application as valid, or how to construe, amend or complete it, will be final.

The Company reserves the right to close the Offer early.

4.9 Allocation policy under the Offer

The Company retains an absolute discretion to allocate Shares under the Offer and reserves the right, in its absolute discretion, to allot to an applicant a lesser number of Shares than the number for which the applicant applies or to reject an Application Form. If the number of Shares allotted is fewer than the number applied for, surplus application money will be refunded without interest as soon as practicable.

No applicant under the Offer has any assurance of being allocated all or any Shares applied for. The allocation of Shares by Directors (in conjunction with the Joint Lead Managers) will be influenced by the following factors:

  • (a) the number of Shares applied for;

  • (b) the overall level of demand for the Offer;

  • (c) the desire for a spread of investors, including institutional investors; and

  • (d) the desire for an informed and active market for trading Shares following completion of the Offer.

The Company will not be liable to any person not allocated Shares or not allocated the full amount applied for.

4.10 ASX listing

Application for Official Quotation by ASX of the Shares offered pursuant to this Prospectus will be made within 7 days after the date of this Prospectus. However, applicants should be aware that ASX will not commence Official Quotation of any Shares until the Company has complied with Chapters 1 and 2 of the ASX Listing Rules and has received the approval of ASX to be admitted to the Official List. As such, the Shares may not be able to be traded for some time after the close of the Offer.

If the Shares are not admitted to Official Quotation by ASX before the expiration of three 3 months after the date of this Prospectus, or such period as varied by the

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ASIC, the Company will not issue any Shares and will repay all application monies for the Shares within the time prescribed under the Corporations Act, without interest.

Application for Official Quotation of the Options offered pursuant to this Prospectus will be made in accordance with the timetable set out in this Prospectus. If ASX does not grant Official Quotation of the Options offered pursuant to this Prospectus, or if the Company does not meet the minimum requirements to be granted Official Quotation of the Options, then the Options will still be issued, however will not be quoted on ASX.

The fact that ASX may grant Official Quotation to the Shares is not to be taken in any way as an indication of the merits of the Company or the Securities now offered for subscription.

4.11 Issue

Subject to the Conditions set out in Section 4.6 being met, the issue of Shares offered by this Prospectus will take place as soon as practicable after the Closing Date.

Pending the issue of the Shares or payment of refunds pursuant to this Prospectus, all application monies will be held by the Company in trust for the applicants in a separate bank account as required by the Corporations Act. The Company, however, will be entitled to retain all interest that accrues on the bank account and each applicant waives the right to claim interest.

The Directors (in conjunction with the Joint Lead Manager) will determine the recipients of the issued Shares in their sole discretion in accordance with the allocation policy detailed in Section 4.9). The Directors reserve the right to reject any application or to allocate any applicant fewer Shares than the number applied for. Where the number of Shares issued is less than the number applied for, or where no issue is made, surplus application monies will be refunded without any interest to the applicant as soon as practicable after the Closing Date.

Holding statements for Shares issued to the issuer sponsored subregister and confirmation of issue for Clearing House Electronic Subregister System (CHESS) holders will be mailed to applicants being issued Shares pursuant to the Offer as soon as practicable after their issue.

4.12 Applicants outside Australia

This Prospectus does not, and is not intended to, constitute an offer in any place or jurisdiction, or to any person to whom, it would not be lawful to make such an offer or to issue this Prospectus. The distribution of this Prospectus in jurisdictions outside Australia may be restricted by law and persons who come into possession of this Prospectus should seek advice on and observe any of these restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws.

No action has been taken to register or qualify the Shares or otherwise permit a public offering of the Shares the subject of this Prospectus in any jurisdiction outside Australia. Applicants who are resident in countries other than Australia should consult their professional advisers as to whether any governmental or other consents are required or whether any other formalities need to be considered and followed.

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If you are outside Australia it is your responsibility to obtain all necessary approvals for the issue of the Shares pursuant to this Prospectus. The return of a completed Application Form will be taken by the Company to constitute a representation and warranty by you that all relevant approvals have been obtained.

4.13 Commissions payable

The Company reserves the right to pay a commission of up to 6% (exclusive of goods and services tax) of amounts subscribed through any licensed securities dealers or Australian financial services licensee in respect of any valid applications lodged and accepted by the Company and bearing the stamp of the licensed securities dealer or Australian financial services licensee. Payments will be subject to the receipt of a proper tax invoice from the licensed securities dealer or Australian financial services licensee.

4.14 Taxation

The acquisition and disposal of Shares will have tax consequences, which will differ depending on the individual financial affairs of each investor.

It is not possible to provide a comprehensive summary of the possible taxation positions of all potential applicants. As such, all potential investors in the Company are urged to obtain independent financial advice about the consequences of acquiring Shares from a taxation viewpoint and generally.

To the maximum extent permitted by law, the Company, its officers and each of their respective advisors accept no liability and responsibility with respect to the taxation consequences of subscribing for Shares under this Prospectus or the reliance of any applicant on any part of the summary contained in this Section.

No brokerage, commission or duty is payable by applicants on the acquisition of Shares under the Offer.

4.15 Withdrawal of Offer

The Offer may be withdrawn at any time. In this event, the Company will return all application monies (without interest) in accordance with applicable laws.

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5. COMPANY AND PROJECTS OVERVIEW

5.1 Background

The Company was incorporated on 28 August 2019 as a proprietary company limited by Shares under the name “Specrez Pty Ltd” and has been focussed on project identification in Australia. Further details of the Company’s projects are set out below. The Company was then renamed “Cavalier Resources Pty Ltd” on 20 November 2021 and applied for a change of company status from a proprietary company to a public company which took effect on 14 January 2022.

5.2 Overview of the Company’s Projects

The Company owns or has the right to acquire controlling interests in Tenements in Western Australia, collectively known as the Leonora Gold Project, Hidden Jewel Gold Project, and Ella’s Rock Nickel-Gold Project. These projects are prospective for gold and nickel mineralisation.

==> picture [417 x 348] intentionally omitted <==

Figure 1: Cavalier Project Locations

Leonora Gold Project

The Leonora Gold Project comprises two sub-projects, Crawford and Gambier Lass North consisting of 10 exploration licences, 1 prospecting licence, 1 miscellaneous license and 1 mining lease. The Crawford Gold Deposit, which includes a 101,000oz JORC compliant Mineral Resource, is located on the granted mining lease.

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==> picture [420 x 398] intentionally omitted <==

Figure 2: The Leonora Gold Project

The Crawford Gold Project

The Crawford project contains the Crawford Mineral Resource Estimate (MRE).

Table 1: Crawford Mineral Resource Estimate

Indicated Indicated Indicated Inferred TOTAL
Tonnes Grade Ounces Tonnes Grade Ounces Tonnes Grade Ounces
0.5g/t
Au cut-
off
856,000 1.1 30,900 2,379,000 0.9 70,000 3,235,000 1.0 100,900
1.0g/t
Au cut-
off
351,000 1.7 19,300 662,000 1.5 32,200 1,013,000 1.6 51,500

Crawford is primarily an oxide hosted supergene style mineralised system. Drilling has been completed on 10m spaced sections with a total of 140 RC holes for 13,528m drilled. Drilling has focussed on infilling the oxide zone with little drilling extending into fresh rock. Mineralisation is open along strike and at depth.

Historical drilling results include:

• 11m @ 2.17g/t from 16m;

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  • 10m @ 3.38g/t (inc. 2m @ 12.4g/t) from 17m;

  • 18m @ 2.77g/t (inc. 3m @ 6.96g/t) from 27m;

  • 19m @ 1.64g/t (inc. 4m @ 3.23g/t) from 30m; and

  • 15m @ 2.49g/t (inc. 3m @ 7.87g/t) from 35m.

Refer to Appendix 6 of the Independent Geologist’s Report for all drilling intersections from the Crawford Gold Project.

Mining developmental works carried out on the Crawford Gold Project includes (but is not limited to):

  • environmental (flora and fauna) surveys;

  • metallurgical testing;

  • completion of all access agreements;

  • miscellaneous licence application for main road access;

  • heritage review;

  • geotechnical review;

  • hydrogeological review; and

  • ore & waste environmental tests & profiling.

The Company intends to continue mining studies and works post listing with an objective to advance the Crawford Gold Project to enable mining activities.

Refer to section 3.2.1 of the Independent Geologist’s Report for further information regarding the Crawford Gold Project.

The Gambier Lass North Project

The Gambier Lass North Project is located to the north of the Crawford Gold Project and is located mainly within sediments of the Pig Well graben. Previous exploration has focussed on gold mineralisation, although some work has targeted Teutonic Bore style base metal mineralisation within felsic lithologies.

Recent drilling has delineated northern extensions to the historic Gambier Lass underground mine with narrow, high grade quartz lodes intersected. This mineralisation remains open at depth and along strike towards the north-west.

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==> picture [415 x 294] intentionally omitted <==

Figure 3: Gambier Lass Lode Extension

Historical drilling results include:

  • 5m @ 1.42g/t from 13m;

  • 4m @ 2.77g/t from 31m;

  • 14m @ 1.60g/t (inc. 6m @ 3.29g/t) from 32m;

  • 3m @ 1.98g/t from 45m; and

  • 10m @ 1.40g/t from 55m.

Refer to Table 8 of the Independent Geologist’s Report for all drilling intersections from the Gambier Lass North Project and section 3.2.2 for further information on the Gambier Lass North Project.

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==> picture [409 x 256] intentionally omitted <==

Figure 4: Hole KWGLRC02 81-84m rock chips (3m @ 3.04g/t Au)

Hidden Jewel Gold Project

The Hidden Jewel Gold Project (E24/232) is located within the Golden Cities Granodiorite to the north of the active Golden Cities/Federal mining centre that had mined a total of 283,000oz of gold to 2010. Recent mining activities have been carried out by Norton Gold Fields. Historic Reverse Circulation (RC) and Rotary Air Blast (RAB) drilling has intersected anomalous gold mineralisation and auger sampling has delineated a low-level gold anomaly. Additional exploration is planned to test this anomaly for primary mineralisation hosted in narrow, quartz/sulphide veins similar to that found south at Golden Cities Project.

==> picture [413 x 311] intentionally omitted <==

Figure 5: Hidden Jewel Project

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==> picture [411 x 288] intentionally omitted <==

Figure 6: Drillhole collars and auger samples with nominal 20ppb contour over the TMI with untested drill targets and soil anomaly trend

Tenement P24/5568 is located close the active Rose Dam mining area, approximately 3km west of the Norton Gold Fields 5Mtpa Paddington Gold mill. Previous exploration on the tenement has been limited.

There is the potential that the known paleo channel extends northeast through the tenement, but this remains largely untested and is speculative.

==> picture [411 x 303] intentionally omitted <==

Figure 7: P24/5568 tenement location and gold bearing paleo sands trend

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Ella’s Rock Nickel-Gold Project

The Ella’s Rock Nickel-Gold Project consists of three exploration licences and covers an area to the east of the Forrestania Greenstone Belt where the Western Area’s held Diggers Rocks nickel mine (2.57Mt @ 1.2% Ni) and the new Kat Gap Gold mine, owned by Classic Minerals, is located. It is in close proximity to the Western Area’s owned Cosmic Boy nickel concentrator plant.

==> picture [414 x 462] intentionally omitted <==

Figure 8: Ella’s Rock Nickel-Gold Project location

Surface mapping indicates the presence of greenstone lithologies in an area previously interpreted to be predominantly granite.

Government magnetic images clearly show higher magnetic granites with lower magnetic greenstones units attenuated between them. These greenstones are generally masked by the overlying recent sediments and the laterization of the regolith and remain largely untested by drilling.

Magnetics show the potential for attenuated greenstones between granitic plutons. Exploration will be designed to delineate any greenstone rock units under cover.

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==> picture [417 x 516] intentionally omitted <==

Figure 9: Ella’s Rock Nickel-Gold Project TMI image and target areas

Refer to the Solicitor’s Report on Tenements at Annexure B of the Prospectus for further details of the Company’s tenements.

5.3 Business model

Following completion of the Offer, the Company’s proposed business model will be to further explore and develop the Projects.

The Company’s main objectives will be to:

  • (a) advance the Crawford Gold Project to enable mining activities;

  • (b) systematically explore and seek to develop the additional historical gold projects in Western Australia;

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  • (c) focus on mineral exploration or resource opportunities that have the potential to deliver growth for Shareholders;

  • (d) continue to pursue other acquisitions that have a strategic fit for the Company; and

  • (e) where appropriate and if opportunities arise, explore possibilities and commercial opportunities that will create value and wealth for Shareholders.

To achieve these objectives, following Official Quotation, the Company proposes to undertake the exploration programmes and studies set out below. These programmes are designed to test the economic viability of the Company’s Projects, and results will determine the commercial viability and possible timing for the commencement of further work programmes, including pre-feasibility studies and commencement of mining operations on the Projects if warranted.

In order to manage these programmes and subject to the results of each stage of work, the Company expects to supplement its existing personnel with additional technical expertise as and when needed with a mixture of both permanent and contractor positions.

The funds from the Offer together with existing cash reserves will allow the Company to further progress its business model.

5.4 Proposed Exploration Programme and Development Plan

Minimum Subscription

Location Activity Year 1 Year 2 Total
Leonora Gold
Project
Air-core drilling $100,000 $200,000 $300,000
RC drilling $500,000 $300,000 $800,000
Diamond core drilling $300,000 - $300,000
Resource works $100,000 - $100,000
Mining studies $200,000 - $200,000
Hidden Jewel
Gold Project
Geophysical Surveys $100,000 - $100,000
Geophysics processing $50,000 - $50,000
Air-core & augur drilling $300,000 - $300,000
RC Drilling - $250,000 $250,000
Ella’s Rock Nickel
-Gold Project
Geophysical Surveys $100,000 - $100,000
Geophysics processing $50,000 - $50,000
Air-core & augur drilling $200,000 $250,000 $450,000
RC Drilling $100,000 $200,000 $300,000
Total $2,100,000 $1,200,000 $3,300,000

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Maximum Subscription

Location Activity Year 1 Year 2 Total
Leonora Gold
Project
Air-core drilling $300,000 $200,000 $500,000
RC drilling $500,000 $500,000 $1,000,000
Diamond core drilling $300,000 - $300,000
Resource works $100,000 $50,000 $150,000
Mining studies $200,000 - $200,000
Hidden Jewel
Gold Project
Geophysical Surveys $100,000 $100,000 $200,000
Geophysics processing $50,000 $50,000 $100,000
Air-core & augur drilling $300,000 $300,000 $600,000
RC Drilling - $500,000 $500,000
Diamond core drilling - $135,000 $135,000
Ella’s Rock Nickel
-Gold Project
Geophysical Surveys $100,000 - $100,000
Geophysics processing $50,000 - $50,000
Air-core & augur drilling $300,000 $300,000 $600,000
RC Drilling $100,000 $500,000 $600,000
Diamond core drilling - $135,000 $135,000
Total $2,400,000 $2,770,000 $5,170,000

The above tables are a statement of current intentions as of the date of this Prospectus. As with any forecast, intervening events (including exploration success or failure) and new circumstances have the potential to affect the manner in which the funds are ultimately applied. The Board reserves the right to alter the way funds are applied on this basis.

5.5 Use of funds

The Company intends to apply funds raised from the Offer, together with existing cash reserves post-admission, over the first two years following admission of the Company to the Official List of ASX as follows:

Funds available Minimum
Subscription
($5,000,000)
Percentage
of Funds
Maximum
Subscription
($7,000,000)
Percentage
of Funds
Existing cash
reserves1
$150,000 2.91% $150,000 2.10%
Funds raised from
the Offer
$5,000,000 97.09% $7,000,000 97.90%
Total $5,150,000 100% $7,150,000 100%
Allocation of funds
Exploration
Expenditure WA2
$3,300,000 64.08% $5,170,000 72.31%

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Funds available Minimum
Subscription
($5,000,000)
Percentage
of Funds
Maximum
Subscription
($7,000,000)
Percentage
of Funds
Expenses of the
Offer3
$552,000 10.72% $682,000 9.54%
Administration
costs4
$750,000 14.56% $750,000 10.49%
Working capital5 $548,000 10.64% $548,000 7.66%
Total $5,150,000 100% $7,150,000 100%

Notes:

  1. Refer to the Financial Information set out in Section 6 for further details. The Company intends to apply these funds towards the purposes set out in this table, including the payment of the expenses of the Offer of which various amounts will be payable prior to completion of the Offer. Since 31 December 2021, the Company has expended approximately $59,000 in progressing and preparing the Prospectus. A further approximate amount of $79,000 has been expended on exploration and administration costs to date.

  2. Refer to Section 5.3 and the Independent Geologist’s Report in Annexure A for further details with respect to the Company’s proposed exploration programmes at the Projects.

  3. Refer to Section 10.9 for further details.

  4. Administration costs include the general costs associated with the management and operation of the Company’s business including administration expenses, management salaries, directors’ fees, rent and other associated costs.

  5. To the extent that:

  6. (a) the Company’s exploration activities warrant further exploration activities; or

  7. (b) the Company is presented with additional acquisition opportunities,

the Company’s working capital will fund such further exploration and acquisition costs (including due diligence investigations and expert’s fees in relation to such acquisitions). Any amounts not so expended will be applied toward administration costs for the period following the initial 2-year period following the Company’s quotation on ASX.

It is anticipated that the funds raised under the Offer will enable 2 years of full operations (if the Minimum Subscription is raised). It should be noted that the Company may not be fully self-funding through its own operational cash flow at the end of this period. Accordingly, the Company may require additional capital beyond this point, which will likely involve the use of additional debt or equity funding. Future capital needs will also depend on the success or failure of the Company’s Western Australian. The use of further debt or equity funding will be considered by the Board where it is appropriate to fund additional exploration on the Western Australian projects or to capitalise on acquisition opportunities in the resources sector.

The above table is a statement of current intentions as of the date of this Prospectus. As with any budget, intervening events (including exploration success or failure) and new circumstances have the potential to affect the manner in which the funds are ultimately applied. The Board reserves the right to alter the way funds are applied on this basis.

The Directors consider that following completion of the Offer, the Company will have sufficient working capital to carry out its stated objectives. It should however be noted that an investment in the Company is speculative, and investors are encouraged to read the risk factors outlined in Section 7.

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5.6 Capital structure

The capital structure of the Company following completion of the Offer (assuming both Minimum Subscription and Maximum Subscription under the Offer) is summarised below:

Shares – Minimum Subscription

Minimum
Subscription
Shares currently on issue1 16,956,800
Shares to be issued to Matrix Exploration under an Option
Agreement2
875,000
Shares to be issued to Maximal Investments under an Option
Agreement3
200,000
Shares to be issued pursuant to the Offer4 25,000,000
Total Shares on completion of the Offer 43,031,800

Notes:

  1. The rights attaching to the Shares are summarised in Section 10.2.

  2. Refer to Section 9.2.1 for further details of the Matrix Exploration Option Agreement.

  3. Refer to Section 9.2.2 for further details of the Maximal Investments Option Agreement.

  4. To be issued at an issue price of $0.20 per share to raise up to $5,000,000 under the Offer.

Shares – Maximum Subscription

Maximum
Subscription
Shares currently on issue1 16,956,800
Shares to be issued to Matrix Exploration under an Option
Agreement2
875,000
Shares to be issued to Maximal Investments under an Option
Agreement3
200,000
Shares to be issued pursuant to the Offer4 35,000,000
Total Shares on completion of the Offer 53,031,800

Notes:

  1. The rights attaching to the Shares are summarised in Section 10.2.

  2. Refer to Section 9.2.1 for further details of the Matrix Exploration Option Agreement.

  3. Refer to Section 9.2.2 for further details of the Maximal Investments Option Agreement.

  4. To be issued at an issue price of $0.20 per share to raise up to $7,000,000 under the Offer and Oversubscription

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Options – Minimum and Maximum Subscription

Minimum and
Maximum
Subscription
Options currently on issue Nil
Options to be issued to the Joint Lead Managers1 4,000,000
Total Options on completion of the Offer 4,000,000

Notes:

  1. To be issued to the Joint Lead Managers as part-consideration for lead manager services provided. Refer to Section 9.1 for further details of the Joint Lead Manager Mandates.

Performance Rights

Minimum Subscription
Performance Rights currently on issue Nil
Performance Rights to be issued to Directors1 4,000,000
Total Performance Rights on issue after completion of the Offer 4,000,000

Notes:

  1. Refer to Section 10.4 for a summary of the terms and conditions of the Performance Rights.

5.7 Substantial Shareholders

Those Shareholders holding 5% or more of the Shares on issue both as at the date of this Prospectus and on completion of the Offer are set out in the respective tables below.

As at the date of the Prospectus

Shareholder Shares Options Percentage (%)
(undiluted)
Percentage (%)
(fully diluted)
PG Mining Pty Ltd 10,380,800 Nil 61.22% 61.22%
Tuffaco Pty Ltd 1,872,800 Nil 11.04% 11.04%
Matic Mining Pty Ltd 1,620,000 Nil 9.56% 9.56%
Bright Dragon Pty
Ltd
1,144,000 Nil 6.75% 6.75%

On completion of the issue of Shares under the Offer with Minimum Subscription (assuming no existing substantial Shareholder subscribes and receives additional Shares pursuant to the Offer).

Shareholder Shares Options Percentage (%)
(undiluted)
Percentage (%)
(fully diluted)
PG Mining Pty Ltd 10,380,800 Nil 24.12% 20.34%

Notes:

  1. Assuming that PG Mining Pty Ltd do not participate in the Offer.

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On completion of the issue of Shares under the Offer with Maximum Subscription (assuming no existing substantial Shareholder subscribes and receives additional Shares pursuant to the Offer).

Shareholder Shares Options Percentage (%)
(undiluted)
Percentage (%)
(fully diluted)
PG Mining Pty Ltd 10,380,800 Nil 19.57% 17.01%

Notes:

  1. Assuming that PG Mining Pty Ltd do not participate in the Offer.

The Company will announce to the ASX details of its top-20 Shareholders following completion of the Offer prior to the Shares commencing trading on ASX.

5.8 Restricted Securities

Subject to the Company being admitted to the Official List and completing the Offer, certain Shares will be classified by ASX as restricted securities and will be required to be held in escrow for up to 24 months from the date of Official Quotation. During the period in which these Shares are prohibited from being transferred, trading in Shares may be less liquid which may impact on the ability of a Shareholder to dispose of his or her Shares in a timely manner.

While the ASX has not yet confirmed the final escrow position applicable to the Company’s Shareholders, the Company anticipates that the following Securities will be subject to escrow:

  • (a) 4,794,400 Shares held by the Directors;

  • (b) 875,000 Shares to be issued to Matrix under the Matrix Exploration Option Agreement;

  • (c) 200,000 Shares to be issued to Maximal under the Maximal Investments Option Agreement;

  • (d) 1,500,000 Shares issued to various investors under seed subscription raisings;

  • (e) 4,000,000 Options to be issued to the Joint Lead Managers (or their nominees); and

  • (f) 4,000,000 Performance Rights to be issued to Directors and key management of the Company.

The number of Shares that are subject to ASX imposed escrow are at ASX’s discretion in accordance with the ASX Listing Rules and underlying policy. The above is a good faith estimate of the Shares that are expected to be subject to ASX imposed escrow.

The Company will announce to the ASX full details (quantity and duration) of the Shares required to be held in escrow prior to the Shares commencing trading on ASX (which admission is subject to ASX’s discretion and approval).

The Company’s ‘free float’ (being the percentage of Shares not subject to escrow and held by Shareholders that are not related parties of the Company (or their associates) at the time of admission to the Official List) will be approximately 82.87% for the Minimum Subscription and 86.10% for the Maximum Subscription

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comprising all shares issued other than Shares subject to ASX imposed escrow or held by Directors or promoter.

5.9 Additional Information

Prospective investors are referred to and encouraged to read in its entirety both the:

  • (a) the Independent Geologist’s Report in Annexure A for further details about the geology, location and mineral potential of the Company’s Projects; and

  • (b) the Solicitor’s Report on Tenements in Annexure B for further details in respect to the Company’s interests in the Tenements.

5.10 Dividend policy

The Company anticipates that significant expenditure will be incurred in the evaluation and development of the Company’s Projects. These activities, together with the possible acquisition of interests in other projects, are expected to dominate at least, the first two-year period following the date of this Prospectus. Accordingly, the Company does not expect to declare any dividends during that period.

Any future determination as to the payment of dividends by the Company will be at the discretion of the Directors and will depend on the availability of distributable earnings and the operating results and financial condition of the Company, future capital requirements and general business and other factors considered relevant by the Directors. No assurance in relation to the payment of dividends or franking credits attaching to dividends can be given by the Company.

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6. FINANCIAL INFORMATION

6.1 Introduction

The financial information contained in this Section includes:

  • (a) the audited historical Statements of Financial Position as at 30 June 2020 and 30 June 2021 and audited historical Statements of Profit or Loss and other Comprehensive Income and Statements of Cash Flows of the Company for the period ended 30 June 2020 and year ended 30 June 2021; and

  • (b) the reviewed historical Statement of Financial Position as at 31 December 2021 and reviewed historical Statement of Profit or Loss and other Comprehensive Income and Statement of Cash Flows of the Company for the period then ended;

(together referred to as the Historical Financial Information ); together with

  • (c) the pro forma Statement of Financial Position of the Company as at 31 December 2021 and supporting notes which include the pro forma adjustments ( Pro Forma Financial Information );

(together referred to as the Financial Information ).

The Directors are responsible for the preparation and inclusion of the Financial Information in the Prospectus. HLB Mann Judd has prepared an Independent Limited Assurance Report in respect of the Financial Information, as set out in Annexure C. Investors should note the scope and limitations of the Independent Limited Assurance Report.

All amounts disclosed in this Section are presented in Australian dollars.

6.2 Basis of preparation of the Historical Financial Information

The Historical Financial Information included in this Section 6 has been prepared in accordance with the recognition and measurement principles of Australian Accounting Standards (including the Australian Accounting Interpretations) adopted by the Australian Accounting Standards Board and the Corporations Act 2001. The Historical Financial Information is presented in an abbreviated form insofar as it does not include all the presentation, disclosures, statements or comparative information as required by Australian Accounting Standards applicable to annual financial reports prepared in accordance with the Corporations Act 2001. Significant accounting policies applied to the Historical Financial Information are set out in Section 6.9 under the heading ‘Significant Accounting Policies’.

The Historical Financial Information has been prepared for the purpose of the Offer.

6.3 Basis of preparation of the Pro Forma Financial Information

The Pro Forma Financial Information included in this Section 6 has been prepared for the purposes of inclusion in this Prospectus. The Pro Forma Financial Information is based on the reviewed Statement of Financial Position of the Company as at 31 December 2021 and adjusting for the impacts of the Offer and other pro forma adjustments.

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The Pro Forma Financial Information does not reflect the actual financial results of the Company for the period indicated. The directors of the Company believe that it provides useful information as it illustrates to investors the financial position of the Company immediately after the Offer is completed and related pro forma adjustments are made.

The information set out in this Section 6 and the Company’s selected Financial Information should be read together with:

  • (a) the Risk Factors described in Section 7;

  • (b) the Use of Funds described in Section 5.5;

  • (c) the Indicative Capital Structure described in Section 5.6;

  • (d) the Independent Limited Assurance Report on the Historical Financial Information set out in Annexure C; and

  • (e) the other information contained in this Prospectus.

Investors should also note that historical results are not a guarantee of future performance.

6.4 Historical Statements of Profit or Loss and Other Comprehensive Income

The table below presents the Historical Statements of Profit or Loss and Other Comprehensive Income.

Period ended Year ended Period ended
Incorporation
to 30 June 2020
30 June 2021 31 December
2021
Audited
$
Audited
$
Reviewed
$
Revenue - - -
Audit fees (4,000) (4,000) (4,000)
Other expenses (2,805) (35,219) (12,002)
Loss before tax (6,805) (39,219) (16,002)
Income tax expense - - -
Net loss for the period from operations (6,805) (39,219) (16,002)
Other comprehensive income - - -
Total comprehensive loss for the period (6,805) (39,219) (16,002)

6.5 Historical Statements of Cash Flows

The table below presents the Historical Statements of Cash Flows.

41

Period ended Year ended Period ended
Incorporation
to 30 June 2020
30 June 2021 31 December
2021
Audited
$
Audited
$
Reviewed
$
Cash flows from operating activities
Payments to suppliers and employees - (902) (37,307)
Proceeds from receipt of interest - - -
Net cash (used in) operating activities - (902) (37,307)
Cash flows from investing activities
Payment for exploration and evaluation assets - (243,178) -
Payments for exploration and evaluation expenditure - (272,307) (90,186)
Net cash (used in) investing activities - (515,485) (90,186)
Cash flows from financing activities
Proceeds from equity issues 10,000 622,000 300,000
Net cash provided by financing activities 10,000 622,000 300,000
Net increase in cash held 10,000 105,613 172,507
Cash and cash equivalents at beginning of the period 10,000 10,000 115,613
Cash and cash equivalents at end of the period 10,000 115,613 288,120

6.6 Historical Statements of Financial Position

The table below presents the Historical Statements of Financial Position.

30 June 2020 30 June 2021 31 December
2021
Audited
$
Audited
$

Reviewed
$
Current Assets
Cash & Cash Equivalents 10,000 115,613 288,120
Prepayments - 363
10,460
GST Receivable - 4,887
3,526
Total Current Assets 10,000 120,863
302,106
Non-Current Assets
Exploration & Evaluation Expenditure - 558,679
615,814
Other Non-Current Assets 10,000 - -
Total Non-Current Assets 10,000 558,679
615,814
Total Assets 20,000 679,542 917,920

42

30 June 2020 30 June 2021 31 December
2021
Audited
$
Audited
$
Reviewed
$
Current Liabilities
Trade and Other Payables 5,705 82,466 36,846
Borrowings 1,100 1,100 1,100
Total Current Liabilities 6,805 83,566 37,946
Total Liabilities 6,805 83,566 37,946
Net Assets 13,195 595,976 879,974
Equity
Issued Capital 20,000 642,000 942,000
Accumulated Losses (6,805) (46,024) (62,026)
Total Equity 13,195 595,976 879,974

6.7 Pro Forma Statements of Financial Position

The table below sets out the pro forma adjustments that have been incorporated into the Pro Forma Statement of Financial Position as at 31 December 2021.

The pro forma adjustments reflect the financial impact of the Offer and other transactions as if they had occurred at 31 December 2021.

The Pro Forma Statement of Financial Position is provided for illustrative purposes only and is not represented as necessarily indicative of the Company’s financial position.

Notes Reviewed
as at
Pro Forma
Adjustments
Pro Forma
Adjustments
Pro Forma
31
December
2021
Pro Forma
31
December
2021
31
December
2021
Minimum Maximum Minimum Maximum
$ $ $ $ $
Current Assets
Cash
&
Cash
Equivalents
6.10 288,120 4,388,000 6,258,000 4,676,120 6,546,120
Prepayments 10,460 - - 10,460 10,460
GST Receivable 3,526 - - 3,526 3,526
Total
Current
Assets
302,106 4,388,000 6,258,000 4,690,106 6,560,106

43

Notes Reviewed
as at
Pro Forma
Adjustments
Pro Forma
Adjustments
Pro Forma
31
December
2021
Pro Forma
31
December
2021
31
December
2021
Minimum Maximum Minimum Maximum
$ $ $ $ $
Non-Current
Assets
Exploration
&
Evaluation
Expenditure
6.11 615,814 275,000 275,000 890,814 890,814
Total
Non-
Current Assets
615,814 275,000 275,000 890,814 890,814
Total Assets 917,920 4,663,000 6,533,000 5,580,920 7,450,920
Current Liabilities
Trade & Other
Payables
36,846 - - 36,846 36,846
Borrowings 1,100 - - 1,100 1,100
Total
Current
Liabilities
37,946 - - 37,946 37,946
Total Liabilities 37,946 - - 37,946 37,946
Net Assets 879,974 4,663,000 6,533,000 5,542,974 7,412,974
Equity
Issued Capital 6.12 942,000 4,265,400 6,135,400 5,207,400 7,077,400
Reserves 6.13 - 397,600 397,600 397,600 397,600
Accumulated
Losses
(62,026) - - (62,026) (62,026))
Total Equity 879,974 4,663,000 6,533,000 5,542,974 7,412,974

6.8 Pro forma adjustments

  • (a) The issue by the Company of 25,000,000 Shares issued at $0.20 each raising $5,000,000 (before the expenses of the Offer) in a minimum raise from the initial public offering. Refer to Sections 6.10 and 6.12.

  • (b) The issue by the Company of 35,000,000 Shares issued at $0.20 each raising $7,000,000 (before the expenses of the Offer) in a maximum raise from the initial public offering. Refer to Sections 6.10 and 6.12.

  • (c) The recognition against issued capital of the estimated cash expenses of the Offer of $552,000 based on the minimum capital raising, or $682,000 based on the maximum capital raising. Refer to Sections 6.10 and 6.12.

44

  • (d) The recognition against issued capital of the value of 4,000,000 unlisted Options with an exercise price of $0.30 and expiring in 48 months from the issue date, to be issued to the Joint Lead Managers. The fair value of the options is $397,600 and has been applied against issued capital as part of IPO Offer costs. Refer to Sections 6.12 and 6.13.

  • (e) The issue by the Company of 875,000 shares with a fair value of $0.20 per share ($175,000) and payment of $50,000 upon exercise of the option to acquire the Ella’s Rock Nickel-Gold Project. Refer Section 6.14.

  • (f) The issue by the Company of 200,000 shares with a fair value of $0.20 per share ($40,000) and payment of $10,000 upon exercise of the option to acquire leases as part of the Gambier Lass North Project (part of the greater Leonora Gold Project). Refer Section 6.15.

6.9 Significant accounting policies

(a) Basis of preparation

The Financial Information has been prepared on an accruals basis and is based on historical costs. Cost is based on the fair values of the consideration given in exchange for assets. The Financial Information has also been prepared in accordance with the recognition and measurement principles of Australian Accounting Standards, and other authoritative pronouncements of the Australian Accounting Standards Board.

(b) Share-based payments

Equity settled transactions:

The Company provides benefits to employees (including senior executives) of the Company in the form of share-based payments, whereby employees render services in exchange for shares or rights over shares (equity settled transactions).

The cost of equity-settled transactions with employees is measured by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined using the Black & Scholes or Hybrid ESO5 option-pricing models. In valuing equity-settled transactions, no account is taken of any performance conditions, other than conditions linked to the price of the shares of Cavalier Resources Limited. The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled, ending on the date on which the relevant employees become fully entitled to the award (the vesting period).

The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects (i) the extent to which the vesting period has expired and (ii) the Company’s best estimate of the number of equity instruments that will ultimately vest. No adjustment is made for the likelihood of market performance conditions being met as the effect of these conditions is included in the determination of fair value at grant date. The statement of profit or loss and other comprehensive income charge or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period. No expense is recognised for awards that do not ultimately vest,

45

except for awards where vesting is only conditional upon a market condition.

If the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the terms had not been modified. In addition, an expense is recognised for any modification that increases the total fair value of the share-based payment arrangement, or is otherwise beneficial to the employee, measured at the modification date.

If an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled award and designated as a replacement award on the date that it is granted, the cancelled and new award are treated as if they were a modification of the original award, as described in the previous paragraph.

(c) Cash and Cash Equivalents

Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. For the statement of cash flows presentation purposes, cash and cash equivalents also includes bank overdrafts, which are shown within borrowings in current liabilities on the statement of financial position.

(d) Exploration and evaluation expenditure

Exploration and evaluation expenditure in relation to separate areas of interest for which rights of tenure are current is carried forward as an asset in the statement of financial position where it is expected that the expenditure will be recovered through the successful development and exploitation of an area of interest, or by its sale; or exploration activities are continuing in an area and activities have not reached a stage which permits a reasonable estimate of the existence or otherwise of economically recoverable reserves. Where a project or an area of interest has been abandoned, the expenditure incurred thereon is written off in the year in which the decision is made.

(e) Issued capital

Ordinary shares are classified as equity.

Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds

(f) Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument. For financial assets, this is the date that the Company commits itself to either purchase of sale of assets.

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit and loss, loans and borrowings, payable or as

46

derivatives designated as hedging instruments in an effective hedge, as appropriate

An instrument is a financial liability when an issuer is, or can be required, to deliver either cash or another financial asset (e.g. ordinary shares in the Company) to the holder.

Where the Company has the choice of settling a financial instrument in cash or otherwise is contingent on the outcome of circumstances beyond the control of both the Company and the holder, the Company accounts for the instrument as a financial liability.

All financial liabilities are initially recognised at fair value. The Company’s financial liabilities include trade and other payables and borrowings.

(g)

Going Concern

The Financial Information has been prepared on the going concern basis, which contemplates the continuity of normal business activities and the realisation of assets and the discharge of liabilities in the normal course of business.

6.10 Cash and cash equivalents

The reviewed pro forma cash and cash equivalents is set out below:

Minimum Maximum
Note $ $
Reviewed cash and cash equivalents as at 31
December 2021
288,120 288,120
Pro forma adjustments:
IPO share issue 6.8(a)
& (b)
5,000,000 7,000,000
IPO Offer costs 6.8(c) (552,000) (682,000)
Project acquisition costs 6.8(e)
& (f)
(60,000) (60,000)
Total pro forma adjustments 4,388,000 6,258,000
Pro forma cash and cash equivalents 4,676,120 6,546,120

6.11 Exploration & evaluation expenditure

The reviewed pro forma exploration and evaluation expenditure is set out below:

Minimum Maximum
Note $ $
Reviewed exploration & evaluation expenditure as
at 31 December 2021
615,814 615,814
Pro forma adjustments:

47

Shares issued to acquire Ella Rock Project
Shares issued to acquire Gambier Lass North Project
Cash issued to acquire Ella Rock Project
Cash issued to acquire Gambier Lass North Project
Total pro forma adjustments
Pro forma exploration & evaluation expenditure
Minimum Maximum
Note $ $
6.8(e)
& 6.14
175,000 175,000

6.8(f)
& 6.15
40,000 40,000
6.8(e)
& 6.14
50,000 50,000
6.8(f)
& 6.15
10,000 10,000
275,000 275,000
890,814 890,814

6.12 Issued capital

The reviewed pro forma issued capital is set out below:

Minimum Minimum
Note Number of shares $
Reviewed issued capital as at 31 December 2021 16,956,800 942,000
Pro forma adjustments:
IPO share issue 6.8(a) 25,000,000 5,000,000
Shares issued under Option Agreements 6.8(e)
& (f)
1,075,000 215,000
IPO Offer costs (capitalised) 6.8(c) - (552,000)
Broker options 6.8(d) - (397,600)
Total pro forma adjustments 26,075,000 4,265,400
Pro forma issued capital (minimum) 43,031,800 5,207,400
Maximum Maximum
Note Number of shares $
Reviewed issued capital as at 31 December 2021 16,956,800 942,000
-
Pro forma adjustments:
IPO share issue 6.8(b) 35,000,000 7,000,000
Shares issued under Option Agreements 6.8(e)
& (f)
1,075,000 215,000
IPO Offer costs (capitalised) 6.8(c) - (682,000)
Broker options 6.8(d) - (397,600)
Total pro forma adjustments 36,075,000 6,135,400
Pro forma issued capital (maximum) 53,031,800 7,077,400

48

6.13 Reserves

The reviewed pro forma reserves are set out below:

Minimum Maximum
Note $ $
Reviewed reserves as 31 December 2021 - -
Pro forma adjustments:
Broker options (a) 6.8(d) 397,600 397,600
Total pro forma adjustments 397,600 397,600
Pro forma reserves 397,600 397,600

The Options proposed to be issued to the Joint Lead Manager are defined as share-based payments. The valuation of share-based payment transactions is measured by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined using the Black-Scholes model, taking into account the terms and conditions upon which the options are granted.

6.13 Reserves (Continued)

(a) Valuation of Options issued to the Lead Manager

The grant of 4,000,000 Options, with an exercise price of $0.30 and expiring 48 months from date of issue to the Lead Manager has been determined to have a total fair value of $397,600.

See below for the option valuation assumptions:

Broker Options
Number of options 4,000,000
Grant date share price 0.20
Exercise price 0.30
Expected volatility 80.00%
Option life 4 years
Risk free rate 0.96%
Fair value per option $0.0994

(b) Performance Rights

The Company has issued a total of 4,000,000 director performance rights which are subject to a market based vesting condition. The milestone is linked to share price performance. A Hoadley Hybrid ESO Model was used to value the rights, which calculated a fair value per right of $0.1858. The total value of the performance rights is $743,200 which is to be brought to account over the vesting period of four years. The effect at the date of this Prospectus is immaterial, and therefore no amount has been recorded in the pro forma Statement of Financial Position. Refer Section 10.5 for full details of Performance Rights.

49

Director Performance Rights
Number of rights 4,000,000
Underlying share price 0.20
Barrier 0.30
Expected volatility 80.00%
Life of rights 4 years
Risk free rate 0.96%
Fair value per right $0.1858

6.14 Acquisition of Ella's Rock Nickel-Gold Project

The acquisition of 100% of the Ella’s Rock Nickel-Gold Project has been accounted for as an asset acquisition, as follows:

Consideration
875,000 shares with a fair value of $0.20 per share
Cash consideration on exercise of the option
Total consideration – allocated to exploration and
evaluation expenditure
Note Minimum Maximum
$ $
6.8(e) 175,000 175,000
6.8(e) 50,000 50,000
225,000 225,000

Cavalier Resources has paid a $15,000 option fee to acquire the option to purchase the Ella’s Rock Nickel-Gold Project from Matrix Exploration Pty Ltd. This amount is currently included in the 31 December 2021 exploration and evaluation expenditure balance. Thus no pro forma adjustment is required for this amount.

6.15 Acquisition of Gambier Lass North Project

The acquisition of 100% of the Gambier Lass North Project has been accounted for as an asset acquisition, as follows:

Minimum Maximum
$ $
Consideration
200,000 shares with a fair value of $0.20 per share 6.8(f) 40,000 40,000
Cash consideration on exercise of the option 6.8(f) 10,000 10,000
Total consideration – allocated to exploration and
evaluation expenditure
50,000 50,000

Cavalier Resources has paid a $5,000 option fee to acquire the option to purchase the Gambier Lass North Project from Maximal Investments Pty Ltd. This amount is currently included in the 31 December 2021 exploration and evaluation expenditure balance. Thus no pro forma adjustment is required for this amount.

50

7. RISK FACTORS

7.1 Introduction

The Shares offered under this Prospectus should be considered as highly speculative and an investment in the Company is not risk free.

The future performance of the Company and the value of the Shares may be influenced by a range of factors, many of which are largely beyond the control of the Company and the Directors. The key risks that have a direct influence on the Company, its Projects and activities are set out in Section 3. Those key risks as well as other risks associated with the Company’s business, the industry in which it operates and general risks applicable to all investments in listed securities and financial markets generally are described below.

The risks factors set out in this Section 7, or other risk factors not specifically referred to, may have a materially adverse impact on the performance of the Company and the value of the Shares. This Section 7 is not intended to provide an exhaustive list of the risk factors to which the Company is exposed.

The Directors strongly recommend that prospective investors consider the risk factors set out in this Section 7, together with all other information contained in this Prospectus.

Before determining whether to invest in the Company you should ensure that you have a sufficient understanding of the risks described in this Section 7 and all of the other information set out in this Prospectus and consider whether an investment in the Company is suitable for you, taking into account your objectives, financial situation and needs.

If you do not understand any matters contained in this Prospectus or have any queries about whether to invest in the Company, you should consult your accountant, financial adviser, stockbroker, lawyer or other professional adviser.

7.2 Company specific risks

The risks specifically relating to the Company are set out in Part D of the Investment Overview.

7.3 Industry specific risks

Risk Category Risk
Native title In relation to tenements which the Company has an interest
in or will in the future acquire such an interest, there may be
areas over which legitimate common law native title rights
of Aboriginal Australians exist. If native title rights do exist,
the ability of the Company to gain access to tenements
(through obtaining consent of any relevant landowner), or
to progress from the exploration phase to the development
and mining phases of operations may be adversely
affected.
The Directors will closely monitor the potential effect of
native title claims or Aboriginal heritage matters involving
tenements in which the Company has or may have an
interest.
If Native Title is found to exist in respect of the area of any of
the Tenements, then any compensation liability payable to
the holders of the Native Title rights in relation to the grant

51

Risk Category Risk
and activities conducted on the relevant tenements will lie
with the Company. Compensation liability may be
determined by the Federal Court or settled by agreement
with native title holders, including through ILUAs (which have
statutory force) and common law agreements (which do
not have statutory force). At this stage, the Company is not
able to quantify any potential compensation payments, if
any.
Please refer to the Solicitor’s Report on Tenements in
Annexure B of this Prospectus for further details.
Aboriginal Heritage The Company must comply with Aboriginal heritage
legislation requirements which include the requirement to
conduct heritage survey work prior to the commencement
of operations.
The Company notes that E38/3384 is subject to a heritage
agreement currently between Matrix Exploration Pty Ltd and
the South West Aboriginal Land & Sea Council Aboriginal
Corporation for and on behalf of the members of the
Ballardong Agreement Group (Heritage Agreement).
The Heritage Agreement contains standard terms for an
agreement of its nature, including the ability for Bluebrook
Nominees to assign its title and right under the Heritage
Agreement to the Company on completion of the
Company’s proposed acquisition of E38/3384 as set out in
section 9.2.1 of the Prospectus.
Please refer to the Solicitor’s Report on Tenements in
Annexure B of this Prospectus for further details.
Exploration costs The exploration costs of the Company as summarised in
Section 5.4 are based on certain assumptions with respect
to the method and timing of exploration. By their nature,
these estimates and assumptions are subject to significant
uncertainty, and accordingly, the actual costs may
materially differ from the estimates and assumptions.
Accordingly, no assurance can be given that the cost
estimates and the underlying assumptions will be realised in
practice, which may materially and adversely impact the
Company’s viability.
Environmental (a)
The operations and proposed activities of the
Company are subject to State and Federal laws
and regulations concerning the environment. As
with
most
exploration
projects
and
mining
operations,
the
Company’s
activities
are
expected to have an impact on the environment,
particularly if advanced exploration or mine
development proceeds. It is the Company’s
intention to conduct its activities to the highest
standard of environmental obligation, including
compliance with all environmental laws.
(b)
Mining operations have inherent risks and liabilities
associated with safety and damage to the
environment and the disposal of waste products
occurring as a result of mineral exploration and
production. The occurrence of any such safety or
environmental incident could delay production or
increase production costs. Events, such as
unpredictable rainfall or bushfires may impact on
the
Company’s
ongoing
compliance
with
environmental
legislation,
regulations
and

52

Risk Category Risk
licences. Significant liabilities could be imposed on
the Company for damages, clean up costs or
penalties in the event of certain discharges into the
environment, environmental damage caused by
previous operations or non-compliance with
environmental laws or regulations.
(c)
The disposal of mining and process waste and
mine
water
discharge
are
under
constant
legislative scrutiny and regulation. There is a risk
that environmental laws and regulations become
more onerous making the Company’s operations
more expensive.
(d)
Approvals are required for land clearing and for
ground disturbing activities. Delays in obtaining
such approvals can result in the delay to
anticipated exploration programmes or mining
activities.
Regulatory
Compliance
(a)
The Company’s operating activities are subject to
extensive
laws
and
regulations
relating
to
numerous matters including resource licence
consent,
environmental
compliance
and
rehabilitation, taxation, employee relations, health
and worker safety, waste disposal, protection of
the environment, native title and heritage matters,
protection of endangered and protected species
and other matters. The Company requires permits
from regulatory authorities to authorise the
Company’s operations. These permits relate to
exploration,
development,
production
and
rehabilitation activities.
(b)
While the Company believes that it is in substantial
compliance with all material current laws and
regulations, agreements or changes in their
enforcement or regulatory interpretation could
result in changes in legal requirements or in the
terms
of
existing
permits
and
agreements
applicable to the Company or its properties, which
could have a material adverse impact on the
Company’s
current
operations
or
planned
development projects.
(c)
Obtaining necessary permits can be a time-
consuming process and there is a risk that
Company will not obtain these permits on
acceptable terms, in a timely manner or at all. The
costs and delays associated with obtaining
necessary permits and complying with these
permits and applicable laws and regulations could
materially delay or restrict the Company from
proceeding with the development of a project or
the operation or development of a mine. Any
failure to comply with applicable laws and
regulations or permits, even if inadvertent, could
result in material fines, penalties or other liabilities.
In extreme cases, failure could result in suspension
of the Company’s activities or forfeiture of one or
more of the Tenements.

53

7.4 General risks

Risk Category Risk
Additional requirements
for capital
The Company’s capital requirements depend on numerous
factors. The Company may require further financing in
addition to amounts raised under the Offer. Any additional
equity financing will dilute shareholdings, and debt
financing, if available, may involve restrictions on financing
and operating activities. If the Company is unable to obtain
additional financing as needed, it may be required to
reduce the scope of its operations and scale back its
exploration programmes as the case may be. There is
however no guarantee that the Company will be able to
secure any additional funding or be able to secure funding
on terms favourable to the Company.
Reliance on key
personnel
The responsibility of overseeing the day-to-day operations
and the strategic management of the Company depends
substantially on its senior management and its key
personnel. There can be no assurance given that there will
be no detrimental impact on the Company if one or more
of these employees cease their employment.
The Company’s future depends, in part, on its ability to
attract and retain key personnel. It may not be able to hire
and retain such personnel at compensation levels consistent
with its existing compensation and salary structure. Its future
also depends on the continued contributions of its executive
management team and other key management and
technical personnel, the loss of whose services would be
difficult to replace. In addition, the inability to continue to
attract appropriately qualified personnel could have a
material adverse effect on the Company’s business.
Economic General economic conditions, introduction of tax reform,
new legislation, movements in interest and inflation rates
and currency exchange rates may have an adverse effect
on
the
Company’s
exploration,
development
and
production activities, as well as on its ability to fund those
activities.
Competition risk The industry in which the Company will be involved is subject
to domestic and global competition. Although the
Company will undertake all reasonable due diligence in its
business decisions and operations, the Company will have
no influence or control over the activities or actions of its
competitors, which activities or actions may, positively or
negatively, affect the operating and financial performance
of the Company’s projects and business.
Currently no market There is currently no public market for the Company’s
Shares, the price of its Shares is subject to uncertainty and
there can be no assurance that an active market for the
Company’s Shares will develop or continue after the Offer.
The price at which the Company’s Shares trade on ASX after
listing may be higher or lower than the issue price of Shares
offered under this Prospectus and could be subject to
fluctuations
in
response
to
variations
in
operating
performance and general operations and business risk, as
well as external operating factors over which the Directors
and the Company have no control, such as movements in

54

Risk Category Risk
mineral prices and exchange rates, changes to government
policy, legislation or regulation and other events or factors.
There can be no guarantee that an active market in the
Company’s Shares will develop or that the price of the
Shares will increase. There may be relatively few or many
potential buyers or sellers of the Shares on ASX at any given
time. This may increase the volatility of the market price of
the Shares. It may also affect the prevailing market price at
which Shareholders are able to sell their Shares. This may
result in Shareholders receiving a market price for their
Shares that is above or below the price that Shareholders
paid.
Market conditions Share market conditions may affect the value of the
Company’s Shares regardless of the Company’s operating
performance. Share market conditions are affected by
many factors such as:
(a)
general economic outlook;
(b)
introduction of tax reform or other new legislation;
(c)
interest rates and inflation rates;
(d)
changes in investor sentiment toward particular
market sectors;
(e)
the demand for, and supply of, capital; and
(f)
terrorism or other hostilities.
The market price of Shares can fall as well as rise and may
be subject to varied and unpredictable influences on the
market for equities in general and resource exploration
stocks in particular. Neither the Company nor the Directors
warrant the future performance of the Company or any
return on an investment in the Company.
Applicants should be aware that there are risks associated
with any securities investment. Securities listed on the stock
market,
and
in
particular
securities
of
exploration
companies
experience
extreme
price
and
volume
fluctuations that have often been unrelated to the
operating performance of such companies. These factors
may materially affect the market price of the shares
regardless of the Company’s performance.
Further, after the end of the relevant escrow periods
affecting Shares in the Company, a significant sale of then
tradeable Shares (or the market perception that such a sale
might occur) could have an adverse effect on the
Company’s Share price. Please refer to Section 5.8 for
further details on the Shares likely to be classified by the ASX
as restricted securities.
Commodity price volatility
and exchange rate risks
If the Company achieves success leading to mineral
production, the revenue it will derive through the sale of
product exposes the potential income of the Company to
commodity price and exchange rate risks. Commodity
prices fluctuate and are affected by many factors beyond
the control of the Company. Such factors include supply
and demand fluctuations for precious and base metals,
technological advancements, forward selling activities and
other macro-economic factors.
Furthermore, international prices of various commodities are
denominated in United States dollars, whereas the income
and expenditure of the Company will be taken into account
in Australian currency, exposing the Company to the

55

Risk Category Risk
fluctuations and volatility of the rate of exchange between
the United States dollar and the Australian dollar as
determined in international markets.
Government policy
changes
Adverse changes in government policies or legislation may
affect ownership of mineral interests, taxation, royalties, land
access, labour relations, and mining and exploration
activities of the Company. It is possible that the current
system of exploration and mine permitting in Western
Australian may change, resulting in impairment of rights and
possibly expropriation of the Company’s properties without
adequate compensation.
Insurance The Company intends to insure its operations in accordance
with industry practice. However, in certain circumstances
the Company’s insurance may not be of a nature or level to
provide adequate insurance cover. The occurrence of an
event that is not covered or fully covered by insurance
could have a material adverse effect on the business,
financial condition and results of the Company.
Insurance of all risks associated with mineral exploration and
production is not always available and where available the
costs can be prohibitive.
Force Majeure The Company’s projects now or in the future may be
adversely affected by risks outside the control of the
Company including labour unrest, civil disorder, war,
subversive activities or sabotage, fires, floods, explosions or
other catastrophes, epidemics or quarantine restrictions.
Taxation The acquisition and disposal of Shares will have tax
consequences, which will differ depending on the individual
financial affairs of each investor. All potential investors in the
Company are urged to obtain independent financial
advice about the consequences of acquiring Shares from a
taxation viewpoint and generally.
To the maximum extent permitted by law, the Company, its
officers and each of their respective advisors accept no
liability and responsibility with respect to the taxation
consequences
of
subscribing
for
Shares
under
this
Prospectus.
Litigation Risks The Company is exposed to possible litigation risks including
native title claims, tenure disputes, environmental claims,
occupational health and safety claims and employee
claims. Further, the Company may be involved in disputes
with other parties in the future which may result in litigation.
Any such claim or dispute if proven, may impact adversely
on the Company’s operations, reputation, financial
performance and financial position. The Company is not
currently engaged in any litigation.

7.5 Investment speculative

The risk factors described above, and other risks factors not specifically referred to, may have a materially adverse impact on the performance of the Company and the value of the Shares.

Prospective investors should consider that an investment in the Company is highly speculative.

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There is no guarantee that the Shares offered under this Prospectus will provide a return on capital, payment of dividends or increases in the market value of those Shares.

Before deciding whether to subscribe for Shares under this Prospectus you should read this Prospectus in its entirety and consider all factors, taking into account your objectives, financial situation and needs.

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8. BOARD, MANAGEMENT AND CORPORATE GOVERNANCE

8.1 Directors and key personnel

The Board of the Company consists of:

Ranko Matic – BBus, CA

Executive Chairman

Mr. Ranko Matic is a Chartered Accountant with over 30 years’ experience in the areas of financial and executive management, accounting, audit, business and corporate advisory. Ranko is a director of a chartered accounting firm and a corporate advisory company based in Perth and has specialist expertise and exposure in areas of audit, corporate services, due diligence, mergers and acquisitions, and valuations.

Through these positions Ranko has been involved in an advisory capacity to over 40 initial public offerings and other re- capitalisations and re-listings of ASX companies in the last 20 years. Mr Matic is currently a director of ASX listed companies Panther Metals Limited (ASX:PNT), Australian Gold & Copper Ltd (ASX:AGC), Lycaon Resources Limited (ASX:LYN) and East Energy Resources Ltd (ASX:EER). Mr Matic has also acted as CFO and Company Secretary for companies in the private and public listed sector and continues to hold various roles in this capacity. Up until recently when he retired from the Board, Mr Matic served as a director and in various executive and non-executive roles with Argosy Minerals Ltd (ASX:AGY) between July 2014 and September 2021.

The Board considers that Mr Matic is not an independent Director.

Daniel Tuffin – BEng, BSc, DipPM, FAusIMM(CP), MAICD

Executive Technical Director

Co-founder and MD of successful mine consulting firm Auralia Mining Consulting, Daniel is a hands-on mining engineer with over 20 years’ experience. His career began in iron ore and gold projects in WA and later extended internationally. While acting as a consultant he has carried out many technical studies and has signed off on Ore Reserves on the ASX, LSE and TSX:V He’s established many successful companies and mining projects, including co- founding private Kalgoorlie gold mining venture Rose Dam Resources, discovering and then privately co- developing the RDSW open pit, which to date has produced over 30koz of gold.

Mr Tuffin has a wealth of experience specific to the Company; as the co-founder of Roman Kings, he developed the Crawford and Gambier Lass North Projects in Leonora (part of Cavalier’s Leonora Gold Project), handling all aspects of the fieldwork programs and technical studies, later vending the projects into the Kingwest IPO (ASX:KWR) for $3.6m in scrip. The founding Director of Cavalier Resources, he is currently the Technical Director of Leonora gold explorer Mt Malcolm Mines NL (ASX:M2M) and Managing Director and CEO of Panther Metals Ltd (ASX:PNT).

The Board considers that Mr Tuffin is not an independent Director.

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Anthony Keers – BEng(Hons) DipPM, MAusIMM (CP)

Non-Executive Director

Co-founder and Director of successful mine consulting firm Auralia Mining Consulting, Anthony is highly technically proficient mining engineer with over 20 years’ experience.

Anthony holds a degree in Mining Engineering (Hons) from the University of Queensland, a Diploma in Project Management and is an AusIMM accredited Chartered Professional.

Prior experience includes working as an underground engineer for Sons of Gwalia, a consultant mining engineer for AMC and LQS, and a business analyst for Gemcom.

As a Director of Auralia Mining Consulting over the past 13 years, his expertise has varied both in commodity types and locations around the world, spanning all aspects of mine planning, scheduling and operations. This has formed a solid base of knowledge to draw from, carrying out Feasibility Studies and Reserve Estimation work for both ASX and TSX listed entities.

The Board considers that Mr Keers is an independent Director.

8.2 Disclosure of interests

Remuneration

Details of the Directors’ remuneration for the previous two completed and the current financial year (on an annualised basis) are set out in the table below:

Director Remuneration
for the
year ended
30 June 2021
Remuneration
for the
year ended
30 June 2022
Proposed
remuneration for
year ending 30
June 2023
Directors
Ranko Matic1 Nil $80,000 $180,000
Daniel Tuffin2, 3 Nil $80,000 $180,000
Anthony Keers3, 4 Nil $21,000 $36,000

Notes:

  1. Appointed on 24 April 2020.

  2. Appointed on 28 August 2019.

  3. In addition, the Company has entered into an agreement for use of office premises with Auralia Mining Consulting, an entity controlled by Mr Tuffin and Mr Keers, whereby the Company will pay Auralia $2,000 per month for use the use of office premises on the terms and conditions set out in the agreement.

  4. Appointed on 24 November 2021.

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Interests in Securities

As at the date of this Prospectus

Directors are not required under the Company’s Constitution to hold any Shares to be eligible to act as a director. As at the date of this Prospectus, the Directors have relevant interests in securities as follows:

Director Shares Performance
Rights
Percentage (%)
(Undiluted)
Percentage (%)
(Fully Diluted)
Ranko Matic1 2,192,800 Nil 12.93% 12.93%
Daniel Tuffin2 2,351,600 Nil 13.87% 13.87%
Anthony Keers3 728,800 Nil 4.30% 4.30%

Notes:

  1. Mr Matic’s shares are held by Consilium Corporate Advisory Pty Ltd (an entity which Mr Matic is a director and shareholder of) and Matic Mining Pty Ltd (an entity which Mr Matic is the sole director and shareholder of.

  2. Mr Tuffin’s shares are held by Tuffaco Pty Ltd (an entity which Mr Tuffin is the sole director and shareholder of) and Auralia Holdings No 2 Pty Ltd (an entity which Mr Tuffin is a director, shareholder and beneficiary of).

  3. 250,000 of these Shares are held individually. Mr Keers also has an interest in 478,800 Shares held in Auralia Holdings No 2 Pty Ltd as Mr Keers is also a director, shareholder and beneficiary.

Post-completion of the Offer – Minimum Subscription

Director Shares Performance
Rights
Percentage (%)
(Undiluted)
Percentage (%)
(Fully Diluted)
Ranko Matic1 2,192,800 1,750,000 5.09% 7.73%
Daniel Tuffin2 2,351,600 1,750,000 5.46% 8.04%
Anthony Keers3 728,800 500,000 1.69% 2.41%

Notes:

  1. Mr Matic’s shares are held by Consilium Corporate Advisory Pty Ltd (an entity which Mr Matic is a director and shareholder of) and Matic Mining Pty Ltd (an entity which Mr Matic is the sole director and shareholder of.

  2. Mr Tuffin’s shares are held by Tuffaco Pty Ltd (an entity which Mr Tuffin is the sole director and shareholder of) and Auralia Holdings No 2 Pty Ltd (an entity which Mr Tuffin is a director, shareholder and beneficiary of).

  3. 250,000 of these Shares are held individually. Mr Keers also has an interest in 478,800 Shares held in Auralia Holdings No 2 Pty Ltd as Mr Keers is also a director, shareholder and beneficiary.

Post-completion of the Offer – Maximum Subscription

Director Shares Performance
Rights
Percentage (%)
(Undiluted)
Percentage (%)
(Fully Diluted)
Ranko Matic1 2,192,800 1,750,000 4.13% 6.46%

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Daniel Tuffin2 2,351,600 1,750,000 4.43% 6.72%
Anthony
Keers3,4
728,800 500,000 1.37% 2.01%

Notes:

  1. Mr Matic’s shares are held by Consilium Corporate Advisory Pty Ltd (an entity which Mr Matic is a director and shareholder of) and Matic Mining Pty Ltd (an entity which Mr Matic is the sole director and shareholder of.

  2. Mr Tuffin’s shares are held by Tuffaco Pty Ltd (an entity which Mr Tuffin is the sole director and shareholder of) and Auralia Holdings No 2 Pty Ltd (an entity which Mr Tuffin is a director, shareholder and beneficiary of).

  3. 250,000 of these Shares are held individually. Mr Keers also has an interest in 478,800 Shares held in Auralia Holdings No 2 Pty Ltd as Mr Keers is also a director, shareholder and beneficiary.

8.3 Agreements with Directors and related parties

The Company’s policy in respect of related party arrangements is:

  • (a) a Director with a material personal interest in a matter is required to give notice to the other Directors before such a matter is considered by the Board; and

  • (b) for the Board to consider such a matter, the Director who has a material personal interest is not present while the matter is being considered at the meeting and does not vote on the matter.

The agreements between the Company and related parties are summarised in Sections 9.3.

8.4 Corporate governance

(a) ASX Corporate Governance Council Principles and Recommendations

The Company has adopted comprehensive systems of control and accountability as the basis for the administration of corporate governance. The Board is committed to administering the policies and procedures with openness and integrity, pursuing the true spirit of corporate governance commensurate with the Company's needs.

To the extent applicable, the Company has adopted The Corporate Governance Principles and Recommendations (4th Edition) as published by ASX Corporate Governance Council ( Recommendations ).

In light of the Company’s size and nature, the Board considers that the current board is a cost effective and practical method of directing and managing the Company. As the Company’s activities develop in size, nature and scope, the size of the Board and the implementation of additional corporate governance policies and structures will be reviewed.

The Company’s main corporate governance policies and practices as at the date of this Prospectus are outlined below and the Company’s full Corporate Governance Plan is available in a dedicated corporate governance information section of the Company’s website www.cavalierresources.com.au.

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(b) Board of Directors

The Board is responsible for corporate governance of the Company. The Board develops strategies for the Company, reviews strategic objectives and monitors performance against those objectives. The goals of the corporate governance processes are to:

  • (i) maintain and increase Shareholder value;

  • (ii) ensure a prudential and ethical basis for the Company’s conduct and activities consistent with the Company’s stated values; and

  • (iii) ensure compliance with the Company’s legal and regulatory objectives.

Consistent with these goals, the Board assumes the following responsibilities:

  • (i) leading and setting the strategic direction, values and objectives of the Company;

  • (ii) appointing the Chairman of the Board, Managing Director or Chief Executive Officer and approving the appointment of senior executives and the Company Secretary;

  • (iii) overseeing the implementation of the Company’s strategic objectives, values, code of conduct and performance generally;

  • (iv) approving operating budgets, major capital expenditure and significant acquisitions and divestitures;

  • (v) overseeing the integrity of the Company’s accounting and corporate reporting systems, including any external audit (satisfying itself financial statements released to the market fairly and accurately reflect the Company’s financial position and performance);

  • (vi) establishing procedures for verifying the integrity of those periodic reports which are not audited or reviewed by an external auditor, to ensure that each periodic report is materially accurate, balanced and provides investors with appropriate information to make informed investment decisions;

  • (vii) overseeing the Company’s procedures and processes for making timely and balanced disclosure of all material information that a reasonable person would expect to have a material effect on the price or value of the Company’s securities;

  • (viii) reviewing, ratifying and monitoring the effectiveness of the Company’s risk management framework, corporate governance policies and systems designed to ensure legal compliance; and

  • (ix) approving the Company’s remuneration framework.

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The Company is committed to the circulation of relevant materials to Directors in a timely manner to facilitate Directors’ participation in the Board discussions on a fully-informed basis.

(c) Composition of the Board

Election of Board members is substantially the province of the Shareholders in general meeting, subject to the following:

  • (i) membership of the Board of Directors will be reviewed regularly to ensure the mix of skills and expertise is appropriate; and

  • (ii) the composition of the Board has been structured so as to provide the Company with an adequate mix of directors with industry knowledge, technical, commercial and financial skills together with integrity and judgment considered necessary to represent Shareholders and fulfil the business objectives and values of the Company as well as to deal with new and emerging business and governance issues.

The Board currently consists of three Directors (one non-executive Directors and two executive Directors) of whom Mr Anthony Keers is considered independent. The Board considers the current balance of skills and expertise to be appropriate given the Company for its currently planned level of activity.

To assist in evaluating the appropriateness of the Board’s mix of qualifications, experience and expertise, the Board intends to maintain a Board Skills Matrix to ensure that the Board has the skills to discharge its obligations effectively and to add value.

The Board undertakes appropriate checks before appointing a person as a Director or putting forward to Shareholders a candidate for election as a Director or senior executive.

The Board ensures that Shareholders are provided with all material information in the Board’s possession relevant to a decision on whether or not to elect or re-elect a Director.

The Company shall develop and implement a formal induction programme for Directors, which is tailored to their existing skills, knowledge and experience. The purpose of this programme is to allow new directors to participate fully and actively in Board decision-making at the earliest opportunity, and to enable new directors to gain an understanding of the Company’s policies and procedures.

The Board maintains oversight and responsibility for the Company’s continual monitoring of its diversity practices. The Company’s Diversity Policy provides a framework for the Company to achieve enhanced recruitment practices whereby the best person for the job is employed, which requires the consideration of a broad and diverse pool of talent.

(d) Identification and management of risk

The Board’s collective experience will enable accurate identification of the principal risks that may affect the Company’s business. Key operational risks and their management will be recurring items for deliberation at Board meetings.

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(e) Ethical standards

The Board is committed to the establishment and maintenance of appropriate ethical standards and to conducting all of the Company’s business activities fairly, honestly with integrity, and in compliance with all applicable laws, rules and regulations. In particular, the Company and the Board are committed to preventing any form of bribery or corruption and to upholding all laws relevant to these issues as set out in in the Company’s Anti-Bribery and Anti-Corruption Policy. In addition, the Company encourages reporting of actual and suspected violations of the Company’s Code of Conduct or other instances of illegal, unethical or improper conduct. The Company and the Board provide effective protection from victimisation or dismissal to those reporting such conduct as set out in its Whistleblower Protection Policy.

(f) Independent professional advice

Subject to the Chairman’s approval (not to be unreasonably withheld), the Directors, at the Company’s expense, may obtain independent professional advice on issues arising in the course of their duties.

(g) Remuneration arrangements

The remuneration of an executive Director will be decided by the Board, without the affected executive Director participating in that decisionmaking process.

In accordance with the Constitution, the total maximum remuneration of non-executive Directors is initially set by the Board and subsequent variation is by ordinary resolution of Shareholders in general meeting in accordance with the Constitution, the Corporations Act and the ASX Listing Rules, as applicable. The determination of non-executive Directors’ remuneration within that maximum will be made by the Board having regard to the inputs and value to the Company of the respective contributions by each non-executive Director. The current amount has been set at an amount not to exceed $300,000 per annum.

In addition, a Director may be paid fees or other amounts for example, and subject to any necessary Shareholder approval, non-cash performance incentives such as Options) as the Directors determine where a Director performs special duties or otherwise performs services outside the scope of the ordinary duties of a Director.

Directors are also entitled to be paid reasonable travelling, hotel and other expenses incurred by them respectively in the performance of their duties as Directors.

The Board reviews and approves the remuneration policy to enable the Company to attract and retain executives and Directors who will create value for Shareholders having regard to the amount considered to be commensurate for a company of its size and level of activity as well as the relevant Directors’ time, commitment and responsibility. The Board is also responsible for reviewing any employee incentive and equity-based plans including the appropriateness of performance hurdles and total payments proposed.

(h) Trading policy

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The Board has adopted a policy that sets out the guidelines on the sale and purchase of securities in the Company by its key management personnel (i.e. Directors and, if applicable, any employees reporting directly to the managing director). The policy generally provides that, the written acknowledgement of the Chair (or the Board in the case of the Chairman) must be obtained prior to trading.

(i)

External audit

The Company in general meetings is responsible for the appointment of the external auditors of the Company. From time to time, the Board will review the scope, performance and fees of those external auditors.

(j)

Audit committee

The Company will not have a separate audit committee until such time as the Board is of a sufficient size and structure, and the Company’s operations are of a sufficient magnitude for a separate committee to be of benefit to the Company. In the meantime, the full Board will carry out the duties that would ordinarily be assigned to that committee under the written terms of reference for that committee, including but not limited to:

  • (i) monitoring and reviewing any matters of significance affecting financial reporting and compliance;

  • (ii) verifying the integrity of those periodic reports which are not audited or reviewed by an external auditor;

  • (iii) monitoring and reviewing the Company’s internal audit and financial control system, risk management systems; and

  • (iv) management of the Company’s relationships with external auditors.

(k)

Diversity policy

The Company is committed to workplace diversity. The Company is committed to inclusion at all levels of the organisation, regardless of gender, marital or family status, sexual orientation, gender identity, age, disabilities, ethnicity, religious beliefs, cultural background, socioeconomic background, perspective and experience.

The Board has adopted a diversity policy which provides a framework for the Company to achieve, amongst other things, a diverse and skilled workforce, a workplace culture characterised by inclusive practices and behaviours for the benefit of all staff, improved employment and career development opportunities for women and a work environment that values and utilises the contributions of employees with diverse backgrounds, experiences and perspectives.

(l)

Departures from Recommendations

Under the ASX Listing Rules the Company will be required to provide a statement in its annual financial report or on its website disclosing the extent to which it has followed the Recommendations during each reporting period. Where the Company has not followed a

65

Recommendation, it must identify the Recommendation that has not been followed and give reasons for not following it.

The Company’s compliance and departures from the Recommendations will also be announced prior to admission to the Official List of the ASX.

9. MATERIAL CONTRACTS

Set out below is a brief summary of the certain contracts to which the Company is a party and which the Directors have identified as material to the Company or are of such a nature that an investor may wish to have details of particulars of them when making an assessment of whether to apply for Shares.

9.1

Joint Lead Manager Mandates

The Company signed mandate letters to engage Sanlam Private Wealth Pty Ltd ( Sanlam ) and Kerr Allan Financial Pty Ltd trading as Dalton Equities ( Dalton ) on 11 March 2022 and 25 February 2022 respectively, to act as joint lead managers to the Company in respect of the Offer ( Joint Lead Manager Mandates ). The material terms and conditions of the Joint Lead Manager Mandates are set out below

Dalton Lead Manager Mandate

Fees In consideration for its services, the Company agreed to pay Dalton:
(a)
a management fee of 2.0% of the total funds raised under the
Offer (excluding any amount raised by Sanlam), to be paid in
cash or Shares at the election of Dalton; and
(b)
a placement fee of 4.0%, or greater if mutually agreed, of the
total funds raised under the Offer (excluding any amount
raised by Sanlam).
Should the preparation of the Offer be completed and the Offer not
proceed, the Company will pay a further fee of $30,000.
Termination (a)
The mandate may be terminated by Dalton or the Company
by written notice at any time with or without cause.
(b)
In the event that the Company terminates the mandate,
Dalton will be entitled to its full fees if at any time within the
following three (3) months a transaction is consummated or
the Company enters into an agreement which contemplates
a transaction under which Dalton would be entitled its full fees
and such transaction is later consummated.
Right of First
Refusal
On the basis that the minimum subscription is achieved, and the
Company successfully lists on the ASX, the Company agreed to offer
Dalton the right of first refusal to act as lead manager in further equity
capital raisings undertaken in connection with the Company within
12 months of completion of the Offer.

Sanlam Lead Manager Mandate

Fees In consideration for its services, the Company agreed to pay Sanlam:
(a)
a success fee of 6.0% (plus GST) of the total funds raised under
the Offer by Sanlam clients and introduced parties;
(b)
a joint lead manager fee of $25,000 (plus GST); and
(c)
a DVP settlement facilitation fee of $12,000 (plus GST).

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Further to the above material terms and conditions, the Company has agreed to issue an aggregate of 4,000,000 Options to the Joint Lead Managers to be distributed between the Joint Lead Managers at their discretion.

The Joint Lead Manager Mandates otherwise contain provisions considered standard for an agreement of their nature (including representations and warranties and confidentiality provisions).

9.2 Acquisition Agreements

9.2.1 Matrix Exploration Option Agreement

On 27 October 2021, the Company entered into an option agreement with Matrix by which Matrix Exploration Pty Ltd (ACN 645 306 627) ( Matrix ) agreed to grant the Company an option to acquire 100% of the legal and beneficial interest in E74/662 ( Matrix Option ), which comprises the Ella’s Rock Nickel-Gold Project ( Matrix Exploration Option Agreement ). The material terms and conditions of the Matrix Exploration Option Agreement are set out below:

Option Period Matrix agrees to grant the Company an initial 12 month option
period over the tenements, which may be extended for an
additional 3 months by written agreement between the parties.
Consideration In consideration for the grant of the Matrix Option, the Company
agrees to pay Matrix $15,000 cash.
On exercise of the Matrix Option, the Company further agrees to:
(a)
pay Matrix $50,000 cash; and
(b)
issue Matrix 875,000 Shares.
Heritage
Agreement
The Company agrees:
(a)
during the option period and on exercise of the Matrix
Option, that it will observe and comply with the terms of
the noongar alterative heritage agreement between
South West Aboriginal Land & Sea Council Aboriginal
Corporation (ICN 3832) for and on behalf of the
Ballardong Agreement Group and Matrix dated 25
August 2020 (Heritage Agreement); and
(b)
following completion of the Matrix Exploration Option
Agreement, become a party to the Heritage Agreement
through a deed of novation or deed of assignment.

The Matrix Exploration Option Agreement otherwise contains provisions considered standard for an agreement of its nature.

9.2.2 Maximal Investments Option Agreement

On 27 October 2021, the Company entered into an option agreement with Maximal Investments Pty Ltd (ACN 645 306 627) ( Maximal ) by which Maximal agreed to grant the Company an option to acquire 100% of the legal and beneficial interest in the following tenements:

  • (a) E37/1421;

  • (b) E37/1422;

  • (c) E37/1423; and (d) E37/1424,

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( Maximal Option ), which comprise part of the Gambier Lass North Project ( Maximal Investments Option Agreement ). The material terms and conditions of the Maximal Investments Option Agreement are set out below:

Option Period Maximal agrees to grant the Company an initial 12 month option
period over the tenements, which may be extended for an
additional 3 months by written agreement between the parties.
Consideration In consideration for the grant of the Maximal Option, the Company
agrees to pay Maximal $5,000 cash.
On exercise of the Maximal Option, the Company further agrees
to:
(a)
pay Maximal $10,000 cash; and
(b)
issue Maximal 200,000 Shares.

The Maximal Investments Option Agreement otherwise contains provisions considered standard for an agreement of its nature.

9.2.3 Tenement Sale Agreements – Crawford Gold Project

Roman Kings Pty Ltd (ACN 610 839 346) ( Roman Kings ) is a wholly owned subsidiary of Kingwest Resources Limited (ASX: KWR) ( Kingwest ). Roman King and Messina Resources Limited (ACN 149 083 330) ( Messina ) entered into unincorporated joint venture arrangements on 17 November 2016 and 11 May 2018, pursuant to which Roman Kings and Messina agreed to commence exploration on tenements M37/1202 and E37/893 ( JV Tenements ) that comprise part of the Crawford Gold Project (which forms part of the Leonora Gold Project).

Under the initial joint venture arrangements, the JV Tenements were jointly held by Kingwest (indirectly via Roman Kings) (85%) and Messina (15%).

On 22 July 2020, the Company entered into separate tenement sale agreements with Roman Kings and Messina to acquire 100% of the legal and beneficial interests in the JV Tenements and 100% of Roman Kings’ and Messina’s interest in the joint venture arrangements.

Roman Kings Tenement Sale Agreement

As set out above, the Company entered into a tenement sale agreement with Roman Kings by which Roman Kings agreed to sell and the Company agreed to acquire interest in the following tenements from Roman Kings:

  • (a) 100% interest in P37/8901; and

  • (b) 85% interest in the JV Tenements,

(the Roman Kings Tenement Sale Agreement ).

The material terms and conditions of the Roman Kings Tenement Sale Agreement are set out below:

Completion Completion of the Roman Kings Tenement Sale Agreement
occurred on 9 October 2020.
Consideration In consideration for the acquisition, the Company agreed to pay
Roman Kings:
(a)
a deposit of $10,000 cash to be paid on execution of the
agreement; and

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(b)
$180,000 cash on completion of the Roman Kings
Tenement Sale Agreement.
Deferred
Consideration
The Company agreed to pay Roman Kings $100,000 cash as
deferred consideration if a decision to mine was not made on the
JV Tenements by 21 July 2021. On 1 July 2021, the Company made
the decision to mine and consequently was not obligated to pay
the deferred consideration to Roman Kings.
Royalty Payments The Company agreed to pay Roman Kings the following royalty
payments:
(a)
$100,000 cash if mining operations have not commenced
on the JV Tenements by 22 July 2022;
(b)
$100,000 cash if mining operations have not commenced
on the JV Tenements by 22 July 2023; and
(c)
a 1.75% net-smelter return payable every 3 calendar
months on and from 22 July 2020.
It is noted that the parties further agreed that any advanced royalty
payment made under paragraphs (a) and (b) above will be
deducted from any net-smelter return royalty payment following 22
July 2023.

The Roman Kings Tenement Sale Agreement otherwise contains provisions considered standard for an agreement of its nature.

Messina Tenement Sale Agreement

As set out above, the Company entered into a tenement sale agreement with Messina ( Messina Tenement Sale Agreement ) by which the Company agreed to acquire Messina’s 15% interest in the JV Tenements and subsequent interest in the joint venture arrangements between itself and Roman Kings ( Messina Interest ).

Completion Completion of the Messina Tenement Sale Agreement occurred on
18thOctober 2020.
Consideration In consideration for the acquisition, the Company agreed to pay
Messina $45,000 cash (plus GST).

The Messina Tenement Sale Agreement otherwise contains provisions considered standard for an agreement of its nature.

9.3 Agreements with Directors

9.3.1 Daniel Tuffin – Executive Services Agreement

The Company has entered into an Executive Services Agreement with Mr Tuffin, under which Mr Tuffin will be appointed as the Company’s Executive Technical Director on the material terms and conditions which are summarised below:

Remuneration The Company has agreed to pay Mr Tuffin $163,637 plus
Australian statutory superannuation per annum.
Term The employment will commence on the date on which the
Company is admitted to the official list of the ASX and will
continue until terminated in accordance with the agreement.
Notice Period Mr Tuffin must give the Company at least 3 months written notice
to the Company.

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The Executive Services Agreement otherwise contains provisions considered standard for an agreement of its nature (including representations and warranties and confidentiality provisions).

9.3.2 Ranko Matic – Consultancy Agreement

The Company has entered into a Consultancy Services Agreement with Consilium Corporate Pty Ltd ( Consilium Corporate ), under which Consilium Corporate will provide consultancy services to the Company and procure that Mr Matic to act as an Executive Director of the Company, along with engaging other employees of Consilium Corporate as part of the Company’s Key Management Personnel. The material terms and conditions of which are summarised below:

Remuneration The Company has agreed to pay Consilium Corporate:
(a)
$5,000 per month for director services; and
(b)
$10,000 for CFO/Company Secretary services per
month.
Term The employment commenced on 24 November 2021 and will
continue until terminated in accordance with the agreement.
Notice Period Mr Matic must give the Company at least 3 months written
notice to the Company.

The Consultancy Services Agreement otherwise contains provisions considered standard for an agreement of its nature (including representations and warranties and confidentiality provisions).

9.3.3 Anthony Keers – Non-Executive Director Appointment Letter

Mr Anthony Keers has entered into an appointment letter with the Company, under which Mr Keers has agreed to act as a Non-Executive Director of the Company ( Appointment Letter ). The material terms and conditions of which are summarised below:

Remuneration The Company has agreed to pay Mr Keers $36,000 per annum
including Australian statutory superannuation per annum
Term The employment commenced on 24 November 2021 and
ceases at the end of any meeting at which Mr Keers is not re-
elected as a Director by the shareholders of the Company or
otherwise ceases in accordance with the Company’s
constitution.

The Appointment Letter otherwise contains provisions considered standard for an agreement of its nature (including representations and warranties and confidentiality provisions).

9.3.4 Deeds of indemnity, insurance and access

The Company has entered into a deed of indemnity, insurance and access with each of its Directors. Under these deeds, the Company has agreed to indemnify each officer to the extent permitted by the Corporations Act against any liability arising as a result of the officer acting as an officer of the Company. The Company will also be required to maintain insurance policies for the benefit of the relevant officer and allow the officers to inspect board papers in certain circumstances.

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9.4 Office Premises Agreement

The Company has entered into an agreement for use of office premises with Auralia Mining Consulting ( Auralia ), an entity controlled by Mr Daniel Tuffin and Mr Anthony Keers, for the use of Auralia’s office premises as the principal place of business for the Company. The Company has agreed to pay Auralia a fee of $2,000 per month, plus GST, for an initial period of 12 months commencing on completion of the Offer.

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10. ADDITIONAL INFORMATION

10.1 Litigation

As at the date of this Prospectus, the Company is not involved in any legal proceedings and the Directors are not aware of any legal proceedings pending or threatened against the Company.

10.2 Rights and liabilities attaching to Shares

The following is a summary of the more significant rights and liabilities attaching to the Shares being offered pursuant to this Prospectus. This summary is not exhaustive and does not constitute a definitive statement of the rights and liabilities of Shareholders. To obtain such a statement, persons should seek independent legal advice.

Full details of the rights and liabilities attaching to Shares are set out in the Constitution, a copy of which is available for inspection at the Company’s registered office during normal business hours.

10.3 Joint Lead Manager Options

Set out below are the terms and conditions of the Joint Lead Manager Options:

(a) Entitlement

Each Option entitles the holder to subscribe for one Share upon exercise of the Option.

(b) Exercise Price

Subject to paragraph (a), the amount payable upon exercise of each Option will be $0.30 ( Exercise Price )

(c) Expiry Date

Each Option will expire at 5:00 pm (WST) on the date that is three years from the date of issue ( Expiry Date ). An Option not exercised before the Expiry Date will automatically lapse on the Expiry Date.

(d) Exercise Period

The Options are exercisable at any time on or prior to the Expiry Date ( Exercise Period ).

(e) Notice of Exercise

The Options may be exercised during the Exercise Period by notice in writing to the Company in the manner specified on the Option certificate (Notice of Exercise) and payment of the Exercise Price for each Option being exercised in Australian currency by electronic funds transfer or other means of payment acceptable to the Company.

(f) Exercise Date

A Notice of Exercise is only effective on and from the later of the date of receipt of the Notice of Exercise and the date of receipt of the payment

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of the Exercise Price for each Option being exercised in cleared funds ( Exercise Date ).

(g) Timing of issue of Shares on exercise

Within five Business Days after the Exercise Date, the Company will:

  • (i) issue the number of Shares required under these terms and conditions in respect of the number of Options specified in the Notice of Exercise and for which cleared funds have been received by the Company;

  • (ii) if required, give ASX a notice that complies with section 708A(5)(e) of the Corporations Act, or, if the Company is unable to issue such a notice, lodge with ASIC a prospectus prepared in accordance with the Corporations Act and do all such things necessary to satisfy section 708A(11) of the Corporations Act to ensure that an offer for sale of the Shares does not require disclosure to investors; and

  • (iii) if admitted to the official list of ASX at the time, apply for official quotation on ASX of Shares issued pursuant to the exercise of the Options.

If a notice delivered under (g)(ii) for any reason is not effective to ensure that an offer for sale of the Shares does not require disclosure to investors, the Company must, no later than 20 Business Days after becoming aware of such notice being ineffective, lodge with ASIC a prospectus prepared in accordance with the Corporations Act and do all such things necessary to satisfy section 708A(11) of the Corporations Act to ensure that an offer for sale of the Shares does not require disclosure to investors.

(h) Shares issued on exercise

Shares issued on exercise of the Options rank equally with the then issued shares of the Company.

(i) Reconstruction of capital

If at any time the issued capital of the Company is reconstructed, all rights of an Option holder are to be changed in a manner consistent with the Corporations Act and the ASX Listing Rules at the time of the reconstruction.

(j) Participation in new issues

There are no participation rights or entitlements inherent in the Options and holders will not be entitled to participate in new issues of capital offered to Shareholders during the currency of the Options without exercising the Options.

(k) Change in exercise price

An Option does not confer the right to a change in Exercise Price or a change in the number of underlying securities over which the Option can be exercised.

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(l) Transferability

The Options are transferable subject to any restriction or escrow arrangements imposed by ASX or under applicable Australian securities laws.

10.4 Rights and liabilities attaching to Performance Rights

Subject to approval by ASX, the Company has agreed proposed terms of Performance Rights to be issued to the Directors prior to the Company commencing trading on ASX. The Company has applied to ASX for approval of the terms of the Performance Rights under ASX Listing Rule 6.1. Where ASX requires any amendments to the terms of the Performance Rights in order for them to be approved, the Company will act in good faith with the Directors to agree those amendments to retain the intent of the incentive and performance objectives contained in these terms.

Set out below are the terms and conditions of the Performance Rights:

(a) Performance Milestone Conditions and Expiry Dates

The Performance Rights shall be subject to the following Performance Milestone Condition and shall expire on the date that is 4 years from their date of issue ( Expiry Date ).

Class Performance Milestone Condition Expiry Date
Class A Vesting on achievement of a volume weighted
average price for Shares of $0.30 or more over
20 consecutive trading days.
4 years from the
date of issue

(b) Notification to holder

The Company shall notify the holder in writing when the Performance Milestone Condition has been satisfied.

(c) Conversion

Subject to paragraph (r), upon satisfaction of the Performance Milestone Condition, and the issue of the notice referred to in paragraph (b) above, each Performance Right will convert into one Share at the election of the holder.

(d) Change of Control

In the circumstance of a Change of Control occurring, the Performance Milestone Condition is deemed to be automatically satisfied and each Performance Right will, at the election of the holder, convert into one Share.

(e) Lapse of a Performance Rights

Any Performance Right that has not been converted into a Share prior to the Expiry Date specified in paragraph (a) will automatically lapse.

(f) Fraudulent or dishonest action

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If a holder ceases to be an employee or Director of the Company in circumstances where the cessation or termination is specifically referenced to the holder having been found to have acted fraudulently or dishonestly in the performance of his or her duties, then:

  • (i) the Board must deem any Performance Rights of the holder to have immediately lapsed and be forfeited; and

  • (ii) any Performance Rights that have vested will continue in existence in accordance with their terms of issue only if the relevant Performance Milestone Conditions have previously been met, and any Shares issued on satisfaction of the Performance Milestone Conditions will remain the property of the holder.

(g) Ceasing to be an employee or Director

If a holder ceases to be an employee or Director of the Company in circumstances where the cessation or termination arises because the holder:

  • (i) voluntarily resigns his or her position (other than to take up employment with a subsidiary of the Company);

  • (ii) wilfully breaches the terms of the engagement of the holder or any policy of the Company’s published policies regulating the behaviour of holder;

  • (iii) is convicted of a criminal offence which, in the reasonable opinion of the Company, might tend to injure the reputation or the business of the Company; or

  • (iv) is found guilty of a breach of the Corporations Act and the Board considers that it brings the holder or the Company into disrepute,

then:

  • (v) unless the Board decides otherwise in its absolute discretion, will deem any Performance Rights of the holder to have immediately lapsed and be forfeited; and

  • (vi) any Performance Rights that have vested will continue in existence in accordance with their terms of issue only if the relevant Performance Milestone Conditions have previously been met and any Shares issued on satisfaction of the Performance Milestone Conditions will remain the property of the holder.

(h) Other circumstances

The Performance Rights will not lapse and be forfeited where the holder ceases to be an employee or Director of the Company for one of the following reasons:

  • (i) death or total permanent disability (in respect of total permanent disability being that because of a sickness or injury, the holder is unable to work in his or her own or any occupation

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for which they are suited by training, education, or experience for a period beyond one year);

  • (ii) redundancy (being where the holder ceases to be an employee or Director due to the Company no longer requiring the holder’s position to be performed by any person); or

  • (iii) any other reason, other than a reason listed in rules (f) and (g) (not including (g)(i), in which case the Board may exercise its absolute discretion to allow the resigned to retain their Performance Right), that the Board determines is reasonable to permit the holder to retain his or her Performance Rights,

and in those circumstances the Performance Rights will continue to be subject to the Performance Milestone Conditions.

(i) Share ranking

All Shares issued upon the conversion of Performance Rights on satisfaction of the Performance Milestone Condition will upon issue rank pari passu in all respects with other Shares.

(j) Application to ASX

Should the Company be admitted to the official list of the ASX at any time prior to the expiry of the Performance Rights, the Performance Rights will not be quoted on ASX. The Company must apply for the official quotation of a Share issued on conversion of a Performance Right on ASX within the time period required by the ASX Listing Rules.

(k) Timing of issue of Shares on Conversion

Within 10 Business Days after date that Performance Rights are converted, the Company will:

  • (i) issue the number of Shares required under these terms and conditions in respect of the number of Performance Rights converted;

  • (ii) if required, give ASX a notice that complies with section 708A(5)(e) of the Corporations Act, or, if the Company is unable to issue such a notice, lodge with ASIC a prospectus prepared in accordance with the Corporations Act and do all such things necessary to satisfy section 708A(11) of the Corporations Act to ensure that an offer for sale of the Shares does not require disclosure to investors; and

  • (iii) if admitted to the official list of ASX at the time, apply for official quotation on ASX of Shares issued pursuant to the conversion of the Performance Rights.

  • (l) If a notice delivered under (k)(ii) for any reason is not effective to ensure that an offer for sale of the Shares does not require disclosure to investors, the Company must, no later than 20 Business Days after becoming aware of such notice being ineffective, lodge with ASIC a prospectus prepared in accordance with the Corporations Act and do all such things necessary to satisfy section 708A(11) of the Corporations Act to ensure that an offer for sale of the Shares does not require disclosure to investors.

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(m) Transfer of Performance Rights

The Performance Rights are not transferable.

(n) Participation in new issues

A Performance Right does not entitle a holder (in their capacity as a holder of a Performance Right) to participate in new issues of capital offered to holders of Shares such as bonus issues and entitlement issues.

(o) Reorganisation of capital

If at any time the issued capital of the Company is reconstructed, all rights of a holder will be changed in a manner consistent with the applicable ASX Listing Rules (if the Company is at the time admitted to the official list of the ASX) and the Corporations Act at the time of reorganisation.

(p) Adjustment for bonus issue

If the Company makes a bonus issue of Shares or other securities to existing Shareholders (other than an issue in lieu or in satisfaction of dividends or by way of dividend reinvestment) the number of Shares or other securities which must be issued on the conversion of a Performance Right will be increased by the number of Shares or other securities which the holder would have received if the holder had converted the Performance Right before the record date for the bonus issue.

(q) Dividend and Voting Rights

The Performance Rights do not confer on the holder an entitlement to vote (except as otherwise required by law) or receive dividends.

(r) Deferral of conversion if resulting in a prohibited acquisition of Shares

If the conversion of a Performance Right would result in any person being in contravention of section 606(1) of the Corporations Act 2001 (Cth) ( General Prohibition ) then the conversion of that Performance Right shall be deferred until such later time or times that the conversion would not result in a contravention of the General Prohibition. In assessing whether a conversion of a Performance Right would result in a contravention of the General Prohibition:

  • (i) holders may give written notification to the Company if they consider that the conversion of a Performance Right may result in the contravention of the General Prohibition. The absence of such written notification from the holder will entitle the Company to assume the conversion of a Performance Right will not result in any person being in contravention of the General Prohibition; and

  • (ii) the Company may (but is not obliged to) by written notice to a holder request a holder to provide the written notice referred to in paragraph (r)(i) within seven days if the Company considers that the conversion of a Performance Right may result in a contravention of the General Prohibition. The absence of such written notification from the holder will entitle the Company to assume the conversion of a Performance Right will not result in any person being in contravention of the General Prohibition.

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(s) No rights to return of capital

A Performance Right does not entitle the holder to a return of capital, whether in a winding up, upon a reduction of capital or otherwise.

(t) Rights on winding up

A Performance Right does not entitle the holder to participate in the surplus profits or assets of the Company upon winding up of the Company.

(u) Tax Deferral

For the avoidance of doubt, Subdivision 83A-C of the Income Tax Assessment Act 1997¸ which enables tax deferral on performance rights, applies (subject to the conditions in that Act) to the Performance Rights.

(v) No other rights

A Performance Right gives the holder no rights other than those expressly provided by these terms and those provided at law where such rights at law cannot be excluded by these terms.

(w) ASX Imposed Escrow

The holder acknowledges that the Performance Rights and or Shares issued on the vesting of Performance Rights may be subject to ASX imposed escrow if the Company is admitted to ASX and the holder agrees to comply with any escrow restrictions imposed by the ASX Listing Rules.

(x) Amendment for ASX Compliance

The board of the Company may, for the purposes of facilitating or seeking admission to the official list of the ASX, amend or add to all or any of the terms or conditions of the Performance Rights that remain on issue at that time such as to preserve the commercial intent of the Performance Rights but to also ensure that they comply with the requirements of the ASX Listing Rules, and any amendment may be given such retrospective effect as is specified in the written instrument or resolution by which the amendment is made.

10.5 Performance Rights Additional Information

The following additional information is provided with respect to the Performance Rights issued to the Directors (or their nominees):

The number of Performance Rights issued to the Directors (or their nominees) is as follows:

Holder Number of
Performance Rights
Mr Ranko Matic (or his nominee) 1,750,000
Mr Daniel Tuffin (or his nominee) 1,750,000
Mr Anthony Keers (or his nominee) 500,000

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Holder Number of
Performance Rights
Total 4,000,000

The Performance Rights are being issued to the Directors as part of their respective remuneration packages, in order to link part of the remuneration payable to the Directors to specific performance milestones set out in Section 10.4(a) of the Prospectus. The Performance Rights are being issued to incentivise the Recipients and are not ordinary course of business remuneration securities.

A summary of the agreements between the Company and the Directors are set out at Section 9.3 of the Prospectus.

Each of the Recipients will play a key role in executing the Company’s business model (as set out in Sections 5.3 to 5.5 of the Prospectus), which is directly aligned with the performance milestones for the Performance Rights as follows:

  • (a) as Directors, Mr Tuffin, Mr Keers and Mr Matic will be responsible for, among other things, directing the operations of the Company and providing recommendations of a strategic nature to board members.

  • (b) as the Company’s Executive Chairman, Mr Matic will also be responsible for, among other things, the management of the organisation and operations of the Company.

  • (c) Details of the existing total remuneration packages of each of the Recipients are disclosed at Section 8.2 of the Prospectus.

  • (d) On completion of the Offer (even if the Minimum or Maximum Subscription are raised), the Director’s (and their associates) hold the following securities in the Company:

Board Member Shares Performance Rights
Ranko Matic1 2,192,800 1,750,000
Daniel Tuffin2 2,351,600 1,750,000
Anthony Keers3 728,800 500,000

Notes:

  1. Mr Matic’s shares are held by Consilium Corporate Advisory Pty Ltd (an entity which Mr Matic is a director and shareholder of) and Matic Mining Pty Ltd (an entity which Mr Matic is the sole director and shareholder of.

  2. Mr Tuffin’s shares are held by Tuffaco Pty Ltd (an entity which Mr Tuffin is the sole director and shareholder of) and Auralia Holdings No 2 Pty Ltd (an entity which Mr Tuffin is a director, shareholder and beneficiary of).

  3. 250,000 of these Shares are held individually. Mr Keers also has an interest in 478,800 Shares held in Auralia Holdings No 2 Pty Ltd as Mr Keers is also a director, shareholder and beneficiary.

  4. (f) The Performance Rights have been issued as part of the Directors’ remuneration packages.

  5. (g) The Company considers it necessary and appropriate to further remunerate and incentivise the Directors to achieve the applicable performance milestones for the following reasons:

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  • (i) the issue of Performance Rights to the Recipients will further align the interests of the Directors with those of Shareholders;

  • (ii) the Performance Rights are unlisted, therefore the grant of the Performance Rights has no immediate dilutionary impact on Shareholders;

  • (iii) the issue of the Performance Rights is a reasonable and appropriate method to provide cost effective remuneration as the non-cash form of this benefit will allow the Company to spend a greater proportion of its cash reserves on its operations than it would if alternative cash forms of remuneration were given to the Directors; and

  • (iv) it is not considered that there are any significant opportunity costs to the Company or benefits foregone by the Company in granting the Performance Rights on the terms proposed.

  • (h) The number of Performance Rights to be issued to each of the Directors (or their nominees) was determined by the Board following arm’s length negotiations with each of the Recipients, and having regard to:

  • (i) current market standards and/or practices of other ASX listed companies of a similar size and stage of development to the Company;

  • (ii) the remuneration of the Directors; and

  • (iii) incentives to attract and retain the service of the Directors, who have the desired knowledge and expertise, while maintaining the Company’s cash reserves.

  • (i) The Board considers the number of Performance Rights to be appropriate and equitable for the following reasons:

  • (i) the Performance Rights are consistent with ASX’s policy regarding the base requirements for performance securities, which are detailed in section 9 of ASX Guidance Note 19;

  • (ii) the number of Shares into which the Performance Rights will convert if the milestones are achieved is fixed (one for one) which allows investors and analysts to readily understand and have reasonable certainty as to the impact on the Company’s capital structure if the milestones are achieved;

  • (iii) there is an appropriate link between the milestones and the purposes for which the Performance Rights are being issued and the conversion milestones are clearly articulated by reference to objective criteria;

  • (iv) there is an appropriate link to the benefit of Shareholders and the Company at large through the achievement of the milestones, which have been constructed so that satisfaction of the milestones will be consistent with increases in the value of Company’s business;

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  • (v) the Performance Rights which are proposed to be issued represent a small proportion of the Company's issued capital upon listing (less than 10% of issued Share capital); and

  • (vi) the Performance Rights have an expiry date by which the milestones are to be achieved and, if the milestones are not achieved by that date, the Performance Rights will lapse.

  • (j) If the applicable milestones are met, the Performance Rights will convert into 4,000,000 Shares. This will have the following impact on the Company’s capital structure:

Minimum Subscription

Offer ($5,000,000)
Performance Rights on issue 4,000,000
Shares on issue Post-Listing (fully diluted) 51,031,800

Maximum Subscription

Offer ($7,000,000)
Performance Rights on issue 4,000,000
Shares on issue Post-Listing (fully diluted) 61,031,800
  • (k) The full terms of the Performance Rights are disclosed at Section 10.4 of the Prospectus.

10.6 Interests of Directors

Other than as set out in this Prospectus, no Director or proposed Director holds, or has held within the 2 years preceding lodgement of this Prospectus with the ASIC, any interest in:

  • (a) the formation or promotion of the Company;

  • (b) any property acquired or proposed to be acquired by the Company in connection with:

  • (i) its formation or promotion; or

  • (ii) the Offer; or

  • (c) the Offer,

and no amounts have been paid or agreed to be paid and no benefits have been given or agreed to be given to a Director or proposed Director:

  • (d) as an inducement to become, or to qualify as, a Director; or

  • (e) for services provided in connection with:

  • (i) the formation or promotion of the Company; or

  • (ii) the Offer.

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10.7 Interests of Experts and Advisers

Other than as set out below or elsewhere in this Prospectus, no:

  • (a) person named in this Prospectus as performing a function in a professional, advisory or other capacity in connection with the preparation or distribution of this Prospectus;

  • (b) promoter of the Company; or

  • (c) underwriter (but not a sub-underwriter) to the issue or a financial services licensee named in this Prospectus as a financial services licensee involved in the issue,

holds, or has held within the 2 years preceding lodgement of this Prospectus with the ASIC, any interest in:

  • (a) the formation or promotion of the Company;

  • (b) any property acquired or proposed to be acquired by the Company in connection with:

  • (i) its formation or promotion; or

  • (ii) the Offer; or

  • (c) the Offer,

and no amounts have been paid or agreed to be paid and no benefits have been given or agreed to be given to any of these persons for services provided in connection with:

  • (a) the formation or promotion of the Company; or

  • (b) the Offer.

Auranmore Consulting has acted as Independent Geologist and has prepared the Independent Geologist’s Report which is included in Annexure A. The Company estimates it will pay Auranmore Consulting a total of $15,000 (excluding GST) for these services. During the 24 months preceding lodgement of this Prospectus with the ASIC, Auranmore Consulting has received $27,805 in fees (excluding GST) from the Company.

HLB Mann Judd (WA Partnership) has acted as the Company’s auditor and the Investigating Accountant and has prepared the Investigating Accountant’s Report which is included in Annexure C. The Company estimates it will pay HLB Mann Judd (WA Partnership) a total of $8,000 (excluding GST) for these services. During the 24 months preceding lodgement of this Prospectus with the ASIC, HLB Mann Judd (WA Partnership) has received $12,120 in fees (excluding GST) from the Company for audit services.

Steinepreis Paganin has acted as the Australian legal advisers to the Company in relation to the Offer and prepared the Solicitor’s Report on Tenements. The Company estimates it will pay Steinepreis Paganin $100,000 (excluding GST) for these services. Subsequently, fees will be charged in accordance with normal charge out rates. During the 24 months preceding lodgement of this Prospectus with the ASIC, Steinepreis Paganin has not received fees from the Company for any other services.

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10.8 Consents

Chapter 6D of the Corporations Act imposes a liability regime on the Company (as the offer or of the Shares), the Directors, any underwriters, persons named in the Prospectus with their consent having made a statement in the Prospectus and persons involved in a contravention in relation to the Prospectus, with regard to misleading and deceptive statements made in the Prospectus. Although the Company bears primary responsibility for the Prospectus, the other parties involved in the preparation of the Prospectus can also be responsible for certain statements made in it.

Each of the parties referred to in this Section:

  • (a) does not make, or purport to make, any statement in this Prospectus other than those referred to in this Section;

  • (b) in light of the above, only to the maximum extent permitted by law, expressly disclaim and take no responsibility for any part of this Prospectus other than a reference to its name and a statement included in this Prospectus with the consent of that party as specified in this Section; and

  • (c) has not withdrawn its consent prior to the lodgement of this Prospectus with the ASIC.

Auranmore Consulting has given its written consent to being named as Independent Geologist in this Prospectus, the inclusion of the Independent Geologist’s Report in Annexure A in the form and context in which the report is included.

HLB Mann Judd (WA Partnership) has given its written consent to being named as auditor of the Company in this Prospectus and the inclusion of the audited financial information of the Company contained in the Investigating Accountants Report included in Annexure C to this Prospectus in the form and context in which it appears.

Steinepreis Paganin has given its written consent to being named as the Australian legal advisers to the Company in relation to the Offer in this Prospectus and the inclusion of the Solicitor’s Report on Tenements included in Annexure B to this Prospectus in the form and context in which it appears.

Sanlam Private Wealth Pty Ltd has given its written consent to being named as Lead Manager to the Company in this Prospectus.

Dalton Equities has given its written consent to being named as Lead Manager to the Company in this Prospectus.

Automic Group has given its written consent to being named as the share registry to the Company in this Prospectus.

10.9 Expenses of the Offer

The total expenses of the Offer (excluding GST) are estimated to be approximately $552,000 for the Minimum Subscription and $682,000 for the Maximum Subscription and are expected to be applied towards the items set out in the table below:

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Minimum Subscription

Item of Expenditure Minimum Subscription
($)
ASIC fees 3,206
ASX fees 76,542
Joint Lead Manager fees 337,000
Legal fees 100,000
Accounting/Coy Sec fees 10,000
Independent Geologist’s fees 15,000
Investigating Accountant’s fees 8,000
Miscellaneous 2,252
TOTAL 552,000

Maximum Subscription

Item of Expenditure Minimum Subscription
($)
ASIC fees 3,206
ASX fees 85,065
Joint Lead Manager fees 457,000
Legal fees 100,000
Accounting/Coy Sec fees 10,000
Independent Geologist’s fees 15,000
Investigating Accountant’s fees 8,000
Miscellaneous 3,729
TOTAL 682,000

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11. DIRECTORS’ AUTHORISATION

This Prospectus is issued by the Company and its issue has been authorised by a resolution of the Directors.

In accordance with section 720 of the Corporations Act, each Director has consented to the lodgement of this Prospectus with the ASIC.


Mr Ranko Matic Executive Chairman For and on behalf of Cavalier Resources Limited

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12. GLOSSARY

Where the following terms are used in this Prospectus they have the following meanings:

$ means an Australian dollar.

Application Form means the application form attached to or accompanying this Prospectus relating to the Offer.

ASIC means Australian Securities & Investments Commission.

ASX means ASX Limited (ACN 008 624 691) or the financial market operated by it as the context requires.

ASX Listing Rules means the official listing rules of ASX.

Board means the board of Directors as constituted from time to time.

Business Days means Monday to Friday inclusive, except New Year’s Day, Good Friday, Easter Monday, Christmas Day, Boxing Day, and any other day that ASX declares is not a business day.

CHESS means the Clearing House Electronic Subregister System operated by ASX Settlement.

Closing Date means the closing date of the Offer as set out in the indicative timetable in the Key Offer Information Section (subject to the Company reserving the right to extend the Closing Date or close the Offer early).

Company or Cavalier means Cavalier Resources Limited (ACN 635 842 143).

Conditions has the meaning set out in Section 4.6.

Constitution means the constitution of the Company.

Corporations Act means the Corporations Act 2001 (Cth).

Dalton Equities Mandate means the mandate with Dalton Equities.

Directors means the directors of the Company at the date of this Prospectus.

Exposure Period means the period of 7 days after the date of lodgement of this Prospectus, which period may be extended by the ASIC by not more than 7 days pursuant to section 727(3) of the Corporations Act.

Independent Geologist’s Report means the Independent Geologist’s Report at Annexure A of this Prospectus.

Joint Lead Managers means Dalton Equities and Sanlam Private Wealth Pty Ltd.

Joint Lead Manager Mandates means the Sanlam Mandate and the Dalton Equities Mandate as summarised in Section 9.1.

JORC Code has the meaning given in the Important Notice Section.

Maximum Subscription means the minimum amount to be raised under the Offer, being $7,000,000.

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Minimum Subscription means the minimum amount to be raised under the Offer, being $5,000,000.

Offer means the offer of Shares pursuant to this Prospectus as set out in Section 4.1.

Official List means the official list of ASX.

Official Quotation means official quotation by ASX in accordance with the ASX Listing Rules.

Option means an option to acquire a Share.

Optionholder means a holder of an Option.

Performance Right means a performance right convertible into a Share.

Prospectus means this prospectus.

Recommendations has the meaning set out in Section 8.4.

Sanlam Mandate means the mandate with Sanlam Private Wealth Pty Ltd.

Section means a Section of this Prospectus.

Securities means Shares, Options and Performance Rights.

Share means a fully paid ordinary share in the capital of the Company.

Shareholder means a holder of Shares.

Tenements means the mining tenements (including applications) in which the Company has an interest as set out in the Independent Geologist’s Report at Annexure A and the Solicitor’s Report on Tenements at Annexure B or any one of them as the context requires.

WST means Western Standard Time as observed in Perth, Western Australia.

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ANNEXURE A – INDEPENDENT GEOLOGIST’S REPORT

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Independent Geologist’s Report

Mineral Assets of Cavalier Resources Ltd

Report Prepared by Auranmore Consulting April 2022

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Independent Geologists Report Cavalier Resources Ltd April 2022

The Directors Cavalier Resources Ltd 22 Mount Street PERTH WA 6000

Dear Sir/Madam,

INDEPENDENT GEOLOGIST’S REPORT

Auranmore Consulting (ACN 623 296 006) (“Auranmore”) has been requested by Cavalier Resources Limited (“the “Company”) to prepare an Independent Geologist’s Report (“IGR” or the “Report”) on the tenements set out in Table 1 (Tenements) in Western Australia.

This Report is to be included in a Prospectus to be lodged by the Company with the Australian Securities and Investment Commission (“ASIC”) on or about the 4th April 2022, offering for subscription of 25,000,000 fully paid ordinary shares in the capital of the Company (“Shares”) at an issue price of twenty (20) cents per Share to raise $5,000,000. Oversubscriptions of up to a further 10,000,000 Shares at an issue price of $0.20 per Share to raise up to a further $2,000,000 may also be accepted. The funds raised will be used primarily for the purpose of acquisition, exploration and evaluation of the Tenements.

This IGR has been prepared in accordance with the rules and guidelines issued by such bodies as ASIC and the Australian Securities Exchange (ASX). Where exploration results, mineral resources or ore reserves have been referred to in this IGR, the classifications are consistent with the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code), prepared by the Joint Ore Reserves Committee of the Australasian Institute of Mining and Metallurgy, the Australian Institute of Geoscientists and the Minerals Council of Australia, effective December 2012[1] . This IGR has also been prepared in accordance with the VALMIN code[2] , which is binding on members of the Australasian Institute of Mining and Metallurgy.

The information in this Report that relates to Exploration Results and Mineral Resources for the Tenements is based on, and fairly represents, information and supporting documentation compiled by Richard Maddocks; MSc in Mineral Economics, BAppSc in Applied Geology and Grad Dip in Applied Finance. Mr Maddocks is the founder and principal of Auranmore and is a Fellow of the Australasian Institute of Mining and Metallurgy with over 30 years of experience. Mr Maddocks has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the JORC Code. Mr Maddocks consents to the inclusion in this Report of the matters based on his information in the form and content in which it appears.

The information in this report that relates to Technical Assessment of Mineral Assets reflects information compiled and conclusions derived by Richard Maddocks, who is a Fellow of The Australasian Institute of Mining and Metallurgy.

The legal status of the Tenements is subject to a separate Solicitor’s Report on Title which is set out in the Prospectus and these matters have not been independently verified by Auranmore. The present status of the

1 Australasian Code for the Reporting of Exploration Results, Mineral Resources and Ore Reserves. 2012 Edition. Prepared by the Joint Ore Reserves Committee of The Australasian Institute of Mining and Metallurgy, Australian Institute of Geoscientists and Minerals Council of Australia (JORC), https://jorc.org

2 Australasian Code For Public Reporting of Technical Assessments and Valuations of Mineral Assets. The Valmin Code, 2015 Edition. Prepared by The VALMIN Committee, a joint committee of the Australasian Institute of Mining and Metallurgy and the Australian Institute of Geoscientists. https://valmin.org

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Independent Geologists Report Cavalier Resources Ltd April 2022

Tenements listed this Report is based on information provided by the Company and the Report has been prepared on the assumption that the tenements will prove lawfully accessible for evaluation and development.

In addition, Auranmore has not been requested to provide an Independent Valuation, nor has it been asked to comment on the Fairness or Reasonableness of any vendor or promoter considerations, and therefore it has not offered any opinion on these matters.

In the course of the preparation of this Report, access has been provided to all relevant data held by CAV and various other technical reports and information quoted in Section 6 of this Report (References). The information used to prepare this Report is drawn from:

  • discussions with consultants, directors and management of the Company;

  • publicly available reports prepared by previous tenement holders and their consultants; and

  • scientific and technical research reports and papers publicly available.

All publicly available reports are available from government departments or a prescribed financial market in accordance with ASIC Regulatory Guide 55. None of those reports were prepared in connection with an offer of shares by the Company.

Auranmore does not doubt the authenticity or substance of previous investigating reports. Auranmore has not however, carried out a complete audit of the information, but has relied on previous reporting and documentation where applicable and has used this for research purposes with qualifications applied, where necessary.

The authors and competent persons of the reports referred to in Section 6 of this Report (References) have not consented to the references made to their reports in this Report.

This Report has been prepared by Auranmore strictly in the role of an independent expert. Professional fees payable for the preparation of this Report constitutes Auranmore’s only commercial interest in the Company. Payment of fees is in no way contingent upon the conclusions of this Report.

The Tenements are considered to be sufficiently prospective, subject to varying degrees of risk, to warrant further exploration and development of their economic potential, consistent with the programs proposed by the Company.

Mr Maddocks is of the opinion that the Company has satisfactorily and clearly defined exploration and expenditure programs which are reasonable having regard to the nature of the mineralisation and the stated objectives of the Company. the Company’s exploration programs are included in the Report. It is noted that they may be altered in view of results gained which could revise the emphasis of current priorities.

This report has an effective date of 4 April 2022.

Yours faithfully,

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Richard Maddocks

Director, Auranmore Consulting

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Independent Geologists Report
Cavalier Resources Ltd
April 2022
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1.0 EXECUTIVE SUMMARY

This Independent Geologists Report (IGR, or the Report) has been prepared by Auranmore Consulting (Auranmore) at the request of Cavalier Resources Ltd. The Company owns or has the right to acquire controlling interests in Tenements in Western Australia, collectively known as the Leonora Gold, Hidden Jewel, and Ella’s Rock Projects. These projects are prospective for nickel and gold mineralisation.

The Leonora Gold Project consists of two sub-projects, Crawford and Gambier Lass North. The Leonora Gold Project consists of 10 exploration licences, 1 prospecting licence, 1 miscellaneous license and 1 mining lease. The Crawford Gold Deposit, which includes a 101,000oz JORC compliant Mineral Resource, is located on the granted mining lease.

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Figure 1: The Leonora Gold Project

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The Crawford project contains the Crawford Mineral Resource Estimate (MRE).

Table 1: Crawford Mineral Resource Estimate

Indicated Inferred TOTAL
Tonnes
Grade
Ounces
Tonnes
Grade
Ounces
Tonnes
Grade
Ounces
0.5g/t Au cut-off 856,000
1.1
30,900
2,379,000
0.9
70,000
3,235,000
1.0
100,900
1.0g/t Au cut-off 351,000
1.7
19,300
662,000
1.5
32,200
1,013,000
1.6
51,500

Crawford is primarily an oxide hosted supergene style mineralised system. Drilling has been completed on 10m spaced sections with a total of 140 RC holes for 13,528m drilled. Drilling has focussed on infilling the oxide zone with little drilling extending into fresh rock. Mineralisation is open along strike and at depth.

Auranmore recommends the progression of mining studies to investigate the economic viability of open pit mining at Crawford.

The Gambier Lass North Project is located to the north of Crawford and is located mainly within sediments of the Pig Well graben. Previous exploration has focussed on gold mineralisation, although some work has targeted Teutonic Bore style base metal mineralisation within felsic lithologies. Recent drilling has delineated northern extensions to the historic Gambier Lass underground mine with narrow, high grade quartz lodes intersected. This mineralisation remains open at depth and along strike towards the north-west.

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Figure 2: Gambier Lass Lode Extension

The Hidden Jewel Project is located within the Golden Cities Granodiorite to the north of the active Golden Cities/Federal mining centre owned and operated by Norton Goldfields’ Paddington operation that has mined a total of 283,000oz of gold to date (see Table 14 for more information). Historic Reverse Circulation (RC) and Rotary Air Blast (RAB) drilling has intersected anomalous gold mineralisation and auger sampling has delineated a low-level gold anomaly. Additional exploration is planned to test this anomaly for primary mineralisation hosted in narrow, quartz/sulphide veins similar to that found south at Golden Cities/Federal.

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Figure 3: Hidden Jewel Project

The Ella’s Rock Nickel-Gold Project consists of three exploration licences and covers an area to the east of the Forrestania Greenstone Belt where the historic Diggers Rock open pit, and planned Diggers South underground nickel mines and the new Kat Gap Gold mine is located. Surface mapping indicates the presence of greenstone lithologies in an area previously interpreted to be predominantly granite. Magnetics show the potential for attenuated greenstones between granitic plutons. Exploration will be designed to delineate any greenstone rock units under cover.

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Figure 4: Ella’s Rock Project Regional Map

Auranmore has reviewed the available data for all the projects and if of the opinion that further exploration is warranted and justified based on historical exploration results and current understanding of geology and mineralisation. A summary of the proposed exploration programs is presented below. Auranmore has reviewed these proposed programs and agrees with both the scope and content of them.

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Table 2: Proposed Exploration Programs and Expenditure

Description
Minimum Subscription (AUD)
Description
Minimum Subscription (AUD)
Maximum Subscription (AUD)
Leonora Gold Project Year 1
Year 2
TOTAL
Year 1
Year 2
TOTAL
Air-core drilling $100,000
$200,000
$300,000
$300,000
$200,000
$500,000
RC drilling $500,000
$300,000
$800,000
$500,000
$500,000
$1,000,000
Diamond core drilling $300,000
$300,000
$300,000
$300,000
Resource works $100,000
$100,000
$100,000
$50,000
$150,000
Mining studies $200,000
$200,000
$200,000
$200,000
TOTAL $1,200,000
$500,000
$1,700,000
$1,400,000
$750,000
$2,150,000
Hidden Jewel Gold Project Year 1
Year 2
TOTAL
Year 1
Year 2
TOTAL
Geophysical Surveys $100,000
$100,000
$100,000
$100,000
$200,000
Geophysics processing $50,000
$50,000
$50,000
$50,000
$100,000
Air-core & augur drilling $300,000
$300,000
$300,000
$300,000
$600,000
RC Drilling $250,000
$250,000
$500,000
$500,000
Diamond Core Drilling $135,000
$135,000
TOTAL $450,000
$250,000
$700,000
$450,000
$1,085,000
$1,535,000
Ella's Rock Nickel-Gold Project Year 1
Year 2
TOTAL
Year 1
Year 2
TOTAL
Geophysical Surveys $100,000
$100,000
$100,000
$100,000
Geophysics processing $50,000
$50,000
$50,000
$50,000
Air-core & augur drilling $200,000
$250,000
$450,000
$300,000
$300,000
$600,000
RC Drilling $100,000
$200,000
$300,000
$100,000
$500,000
$600,000
Diamond Core Drilling $135,000
$135,000
TOTAL $450,000
$650,000
$1,100,000
$550,000
$1,100,000
$1,485,000
TOTAL PROPOSED EXPENDITURE $2,100,000
$1,200,000
$3,300,000
$2,400,000
$2,770,000
$5,170,000

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TABLE OF CONTENTS

1.0
EXECUTIVE SUMMARY ............................................................................................................. 4
2.0
INTRODUCTION ........................................................................................................................ 13
2.1.
Tenure ................................................................................................................................... 13
2.2.
Location and Access .............................................................................................................. 13
2.3.
Data Sources ......................................................................................................................... 14
3.0
The LEONORA GOLD PROJECT .............................................................................................. 15
3.1.
Regional Geology .................................................................................................................. 16
3.2.
Local Geology ........................................................................................................................ 17
3.2.1. Crawford Project ................................................................................................................ 17
3.2.2. Gambier Lass North .......................................................................................................... 23
3.3.
Historic Exploration ................................................................................................................ 23
3.3.1. Crawford ............................................................................................................................ 23
3.3.2. Gambier Lass .................................................................................................................... 26
3.4.
Crawford Mineral Resource Estimate .................................................................................... 31
3.4.1. Geology and Geological Interpretation .............................................................................. 31
3.4.2. Sampling and sub-sampling techniques ............................................................................ 32
3.4.3. Drilling Techniques ............................................................................................................ 32
3.4.4. Classification Criteria ......................................................................................................... 32
3.4.5. Sample Analysis Method ................................................................................................... 33
3.4.6. Estimation Methodology .................................................................................................... 33
3.4.7. Cut-off Grade ..................................................................................................................... 35
3.4.8. Mining and Metallurgical Factors ....................................................................................... 35
3.5.
Proposed Work Programmes ................................................................................................. 36
4.0
THE HIDDEN JEWEL GOLD PROJECT.................................................................................... 37
4.1.
Regional Geology .................................................................................................................. 38
4.2.
Local Geology ........................................................................................................................ 39
4.3.
Exploration History ................................................................................................................. 40
4.3.1. E24/232 ............................................................................................................................. 40
4.3.2. P24/5568 ........................................................................................................................... 41
4.4.
Proposed Work Programmes ................................................................................................. 42
5.0
ELLA’S ROCK NICKEL-GOLD PROJECT ................................................................................. 44
5.1.
Project Geology ..................................................................................................................... 45
5.2.
Historic Exploration ................................................................................................................ 50
5.3.
Proposed Exploration ............................................................................................................ 52
6.0
REFERENCES ........................................................................................................................... 53
7.0
COMPETENT PERSONS STATEMENT.................................................................................... 54

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LIST OF FIGURES

Figure 1: The Leonora Gold Project ......................................................................................................... 4 Figure 2: Gambier Lass Lode Extension .................................................................................................. 6 Figure 3: Hidden Jewel Project ................................................................................................................ 7 Figure 4: Ella’s Rock Project Regional Map ............................................................................................. 8 Figure 5: Location of Cavalier Resources Projects ................................................................................ 14 Figure 6: Location of the Leonora Gold Project, neighbour map ............................................................ 15 Figure 7: Geology of the Leonora Project showing Crawford and Gambier Lass North sub-projects ..... 17 Figure 8: Crawford primary mineralisation .............................................................................................. 19 Figure 9: Crawford weathered horizons (based on Mehrooz and Butt) .................................................. 20 Figure 10: Plan view of Crawford Deposit showing section locations ..................................................... 21 Figure 11: Crawford Cross-section 1 ...................................................................................................... 21 Figure 12: Crawford Cross-section 2 ...................................................................................................... 22 Figure 13: Crawford Cross-section 3 ...................................................................................................... 22 Figure 14: Drill Collars in area of Gambier Lass North Project ............................................................... 27 Figure 15: Significant Drill Results Gambier Lass North E37/893 .......................................................... 27 Figure 16: Hole KWGLRC02 81-84m (3m @ 3.04g/t Au) ....................................................................... 29 Figure 17: Gambier Lass North Cross-section looking north-west ......................................................... 30 Figure 18: Geological interpretation in oxide zone ................................................................................. 32 Figure 19: Classification of Crawford Mineral Resource looking north-east ........................................... 33 Figure 20: Variogram model ................................................................................................................... 34 Figure 21: Cumulative log-normal frequency graph ............................................................................... 35 Figure 22: Hidden Jewel Project location ............................................................................................... 37 Figure 23: E24/232 Overlaid on Kalgoorlie Regional Geology ............................................................... 39 Figure 24: Drillhole collars and auger samples with nominal 20ppb contour over the TMI with untested drill targets and soil anomaly trend ......................................................................................................... 41 Figure 25: P24/5568 location in relation to known gold mineralised paleochannel and potential extension interpretation .......................................................................................................................................... 42 Figure 26: Location of the Ella’s Rock Nickel-Gold Project .................................................................... 44 Figure 27: Geology of the Ella’s Rock Nickel-Gold Project (1:500000 GSWA Bedrock Geology) .......... 46 Figure 28: Tenement Surface Geology (GSWA 1:250000 Surface Geology): Ella’s Rock Nickel-Gold Project .................................................................................................................................................... 47 Figure 29: Magnetics showing granitic intrusions and untested targets at the Ella’s Rock Nickel-Gold Project .................................................................................................................................................... 48 Figure 30: Stitched first-vertical derivative aeromagnetic data (only lease E74/662 shown) .................. 49 Figure 31: Location of soil samples Ella’s Rock Nickel-Gold Project ...................................................... 51

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LIST OF TABLES

Table 1: Crawford Mineral Resource Estimate ......................................................................................... 5 Table 2: Proposed Exploration Programs and Expenditure ...................................................................... 9 Table 3: Tenement Details ..................................................................................................................... 13 Table 4: Leonora Weather Data ............................................................................................................. 16 Table 5: Summary of Drilling Completed at the Crawford Project .......................................................... 25 Table 6: Crawford Significant Intersections ............................................................................................ 26 Table 7: Summary of Drilling within Gambier Lass North Tenements .................................................... 26 Table 8: Gambier Lass North Significant Drilling Intersections ............................................................... 30 Table 9: Crawford Mineral Resource Estimate ....................................................................................... 31 Table 10: Crawford Mineral Resource classified by weathering ............................................................. 31 Table 11: Estimation details Crawford Mineral Resource ....................................................................... 34 Table 12: Proposed 2-year Exploration for the Leonora Gold Project .................................................... 36 Table 13: Kalgoorlie-Boulder Weather Data ........................................................................................... 38 Table 14: Mine Production Golden Cities-Federal Deposits (Sources WAMEX Reports A76902, A84181, A87700, Zhou et al) ................................................................................................................................ 40 Table 15: Drilling Summary E24/232 ...................................................................................................... 40 Table 16: Significant RAB Drillhole results Kalgoorlie North Project ...................................................... 40 Table 17: Proposed 2-year Exploration for the Hidden Jewel Gold Project ............................................ 43 Table 18: Hyden Weather Data .............................................................................................................. 45 Table 19: Proposed Exploration Program Ella’s Rock Nickel-Gold Project ............................................ 52

LIST OF APPENDICES

Appendix 1: JORC Tables – Leonora Project – Crawford ...................................................................... 55 Appendix 2: JORC Tables – Leonora Project - Gambier Lass North ..................................................... 62 Appendix 3: JORC Tables – Hidden Jewel Project ................................................................................ 66 Appendix 4: JORC Tables – Ella’s Rocks Project .................................................................................. 70 Appendix 5: Crawford Deposit Drilling Details ........................................................................................ 74 Appendix 6: Crawford Drilling Intersections ............................................................................................ 77 Appendix 7: Gambier Lass North Drillhole Details ................................................................................. 78 Appendix 8: Gambier Lass North Drilling Intersections .......................................................................... 91 Appendix 9: Hidden Jewel Project Drillhole Details ................................................................................ 93 Appendix 10: RED5 King of the Hill Mineral Resource Statement (2021) .............................................. 97 Appendix 11: St Barbara Ore Reserve and Mineral Resource Statement (2021) .................................. 98 Appendix 12: Norton Gold Fields Mineral Resource Statement (2017) .................................................. 99 Appendix 13: Classic Minerals Kat Gap Resource Statement (2020) .................................................... 99 Appendix 14: Western Areas Diggers Area Mineral Resource Statement (2020) ................................ 100

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2.0 INTRODUCTION

2.1. Tenure

The tenements in which the Company will have an interest in are summarised in Table 3. These tenement details have been sourced from the Mineral Titles Online database on the Department of Mines, Industry and Safety Regulation website. Some tenements making up the Leonora Gold and Hidden Jewel Projects are still in the application stage, thus have yet to have expenditure commitments determined.

Table 3: Tenement Details

Table 3: Tenement Details Table 3: Tenement Details
Tenement
Status
Project
Area
Holder
Grant Date
End Date
Expenditure
Commitment
E37/893 Granted
Leonora Gold
14.48 km2
Cavalier Resources Ltd
22-Aug-18
21-Aug-22
$50,000
E37/1421 Granted
Leonora Gold
21.10 km2
Maximal Investments Pty
Ltd
12-Jul-21
11-Jul-26
$20,000
E37/1422 Granted
Leonora Gold
15.06 km2
Maximal Investments Pty
Ltd
12-Jul-21
11-Jul-26
$15,000
E37/1423 Granted
Leonora Gold
11.82 km2
Maximal Investments Pty
Ltd
12-Jul-21
11-Jul-26
$15,000
E37/1424 Granted
Leonora Gold
9.56 km2
Maximal Investments Pty
Ltd
12-Jul-21
11-Jul-26
$15,000
M37/1202 Granted
Leonora Gold
8.92 km2
Cavalier Resources Ltd
4-Feb-08
3-Feb-29
$89,100
P37/8901 Granted
Leonora Gold
1.99 km2
Cavalier Resources Ltd
26-Jul-17
25-Jul-21
$7,900
P37/9475 Granted
Leonora Gold
1.95 km2
Cavalier Resources Ltd
12-Jul-21
11-Jul-25
$7,800
P37/9476 Granted
Leonora Gold
1.64 km2
Cavalier Resources Ltd
12-Jul-21
11-Jul-25
$6,560
P37/9447 Application
Leonora Gold
1.94 km2
Cavalier Resources Ltd
P37/9448 Application
Leonora Gold
1.99 km2
Cavalier Resources Ltd
P37/9449 Application
Leonora Gold
1.41 km2
Cavalier Resources Ltd
L37/251 Application
Leonora Gold
0.27 km2
Cavalier Resources Ltd
E24/232 Application
Hidden Jewel
50.42 km2
Cavalier Resources Ltd
P24/5568 Application
Hidden Jewel
0.52 km2
Cavalier Resources Ltd
E74/662 Granted
Ella’s Rock
60.70 km2
Matrix Exploration Pty Ltd
2-Dec-20
1-Dec-25
$21,000
E74/717 Application
Ella’s Rock
Cavalier Resources Ltd
E74718 Application
Ella’s Rock
Cavalier Resources Ltd

2.2. Location and Access

Cavalier Resources’ three Western Australian projects include the Leonora Gold Project near the town of Leonora, the Hidden Jewel Project located approximately 45km north of the city of Kalgoorlie-Boulder and the Ella’s Rock Project situated approximately 40km east-northeast of the Western Australian Wheatbelt town of Varley on near alongside the Forrestania Gold belt. (Figure 5).

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Figure 5: Location of Cavalier Resources Projects

2.3. Data Sources

Auranmore has relied of data sources received from Cavalier Resources Limited. In addition, technical reports prepared by previous explorers, government agencies and other consultants have been used in preparing this report. Reports from the Western Australian Department of Mining, Industry Regulation and Safety’s Mineral Exploration Reports database (WAMEX) have also been utilised to access historical exploration activity.

Auranmore has visited the Leonora Gold Projects as part of the preparation of this report. Site visits to the other projects were not deemed necessary due to the early stage of exploration completed to date. It was considered that site visits would not materially contribute to the geological understanding or knowledge of the Hidden Jewel or Ella’s Rock Projects.

Cavalier Resources Limited was supplied with a draft of this report to check for any material errors or omissions.

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3.0 THE LEONORA GOLD PROJECT

The Leonora Gold Project comprises several tenements located within 30km north and east of the town of Leonora (Figure 6). Access to E37/1424 is via the Goldfields Highway north to Station Creek Road. Access to the Gambier Lass North group of tenements (E37/893, E37/1421-23) is via Nambi Road from Leonora for 19 km and thereafter by local station tracks. The Crawford group of tenements (M37/1202, P37/8901, P37/9447-49, P37/9475-76 is accessed from Leonora via the Laverton Road for 25 km and thereafter by station tracks.

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Figure 6: Location of the Leonora Gold Project, neighbour map

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The nearest weather station is located at Leonora with average annual rainfall of 236mm. The tenements are located in a generally flat area with scattered saltbush scrub and low eucalypt vegetation.

Table 4: Leonora Weather Data

Table 4: Leonora Weather Data Table 4: Leonora Weather Data
Leonora, 28.89°S, 121.33°
E, 376m elev.
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
Annual
Mean max temp (Degrees C) 37.0
35.3
32.6
27.9
22.8
19.0
18.4
20.7
24.9
28.9
32.3
35.3
27.9
Mean min temp (Degrees C) 21.8
20.9
18.6
14.8
10.2
7.3
6.1
7.0
10.0
13.7
17.0
20.0
14.0
Mean rainfall (mm) 26.3
30.9
29.0
20.3
23.7
24.8
18.5
15.7
8.9
9.4
12.3
16.7
236.4

3.1. Regional Geology

The following description of the regional geology is based on Gunther (2004). The Leonora Gold Project lies within the Eastern Goldfields Province of the Archaean Yilgarn Craton and is located within the Pig Well basin an extensional basin which defines the eastern margin of the Keith-Kilkenny Tectonic Zone. Geoscience Australia interpret the Pig Well basin or graben to be a product of extension during the D2e extensional phase of the D2-D4 orogeny, with the fining upward sequence in the basin typical of intercontinental or back-arc extensional basins. Thus, the Keith-Kilkenny acted a major detachment that localized extension in its hanging-wall, which in turn localized formation of the Pig Well sequence. The D2 phase of the orogeny can be subdivided into 3 separate events. From oldest to youngest these are D2a (compression), D2e (extension) and D2b (compression). The Pig Well basin is interpreted to cross-cut the macroscale fold hinges and W-directed thrust faults that formed in D2a. The eastern margin is interpreted to be a faulted unconformity (Gambier Lass – Dingo Well fault system). The western side is defined by the east-dipping Keith-Kilkenny Fault, such that the basin sits in the hanging-wall of the fault. The basin shows marked width variation from 8 km to less than 2 km (Hallberg, 1985) over its 60km length. Seismic reflection data across the strike of the basin shows that it is about 1.5 km deep and cuts down across moderately E-dipping reflectors that are interpreted to be D2a shears that formed in the preceding compressional phase of the orogeny.

Polymictic granitoid pebble conglomerate is the predominant rock type with varied lithic fragments including felsic volcanic, felsic to mafic sub-volcanic intrusives and basaltic and doleritic basic igneous rocks. Intercalations of siltstone, sandstone and shale have frequently been recorded. There is a rapid facies change across strike with facies continuity along the long axis of the basin; with the overall strike of the basin discordant to adjacent to lithologies. The presence of abundant granitoid clasts and the deficit of crosscutting or overlying units certify that the unit was developed subsequent to the formation of at least a large portion of the granite-greenstone terrane. A pronounced NNW-trending cleavage within the conglomerate equates the unit to be Archaean in age albeit the youngest part of the Archaean succession within the area. Numerous parallel NW- to NNW-trending faults have been identified, the Christmas Well Shear is the most notable of these structures it traverses the south-western corner of the project.

Tenements to the north and east are dominated by mafic volcanics, dacite porphyry and associated epiclastics, quartz dolerite and minor ultramafic. Multiple east-west trending Proterozoic dykes identified from regional magnetics transect the northern tenements. Widespread (yet sporadic) over the project area is an intense alteration assemblage consisting of serecite-silica-carbonate(dolomite/siderite)+/-chlorite-pyrite-leucoxene-fuchsite and a weaker, distal assemblage of albite-serecite-carbonate(calcite)+/-epidote.

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Mineralisation has been identified within the Pig Well Graben at Pig Well, associated with mylonitic shearing within polymictic granitoid pebble conglomerate. Ephemeral stream channels and floodplains containing Quaternary alluvium define the landscape of the tenure, N, NNE and NE aligned drainage dominates the central and northern parts with sheetwash clay, silt and sand, ironstone gravel with reworked laterite dominant in the south.

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Figure 7: Geology of the Leonora Project showing Crawford and Gambier Lass North sub-projects

3.2. Local Geology

3.2.1.Crawford Project

The Pig Well Graben is on the eastern margin of the Keith-Kilkenny Tectonic Zone (KKTZ); it extends over 60km in a NNW direction and is up to 8km in width. Within the graben, the dominant lithology is a coarse polymictic volcaniclastic conglomerate; there are minor amounts of other volcaniclastic and epiclastic rocks.

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Outside the graben, lithologies consist of mafic and felsic volcanics, dacite porphyry and associated epiclastics, quartz dolerite and minor ultramafics. The Crawford trend refers collectively to local fault systems on the eastern margin of the Pig Well Graben. It is an intensely altered (sericite-fuchsite-silicacarbonate-sulphide) shear zone that is defined by continuous anomalous drilling intersections in a north westerly direction for 20 km from Crawford Prospect through to and beyond the Gambier Lass Mine. It is one of a series mineralised structures on the eastern side of the KKTZ. Drilling by previous explorers was generally widely spaced. This work identified anomalous scattered gold mineralisation associated with broad zones of intense alteration.

Various interpretations have been applied to the mineralisation at the Crawford Prospect since its discovery by Goldfields Exploration in 1997. The Goldfields interpretation was that the mineralisation “is dipping steeply to the west, plunging shallowly to the southeast and may possibly be arranged in a series of narrow, northward and eastward transgressing mineralised quartz veins within a northerly trending shear zone.” Later drilling and interpretation were conducted by Newcrest concluded that mineralisation dipped at 45º to the east.

Resource estimation completed by Golden State used a primary structural direction that strikes 110° and dipped 40° to the south. The direction was selected as it approximated both the interpreted veining and bedding directions.

Primary mineralisation was interpreted as multiple west dipping lodes striking approximately 330° and dipping approximately 22° – 30° to the west. Mineralisation at Crawford is derived from gold bearing hydrothermal fluids infiltrating the sedimentary rocks. Figure 8 shows the sedimentary rocks, a series of conglomerates and finer grained sediments, with quartz veining containing sulphides. The interval from 138.7m to 139.8m contains gold at an average grade of 1.38g/t. The quartz veining is easily visible and represents gold bearing fluids being emplaced under high temperature and pressure. With a drop in the temperature and/or pressure solid material is precipitated out of solution with quartz, pyrite and trace elements like gold and silver being deposited. From 139.8m to 147m the average grade is much lower at 0.29g/t. Mineralisation within the transitional and oxide environments has been interpreted to have been significantly impacted by weathering effects.

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Figure 8: Crawford primary mineralisation

Figure 9 shows the geological model for mineralisation in the transitional and oxide zones at Crawford. There are several lateritic or supergene zones distinguishable at Crawford along with the intervening depleted zones.

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Figure 9: Crawford weathered horizons (based on Mehrooz and Butt)

Cross sections through the Crawford deposit illustrate the supergene mineralisation within the highly weathered zone (Figures 10 to 13). Several horizontal zones of gold mineralisation are evident with weathering deepening towards the south.

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Figure 10: Plan view of Crawford Deposit showing section locations

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Figure 11: Crawford Cross-section 1

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Figure 12: Crawford Cross-section 2

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Figure 13: Crawford Cross-section 3

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3.2.2.Gambier Lass North

The project tenements are mainly underlain by Archaean Sediments and Volcaniclastics ranging in lithology from polymict conglomerates with volcanic clasts to tuffs, agglomerates and associated coarse andesitic to dacitic volcaniclastics. The Gambier Lass North project within E37/893 is thought to be similar to the mineralization located at the historic Gambier Lass mine to the SE where copper, gold and zinc intercepts were recorded in drill results.

Several geochemical anomalies for gold, copper and zinc indicate that this SE portion of the lease is highly prospective. Although some drilling has been completed there remains good potential for gold and base metal mineralization in an area of 1kilometre width (NE-SW) by 3 kilometres along strike (NW-SE). It is thought that the presence of the Gambier Lass mineralized trend in this area is associated with NW trending faults, shears or fractures parallel to the Pig Well Graben boundaries and therefore could be deep-seated and extensive.

The surface geology is dominated by SW-draining alluvial channels related to the Station Creek catchment. The elevation difference across the tenement is minimal and in the range of 430m to 434m RL. The land is mainly flat-lying and there are rare and isolated low mounds about a metre above the drainage level occurring as interfluvial rises.

3.3. Historic Exploration

3.3.1.Crawford

During the mid-1990s the project area was explored by many different companies including Western Mining, Goldfields Exploration Pty Ltd, Newcrest Mining Limited and Golden State Resources Limited (Figure 3). Exploration was generally concentrated on the Crawford Trend, culminating in the discovery of mineralisation at the Crawford Prospect.

Western Mining Corporation (1993) - During the early-mid 1990s, Western Mining Corporation (WMC) completed an extensive lag sampling program collecting the -6mm to +2mm fraction from which they identified two coherent anomalies. Dingo Well in the south of the project area is a 1km x 1km anomaly peaking at 286ppb Au, and Cardinia Creek in the centre of the project area is a 1.5km x 1km coherent anomaly that peaks at 208ppb Au. WMC believed the anomaly to be in-situ despite it being located with a drainage channel; this was based on the recognition of sub-copping exposures of basalt and sediment within the channel and on adjacent flanks. Follow up RC drilling by WMC was shallow and restricted to the peak of the anomalism, anomalous Au results returned from the surface and at the transported interface, however, failed to find a primary source for mineralisation.

North Exploration (1993 – 1994) - North exploration completed soil sampling on a 500m x 500m pattern defining a broad area of weak gold anomalism. Follow up RAB drilling (TBR001 to TBR019) was on wide spacing (~1km x 500m).

Goldfields Exploration Pty Ltd (1994 – 2002) - During the mid-late 1990’s Goldfields Exploration conducted extensive regional (800m x 160m) bedrock RAB drilling, terminating holes 4m into in-situ weathered bedrock and composite sampling this horizon. Every eighth hole was drilled to bedrock and sampled in its entirety at 4m composites. A 10km x 1km zone of patchy gold anomalism of peak 109ppb Au was defined; they subsequently branded this anomaly the Schiefer anomaly.

Based on this exploration, a RAB refusal infill program of four isolated anomalies Christy, Elle, Helena and Crawford was conducted. The Christy prospect is defined by a zone of strong fuc-ser-slf alteration, the Elle prospect also defined by strong alteration contains low-level gold and an As-W-Sb multi-element

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association. Likewise, the Helena prospect has low-level gold and a multi-element association of As-CuW-Sb. No significant mineralisation was identified from the additional drilling, and thus the prospectivity of the original anomalies was not enhanced. The Crawford prospect, however, was enhanced by each phase of subsequent exploration. The original RAB bedrock sample returned 14ppb Au and had an element association of W 67ppm, As 216ppm and Sb 2.2ppm. The second phase of exploration around Crawford included 5 holes for 112m. A further two RAB programs were carried out, 51 holes for 1913m on a 200m x 40m grid were completed for which numerous low grade, but anomalous saprolite intercepts were returned.

Goldfields Exploration then embarked upon a deeper drill out of the saprolite anomaly, 23 RC holes averaging 110m (totalling 2544m) and 1 diamond hole were completed in a number of phases.

Diamond hole CARD0001 reported to intersect conglomerate over its entirety was terminated at a depth of 311.9m.

Newcrest Mining Ltd (2002 – 2006) – Newcrest entered into a JV with Golden States Resources Ltd in February 2002, which was called the Mertondale Joint Venture. Newcrest withdrew from the JV in 2006. Work completed in the period consisted of;

  • Compilation of historical data from the Crawford prospect that included the logging of 23 RC drillholes. Rock chip sampling program, 42 samples submitted for Au, As, Sb and W analysis.

  • Petrographic investigation of selected RAB/AC drill chips from regional drilling, 15 samples submitted, selected RC drill chips from Crawford prospect, 10 samples submitted and diamond drill core from Crawford, 4 samples submitted.

  • Geochemical investigation of selected samples from Crawford RC drill holes, 120 samples submitted for Au, As, Cu, W, Pb, Zn, Sb, Ag and Te analysis.

  • Gravity trial survey over Crawford mineralisation consisting of 179 stations over 4 lines distanced 400m x 50m apart. The objective of the survey was to determine the suitability of the technique to mapping density contrasts within the sediments of the Pig Well Graben.

  • Infill RAB/AC drilling – 83 holes for 3,057 metres, comprising 67 vertical RAB holes for 1,976 metres and 16 vertical AC holes for 1081 metres composite sampled and submitted for Au (B/ETA 1ppb detection) and As (B/AAS 10ppm detection) analysis and end of hole multi-element analysis.

  • Diamond drilling at Crawford prospect; two holes CFD0001 and CFD0002 for a combined total of 910m comprised of 41.6m blade, 72.2m HQ3 and 796.2m NQ2 were completed in order to acquire additional structural and lithological information and to assess the Crawford Prospect at depth.

  • PIMA study of the bottom of hole sample for RAB/AC drill holes, drill-chips for three RC drill holes and RC re-samples has been completed, analysis of the data remains outstanding.

Golden States Resources Ltd (2006 - 2010) - Work included two RC drilling programmes (36 holes) for a total of 3,019m during August and October 2006 (Coll, 2007). In 2010 the company engaged Hackman and Associates to conduct an independent review of the inferred resources and a comprehensive quality assurance assessment of the RC core sample analysis.

Messina Resources Ltd - In preparation for an IPO on the ASX Golden State Resources transferred the licenses into a subsidiary company, Messina Resources Ltd. The IPO did not succeed and therefore the licenses remained with Golden State (subsequently renamed Global Metals and Exploration or GXN). GXN completed a review of the prospectivity of the project but no fieldwork was reported. In 2016 GXN completed the acquisition of Zinc Mines of Ireland Ltd (ZMI).

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Roman Kings (2017) - Roman Kings entered in a Term Sheet with ZMI, whereby it could earn a 51% interest in the tenement by spending $350,000 on exploration, with the stipulation that this must include the estimation of a JORC compliant Mineral Resource and complete a listing on the ASX. Roman Kings completed a 23-hole RC infill program in June – July 2017. Roman Kings did not list on the ASX, but the company was amalgamated into Kingwest Resources Ltd which did list on the ASX in August 2018.

Kingwest Resources (2018-2020) - Kingwest drilled an additional 13 RC holes totalling 2,073m. An additional 24 aircore holes for 1,204m were drilled to the immediate east of the Crawford deposit. Kingwest sold the tenement to Specrez in August 2020.

Specrez (2020-21) - Specrez drilled 38 RC holes totalling 2,198m. These holes were infill holes designed to infill the central part of the deposit to 10m spacing. These were drilled to estimate a Mineral Resource.

Table 5: Summary of Drilling Completed at the Crawford Project

Table 5: Summary of Drilling Completed at the Crawford Project Table 5: Summary of Drilling Completed at the Crawford Project
Company
Years
Hole Type
No of Holes
Meters
Goldfields 1994-1997
RAB
279
8,255.0
RC
23
2,544.0
DDH
1
311.9
Newcrest 2003
RAB
69
2,033.0
AC
16
1,081.0
RC
3
704.0
DDH
2
910.0
Golden State
Resources
2003-2006
RC
40
3,977.0
Roman Kings 2017
RC
23
2,032.0
Kingwest 2018-2019
AC
24
1,204.0
RC
13
2,073.0
Specrez 2020
RC
38
2,198.0
TOTAL RAB
348
10,288.0
AC
40
2,285.0
RC
140
13,528.0
DDH
3
1,221.9

Table 6 shows significant drill intersections in the Crawford deposit. Intersections are reported as downhole widths but as the mineralisation is generally horizontal the intersections are close to true width. A complete table of drilling details and intersections is presented in Appendices 5 and 6.

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Table 6: Crawford Significant Intersections

Table 6: Crawford Significant Intersections Table 6: Crawford Significant Intersections
Hole Number
From
To
Length
Grade g/t
GC_46 38
60
22
2.98
GC_16 27
45
18
2.77
GC_35 29
47
18
2.70
CARC0026 47
67
20
2.30
RKCRC002 49
61
12
3.39
GC_21 35
50
15
2.49
CARC0037 42
58
16
2.25
CARC0001 33
56
23
1.49
GC_14 17
27
10
3.38
RKCRC007 38
43
5
6.60
CARC0050 44
63
19
1.71
GC_39 30
49
19
1.64
CARC0024 36
47
11
2.77

3.3.2.Gambier Lass

This summary of historical exploration is partly sourced from Taylor (1992, WAMEX Report A37450). This summary refers to exploration in the area of the Gambier Lass North Project and not necessarily directly on the current tenements that make up the Gambier Lass North Project. Table 7 presents a summary of the drilling within the five tenements that make up the Gambier Lass North project. Figure 14 illustrates the drilling within and around the Gambier Lass North Project tenements. A complete table of drillhole details in contained in Appendix 7.

Table 7: Summary of Drilling within Gambier Lass North Tenements

Table 7: Summary of Drilling within Gambier Lass North Tenements Table 7: Summary of Drilling within Gambier Lass North Tenements
Company
Number of Holes
Meters Drilled
RAB
AC
RC
RAB
AC
RC
Geopeko 14
0
0
620
0
0
Golden State Resources 366
23
1
22,323
1,176
75
Chevron 12
0
0
346
0
0
Pacrim Energy Ltd 0
3
0
0
233
0
North Ltd 56
0
0
2,208
0
0
Sons of Gwalia 41
89
0
1,125
4,089
0
Kingwest Resources 0
0
14
0
0
1,693
TOTAL 489
115
15
26,622
5,498
1,768

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Figure 14: Drill Collars in area of Gambier Lass North Project

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Figure 15: Significant Drill Results Gambier Lass North E37/893

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Newmont Proprietary Limited (1977) carried out exploration for volcanogenic Cu-Zn mineralisation in felsic volcanics, intrusives, volcanoclastics and clastics similar to the Teutonic Bore mineralisation in the Pinnacle Well area. Several aeromagnetic anomalies to 200nT above background were tested by RAB bedrock sampling (3740m). Samples were analysed for Cu, Pb and Zn only. There were no significant results.

Amax Exploration (Australia) Inc. (1977) concentrated exploration in the vicinity of a pyrite gossan about 10 km to the NW of what is now the Gambier Lass North Project. Work consisted of rock sampling and two percussion holes. One hole (LDP-2) intersected 15.5m of massive pyrite in chlorite and epidote altered rhyolitic tuffs. Samples were analysed for Cu, Pb and Zn. There is no base metal anomalism associated with this gossan.

Australian Selection (1978) similarly tested for Cu-Zn mineralisation in felsic volcanics. Several aeromagnetic anomalies were tested by RAB bedrock sampling in the Pinnacle Well area (2,026m) and Linger and Die Well area (982m). Samples were analysed for Cu, Zn, Pb and As. Rock samples were analysed for Ni, Mn, Fe, Ag and Sn in addition to the above elements.

Esso Exploration and Production Australia (1980) carried out reconnaissance geological mapping in the Pinnacle Well area. RAB bedrock sampling (5300m + 7859m), as follow up to ground magnetic and Sirotem surveys did not disclose geochemical anomalism. Two diamond holes (383m) tested this weak geochemical anomalism. Samples contained background Cu, Pb, Zn and Ag abundances.

Australian Selection/Seltrust Mining Corporation (1978 to 1984) carried out reconnaissance geological mapping at 1:10,000, rock sampling, auger (1700m) and RAB (388m) bedrock sampling in the vicinity of No. 9 Well. Auger and RAB samples were analysed for Ni, Cu, Zn, Pb, As, Mn, Co, and Ag. Rock samples were analysed for the above element suite and gold. Samples of ironstone and "stringer gossan" close to the contact between adamellite porphyry (north) and granodiorite porphyry (south) contain anomalous Cu, Zn Pb, As and Au. Two percussion holes (164m) and 810 RAB holes were drilled to test this anomalism. Au and base metals were at background levels in these holes. A Sirotem survey did not disclose any anomalies.

BP Minerals (1984) carried out geological mapping at 1:10,000 and RAB bedrock sampling (268m) in the Gambier Lass Well area with the aim of locating volcanogenic Cu-Zn mineralisation. Samples were analysed for Cu, Pb, Zn, As and K ₂ O. There were no significant results.

Samantha Exploration (1983) carried out reconnaissance rock sampling. Samples were analysed for Cu, Pb, Zn, Ag, Au and Mn. There were no significant results.

Chevron (1986-1989) carried out exploration in an area that is now covered by E37/1421 and E37/1422. Work consisted of reconnaissance geological mapping at 1:25,000, reconnaissance rock sampling, stream pisolite (+2mm, -8mm) and stream-sediment sampling, RAB bedrock sampling and airborne magnetic and radiometric surveys.

Stream pisolite samples were analysed for Au, Pb, Zn, As, Sn, Sb, Wand Ag. No significant anomalies were obtained. Soil, rock and RAB sampling was carried out at the Seltrust gossan location. Soil samples contained elevated Au abundances in the vicinity of the gossan. A 2km line of Sirotem was conducted across the gossan with no anomalies detected. RAB bedrock sampling (1401m) was carried out between Pinnacle Well and Gambier Lass Well. Samples were analysed for Au, Fe and As.

Golden State Resources resumed exploration over the project area in 2002 and completed an extensive RAB and RC drilling program. Targeting was essentially within the Pig Well Graben and along strike from what Golden State described as the Crawford trend. Several significant intersections were drilled including 5m @ 2.61g/t in BWR613 and 7m @ 1.50g/t in BWRC05 and 6m @ 3.29g/t in BWR943. A subsequent

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air-core drilling program was completed in 2005. Twenty-three holes were competed close to the southern boundary of E37/893, along strike from the historic Gambier Lass mine to the south-east.

Kingwest Resources infilled the previous RAB drilling with RC drillholes in 2019. A total of 14 holes for 1,693m were completed. Significant drilling from this program included 3m @ 3.04g/t in KWGLRC02, 4m @ 2.77g/t in KWGLRC07 and 5m @ 1.42g/t in KWGLRC10. The deeper RC holes in this program drilled into fresh volcaniclastic sediments with the occasional narrow black carbonaceous shale unit. The mineralised zone is a shear hosted zone of quartz veining (Figures 16, 17).

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Figure 16: Hole KWGLRC02 81-84m (3m @ 3.04g/t Au)

Mineralisation in the oxide zone is interpreted to be horizontal, supergene style mineralisation dispersed above the sub-vertical primary mineralised zones. Figure 17 illustrates the geological interpretation for the Gambier Lass North Project.

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Figure 17: Gambier Lass North Cross-section looking north-west

Details of the drillholes and assays are presented in Appendices 7 and 8. Table 8 below summarises the significant assay intervals.

Table 8: Gambier Lass North Significant Drilling Intersections

Table 8: Gambier Lass North Significant Drilling Intersections Table 8: Gambier Lass North Significant Drilling Intersections
Hole
From (m)
To (m)
Length (m)
Grade g/t Au
BWR943 32
46
14
1.60
inc 38
44
6
3.29
BWR601 55
65
10
1.40
BWR613 4
9
5
2.61
KWGLRC07 31
35
4
2.77
BWRC05 23
30
7
1.50
KWGLRC02 81
84
3
3.04
KWGLRC10 13
18
5
1.42
BWR957 55
61
6
1.05
KWGLRC03 45
48
3
1.98

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3.4. Crawford Mineral Resource Estimate

The Mineral Resource model from which resources are reported from is based on a block model created using 5 mE by 10 mN by 2.5 m RL parent blocks and 1.25 mE by 1.25 mN by 1.25 mRL sub-blocks. Ordinary Kriging (OK) was used to estimate block grades for gold in the oxide zone. Beneath this in the relatively sparsely drilled fresh rock inverse distance squared was used for grade estimation.

Tables 9 and 10 present the Crawford Mineral Resource Estimate. This estimate has been estimated according to JORC (2012) requirements.

Table 9: Crawford Mineral Resource Estimate

Indicated Inferred TOTAL
Tonnes
Grade
Ounces
Tonnes
Grade
Ounces
Tonnes
Grade
Ounces
0.5g/t cutoff 856,000
1.1
30,900
2,379,000
0.9
70,000
3,235,000
1.0
100,900
1.0g/t cutoff 351,000
1.7
19,300
662,000
1.5
32,200
1,013,000
1.6
51,500

Table 10: Crawford Mineral Resource classified by weathering

Classification Cut-
off
Grade
Oxide Transitional Fresh TOTAL
Tonnes
Grade
Ounces
Tonnes
Grade
Ounces
Tonnes
Grade
Ounces
Tonnes
Grade
Ounces
Indicated 0.5 564,000
1.2
21,200
275,000
1.0
9,200
17,000
0.9
500
856,000
1.1
30,900
1.0 255,000
1.7
14,100
92,000
1.7
5,100
4,000
1.5
200
351,000
1.7
19,300
Inferred 0.5 18,000
0.7
400
45,000
0.7
1,000
2,316,000
0.9
68,600
2,379,000
0.9
70,000
1.0 0
0.0
0
2,000
1.1
100
660,000
1.5
32,100
662,000
1.5
32,200
TOTAL 0.5 581,000
1.2
21,600
320,000
1.0
10,300
2,333,000
0.9
69,100
3,235,000
1.0
100,900
1.0 255,000
1.7
14,100
95,000
1.7
5,100
664,000
1.5
32,300
1,013,000
1.6
51,500

3.4.1.Geology and Geological Interpretation

Geological and grade modelling was done using Vulcan v12.0.5. Solid mineralised shapes in the oxide zone were interpreted based on gold grades. A nominal grade of 0.3g/t was used to delineate the shapes but some lower grades were included to ensure continuity of the generally horizontal mineralisation. Mineralisation was modelled as a series of supergene layers within the oxidised zone. Thicker zones of mineralisation are found towards the base of oxidation, sitting on and mimicking the shape of the top of fresh rock. Mineralisation has a gentle plunge towards the south-east as the weathering profile deepens in this direction. There is generally depletion of gold in the upper oxidised zone but there are some smaller, thinner zones present. The interpretation of the supergene zones is illustrated in Figure 18.

There is significantly less data in the fresh rock. The geological interpretation in the primary material is based on the interpretation presented by Shaw (2009). A series of narrow lodes dipping -30° towards 230° has been interpreted. Due to the lack of data the modelling has not been done within a solid domain. A search ellipse with adequately constrained search dimensions was used to estimate grade. The fresh rock has all been categorised as inferred due to the lower confidence in the geological interpretation and the relative paucity of assay data.

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Figure 18: Geological interpretation in oxide zone

3.4.2.Sampling and sub-sampling techniques

Rig samples were collected on 1m intervals after going through a rig mounted cyclone and splitter. Drilling by Roman Kings and Kingwest was done with large rigs with sufficient air to keep holes and samples dry. Drilling was with face sampling bits drilling standard 5.25 inch diameter holes. The Specrez infill drilling was with a smaller, track mounted rig that had a depth capacity of about 60m, this rig did encounter some issues with keeping samples dry at the bottom of some of the holes, but these intervals were generally outside the mineralised zones.

Sampling by Goldfields, Newcrest, Golden State and Roman Kings was initially with 4 or 5 metre composites with 1m samples taken in zones of mineralisation. Drilling by Kingwest and Specrez sampled all 1m samples.

3.4.3.Drilling Techniques

The Crawford deposit has been drilled with RAB, RC and Diamond core drilling techniques. The Mineral Resource has been estimated using RC drilling only. Table 5 shows the drilling campaigns that have been completed on the Crawford deposit since its discovery in 1994.

3.4.4.Classification Criteria

The Crawford deposit has been classified as an Indicated and Inferred Mineral Resource. Drilling has been carried out on 10m line spacings within the main oxide part of the deposit and this has been classified as Indicated. Drilling in the primary zone is sparse hence this has all been classified as inferred.

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Figure 19: Classification of Crawford Mineral Resource looking north-east

3.4.5.Sample Analysis Method

Assaying has been done by several laboratories but all assays for all drilling used in the resource estimation have been completed with fire assays with AAS finish using 30g or 50g size sub-samples.

Goldfields Exploration samples were sent to Genalysis Laboratories in Kalgoorlie while Newcrest/GSR used Ultratrace Laboratories, both industry accepted and recognised commercial laboratories. Fire assays were conducted with a 30g charge and AAS finish.

RKG, KWR and SPZ samples were sent to ALS Laboratories in Kalgoorlie, Assaying was completed by fire assay using a 30g charge (RKG), 50g charge (KWR, SPZ) and AAS finish.

The procedures and quality of assaying is consistent with what is required for the estimation of mineral resources.

3.4.6.Estimation Methodology

Variography is presented in Figure 20. Data within the modelled oxide domain was used. As expected the maximum range was along the main strike direction of the mineralisation and was generally horizontal. The downhole variogram indicated a relatively high nugget of 0.4 which may be explained by the erratic distribution of higher grades within the supergene mineralisation.

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Figure 20: Variogram model

Gold grade was estimated in 2 passes. Pass 1 was based on the variogram model ranges and pass 2 was based on double these. Gold was also estimated using inverse distance squared as a comparison. The mineralisation within the fresh rock zone was estimated with inverse distance squared only in one pass.

Details are summarised in table 11.

Table 11: Estimation details Crawford Mineral Resource

Table 11: Estimation details Crawford Mineral Resource Table 11: Estimation details Crawford Mineral Resource
Variable
Major
m
Semi
major m
Minor
m
Major
direction
Semi
major
direction
Minor
direction
Min
holes
Min
samples
Max
samples
Disc x
Discy
Disc z
Au_ok
pass 1
31
36
4
140°

10°
3
10
30
4
4
1
Au_ok
pass 2
62
72
8
140°

10°
1
4
30
4
4
1

Au_id
62
72
8
140°

10°
1
4
30
4
4
1
Au_id
fresh
100
50
2
140°

-30°
1
3
30
4
4
1

Search directions were based on the maximum ranges in the variogram model and correspond to the geological interpretation of a gently south-east dipping, horizontal blanket of gold mineralisation. Search extents were selected to ensure that all blocks within the domains were informed with the relevant variables, In the case of gold the search distances were about double the ranges indicated by variography.

The parent block size is 5m X 10m X 2.5m, this has been based on the minimum block size to ensure adequate delineation of the domains. A sub block size of 1.25m X 1.25m X 1.25m was used for more detailed delineation of surfaces. Grades were estimated into the parent block size.

The top cut of 10g/t was applied based on analysis of the cumulative log frequency graph (see Figure 21).

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Figure 21: Cumulative log-normal frequency graph

There is currently no empirical data for bulk densities within the deposit. All drilling to date has been with RC with no direct measurements possible. Dry bulk densities have been assumed based on similar rock types within the Eastern Goldfields of Western Australia. Auranmore is confident these densities are representative of the material modelled based on site observations during drilling operations.

The dry bulk densities used are:

Oxide: 1.8t/m³
Transitional: 2.3t/m³
Primary: 2.7t/m³

3.4.7.Cut-off Grade

The Crawford Mineral Resource Estimate has been reported using a 0.5g/t and a 1.0g/t Au cut-off grade. This cut-off grade has been selected based on potential open pit mining methods. The technical and economic support for these cut-off assumptions is based on prevailing gold prices and indicative mining costs. The range from 0.5g/t to 1.0g/t considers the variable costs of transport and processing to a third party processing facility. There are several operating plants in the region, and these will have different costs associated with haulage distance from Crawford and unit costs through the mill. The oxide resource extends to about 50m vertical depth so is amenable to lower cost open pit mining. The shallow depth, average grade and proximity of the project to operating processing plants within truckable distance support a basis for the reasonable prospects for eventual economic extraction of the Crawford Mineral Resource.

3.4.8.Mining and Metallurgical Factors

No mining or metallurgical factors have been incorporated into the model. Preliminary metallurgical testwork indicates the mineralisation is free milling with no deleterious elements (ALS 2020).

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3.5. Proposed Work Programmes

Proposed work programs for the Leonora Gold Project include progressing mining studies for the Crawford deposit and exploration programs for Crawford and Gambier Lass North.

A Mineral Resource has been completed for Crawford to a level of confidence to enable more advanced mining studies to commence. Some studies have been completed or commenced and these include flora and fauna surveys, groundwater hydrology, waste characterisation and metallurgy. Cavalier will advance these studies to enable the assessment of the economic viability of mining the Crawford deposit.

Exploration is planned along strike from the Crawford Gold deposit to test for potential extensions of the oxide and primary mineralisation. Exploration to date has focussed on the oxide mineralisation with only cursory work completed on assessing the potential for primary, fresh mineralisation. A program of air-core drilling followed up with RC drilling has been proposed. The Gambier Lass North tenements have seen historical exploration for gold and base metals. Recent drilling completed by Kingwest Resources intersected significant gold mineralisation within E37/893. These high-grade intersections are planned to be followed up with additional RC and/or diamond core drilling to test the potential for narrow vein, high grade style gold mineralisation at depth.

Each step in the proposed programme will be conducted contingent upon the success of the preceding activity. Auranmore agrees with the proposed exploration program and the justification for it.

Table 12: Proposed 2-year Exploration for the Leonora Gold Project

Description
Minimum Subscription (AUD)
Description
Minimum Subscription (AUD)
Maximum Subscription (AUD)
Leonora Gold Project Year 1
Year 2
TOTAL
Year 1
Year 2
TOTAL
Air-core drilling $100,000
$200,000
$300,000
$300,000
$200,000
$500,000
RC drilling $500,000
$300,000
$800,000
$500,000
$500,000
$1,000,000
Diamond core drilling $300,000
$300,000
$300,000
$300,000
Resource works $100,000
$100,000
$100,000
$50,000
$150,000
Mining studies $200,000 $200,000
TOTAL $1,200,000
$500,000
$1,700,000
$1,400,000
$750,000
$2,150,000

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April 2022
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4.0 THE HIDDEN JEWEL GOLD PROJECT

The Hidden Jewel Project consists of the main exploration licence, E24/232, located west of Mt Jewell, and one prospecting license, P24/5568, located 5km west of the Paddington Gold Mine operations. Both tenements are currently under application. Access to P24/5568 is north from Kalgoorlie to Broad Arrow and then via station tracks west from Broad Arrow. Access to E24/232 is north from Kalgoorlie on the sealed Goldfields Highway to the Bardoc mine site and then via station tracks to the east of the highway.

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Figure 22: Hidden Jewel Project location

The climate is semi-arid with annual rainfall of about 265mm. The topography is generally flat with low scrub and saltbush. The nearest meteorological station is at Kalgoorlie-Boulder with monthly averages presented in Table 13.

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Table 13: Kalgoorlie-Boulder Weather Data

Table 13: Kalgoorlie-Boulder Weather Data Table 13: Kalgoorlie-Boulder Weather Data
Kalgoorlie-Boulder,
30.78°S, 121.45° E, 365m
elev.
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
Annual
Mean max temp (Degrees C) 33.6
32.1
29.5
25.3
20.7
17.6
16.8
18.7
22.4
26.00
29.1
32.1
25.3
Mean min temp (Degrees C) 18.3
17.9
16.1
12.8
8.7
6.3
5.1
5.7
8.1
11.3
14.2
16.7
11.8
Mean rainfall (mm) 27.2
32.4
25.0
20.0
24.8
27.1
24.2
21.2
13.5
15.7
18.9
16.3
264.9

4.1. Regional Geology

The main part of the Project area (E24/232) is located in the north-eastern part of the Kalgoorlie Greenstone terrane, where it pinches out into granitoid. The northwest trending Mount Monger Fault, which forms the northern and eastern boundary of the Kalgoorlie terrane, passes through the northernmost part of the tenement. The greenstones have been intruded by the Scotia granitoid (also known as the Golden Cities Granodiorite in some sources), a domal body to the west of the Mt Monger Fault, whose axis is parallel to the NNW regional trend of the greenstone belt. The Mount Monger Fault marks the northern boundary of the granitiod and a later massive intrusion of banded gneiss. Just to the West of the Scotia pluton and parallel with its contact runs the Bardoc Tectonic Zone (BTZ), a domain boundary fault.

The Bardoc Tectonic Zone strikes north-northwest along the Bardoc-Broad Arrow greenstone belt from Broad Arrow to Goongarrie, separating the Ora Banda and Boorara domains. The zone consists of deeply weathered, highly deformed and carbonate altered mafic, ultramafic and sedimentary rocks. Two east trending Proterozoic dolerite dykes belonging to the Widgiemooltha Dyke Suite cross-cut the greenstone belt in the Bardoc-Broad Arrow area. Numerous small northeast to east northeast and southeast striking faults cut the greenstone belt, offsetting earlier structures. The Archaean greenstone belt separates the Scotia-Kanowna Anticline and the Goongarrie-Mount Pleasant Anticline, the cores of which are granitic.

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Figure 23: E24/232 Overlaid on Kalgoorlie Regional Geology

4.2. Local Geology

Tenement E24/232 overlies the Scotia granodiorite (also known as the Golden Cities Ganodiorite) and is under transported (alluvial) cover in the central and southern part. There is an east-west continuous structure evidenced by TMI (total magnetic intensity) imaging which are interpreted as late mafic dykes crossing the entire tenement. This does not outcrop.

The tenement overlies a vast drainage area trending NW-SE, bordered at the northern edge by a granodiorite plateau breakaway that forms an almost continuous outcrop and to the west and east by parallel NW-SE trending mafic ridges. The granodiorite plateau to the north stands about 10m above the surrounding areas and is outlined by a continuous breakaway marked on the satellite image by a pallid colour given by altered (kaolinised) feldspars. In the field, the granodiorite, though strongly weathered is easily recognised due to the well preserved texture. Quartz phenocrysts are the only minerals preserved intact in the breakaway outcrop. Above the breakaway, on top of the plateau, the granodiorite is exposed in subcrops where it is often altered to ferruginous lateritic crust, calcrete, silica cap rock and iron duricrust. Coarse lithic (feldspathic) sand is present in patches.

South of the breakaway the tenement has a well-developed transported cover mainly consisting of alluvial clay and sandy deposits. Well rounded, pisolitic ironstone duricrust clasts, sub-centimetre size are present in certain parts as lag, proximal to the breakaway line in the north and the mafic ridges bordering the central drainage to the east and west. Calcrete is scattered over the entire area at the surface and it appears in drill holes down to a depth of 1-2 metres.

The previous drilling in the area has revealed the transported cover is sometimes over 10m deep and overlies a very well developed saprolite with wide mottled and plasmic zones that can extend below 40m depth. Fresh or lightly altered granodiorite is intersected below the saprolith.

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Tenement P24/5568 is located to the west of the Bardoc Tectonoc Zone.

4.3. Exploration History

4.3.1.E24/232

The first documented exploration was in the mid 1990’s by Centaur Mining and Exploration Ltd (CME). CME were exploring for Lady Bountiful Extended style palaeochannel hosted gold deposits. Initial drilling was designed to test for the presence of palaeochannels. During 1996 RAB and RC drilling was conducted over the tenement area with primary mineralisation discovered at the Federal deposit located about 10 km south of the current E24/232 but within the same tenement at the time, E24/82. At about the same time, AMX Resources NL discovered the Golden Cities deposit, adjacent to Federal. The discovery of these primary gold deposits changed the exploration model from palaeochannel hosted to deeper, orogenic style deposits. The Federal and Golden Cities deposits were both mined in the late 1990’s to early 2000’s (Table 14).

Table 14: Mine Production Golden Cities-Federal Deposits (Sources WAMEX Reports A76902, A84181, A87700, Zhou et al)

A84181, A87700, Zhou et al) A84181, A87700, Zhou et al)
Deposit
Year Mined
Tonnes
Grade g/t
Ounces
Federal 1998-99
470,000
2.8
42,300
Suva 2001-02
1,500,000
1.5
74,300
Havana 2008-10
3,500,000
1.5
166,700
TOTAL 5,470,000
1.6
283,300

An additional RAB drilling program was completed in 1997, primarily along existing fence lines and tracks. All of the completed drilling is illustrated in Figure 24 and the drilling summary in Table 15. Drillhole details are contained in Appendix 9.

Table 15: Drilling Summary E24/232

Table 15: Drilling Summary E24/232 Table 15: Drilling Summary E24/232
Hole Type
No of Holes
Meters
RAB 111
5,748
RC 33
1,797

Table 16 summarises significant gold assays from the RAB and RC drilling programs.

Table 16: Significant RAB Drillhole results Kalgoorlie North Project

Hole
From
To
Length
(m)
Au ppm
Hole
From
To
Length
(m)
Au ppm
WCUB 211 12
16
4
0.16
CTRWDR66 0
4
4
0.12
CTRWDR65 32
33
1
0.1

AurionGold Ltd subsequently carried out an extensive auger sampling program in 2002. Samples were taken on a 400m x 100m grid. Samples were taken at a depth of 0 to 0.5m depth.

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Samples were submitted to Genalysis for graphite furnace atomic absorption spectrometric analysis to 1ppb detection limit for Au, and atomic absorption spectroscopic analysis (B/AAS) for arsenic to 10ppm. The auger sampling coloured for gold in shown in Figure 24. Several low-level anomalous areas were defined by the auger drill program. A nominal 20ppb contour illustrates the SW-NE trend of the anomalous zone. Of note is the position of the significant drilling intersections within the geochemical anomaly.

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Figure 24: Drillhole collars and auger samples with nominal 20ppb contour over the TMI with untested drill targets and soil anomaly trend

4.3.2.P24/5568

Tenement P24/5568 is located close the active Rose Dam mining area, approximately 3km west of the 5Mtpa Paddington Gold Mill operations. Previous exploration has been limited.

There is the potential that the known paleochannel extends northeast through the tenement, but this remains largely untested and is speculative.

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Figure 25: P24/5568 location in relation to known gold mineralised paleochannel and potential extension interpretation

4.4. Proposed Work Programmes

Cavalier is proposing an exploration program to explore for primary granite hosted gold mineralisation. Previous geochemical auger sampling has delineated an extensive gold anomaly within the project area. Relatively sparse drilling has intersected gold mineralisation and further exploration is warranted. A structural geology study is recommended to enable a structural framework within the granodiorite to be established. Mineralisation to the south in the same granodiorite unit seems to be associated with structural lineation’s.

Each step in the proposed programme will be conducted contingent upon the success of the preceding activity. Auranmore agrees with the proposed exploration program and the justification for it

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Table 17: Proposed 2-year Exploration for the Hidden Jewel Gold Project

Description
Minimum Subscription (AUD)
Description
Minimum Subscription (AUD)
Maximum Subscription (AUD)
Hidden Jewel Gold
Project
Year 1
Year 2
TOTAL
Year 1
Year 2
TOTAL
$100,000
$100,000
$200,000
$50,000
$50,000
$100,000
$300,000
$300,000
$600,000
$500,000
$500,000
$135,000
$135,000
$450,000
$1,085,000
$1,535,000
Geophysical Surveys $100,000
$100,000
Geophysics
processing
$50,000
$50,000

Air-core & augur
drilling
$300,000
$300,000
RC Drilling $250,000
$250,000
Diamond Core Drilling
TOTAL $450,000
$250,000
$700,000

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5.0 ELLA’S ROCK NICKEL-GOLD PROJECT

The Ella’s Rock Project consists of the one granted exploration licence E74/662 and two applications E74/717 and E74/718.

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Figure 26: Location of the Ella’s Rock Nickel-Gold Project

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The nearest Bureau of Meteorology weather station is located at Hyden, 95km to the west with average annual rainfall of 340mm. The tenements are located in a generally flat area with scattered saltbush scrub and low eucalypt vegetation and stands of salmon gums seen often along creek lines and topographically depressed areas. Access is via Carstairs Road from the small town of Varley, located on the Hyden-Lake King Road. The Project is located within the 1:250000 Hyden SI 50-4 map sheet.

Table 18: Hyden Weather Data

Table 18: Hyden Weather Data Table 18: Hyden Weather Data
Hyden, 32.44°S, 118.90° E,
299m elev.
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
Annual
Mean max temp (Degrees C) 33.8
33.0
30.0
25.7
20.8
17.5
16.5
17.6
20.6
24.9
28.6
32.0
25.1
Mean min temp (Degrees C) 15.6
15.9
14.3
11.2
7.5
5.6
4.7
4.7
5.9
8.4
11.5
13.9
9.9
Mean rainfall (mm) 19.7
20.2
21.3
23.3
39.0
48.2
47.7
40.8
27.2
21.6
19.3
14.4
339.6

5.1. Project Geology

The project covers an area of both the eastern edge of the Archaean aged Forrestania Greenstone Belt (FGB) and the granitoid rocks. The FGB, a southern extension of the Southern Cross Greenstone Belt, is one of the greenstone belts of the Yilgarn craton are major sequences of basic to ultramafic rocks with varying levels of entrained sedimentary rocks laid down semi-contemporaneously.

The FGB is constrained on both sides by granitoid rocks that developed during the late Archaean / Proterozoic and form the western and eastern boundaries to the FGB. During the period of granite emplacement significant alteration, folding and faulting occurred within the FGB. The most significant alteration to the greenstone “stack” of mafics, ultramafics, and sediments was the formation of a major synclinal structure; this feature dominates the structural geology of the region. It has also become apparent that the granitoid emplacement was not uniform in the region and this has meant that further structural features apart from the major synclinal development are seen, and these features include:

North-South displacement of the FGB along the defined Mt Holland Shear Zone.

Shortening of the FGB in specific zones causing significant splaying and distortion of the greenstone belt units.

Compression of the basal ultramafics in the FGB has meant the enhancement of the basal Banded Iron Formation (BIF), with these features becoming significant landmarks within the region (North lroncap, Middle Ironcap, South lroncap).

Proterozoic aged dolerite dykes outcrop as cross-cutting units within the FGB, and they predominantly run EastWest. Significant laterization has also occurred during the Tertiary limiting outcrop throughout much of the region, though BIF and silicified units generally outcrop without significant weathering. Streams and creeks are ephemeral but have left deposits throughout the drainage system and generally form a thin 1-5m cover in these zones.

The geology of the Forrestania Project area is illustrated in Figures 26 and 27. This is based on the Geological Survey of Western Australia (GSWA) 1:500000 bedrock geology interpretation. This interpretation indicates that the underlying bedrock is made up entirely of Archaen granites. However, mapping on the 1:250000 surface geology map (Hyden SI 50-4) shown that there is Archaen mafics within the tenement area (Figure 17). The shows area encompassed by the licence has potential to be significanttly underlain by Archaean mafic greenstone units.

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Figure 27: Geology of the Ella’s Rock Nickel-Gold Project (1:500000 GSWA Bedrock Geology)

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These are overlain by a partially intercalated veneer of lacustrine, eolian, colluvial and lateritic units of Cainozoic age (in approximate order of formation, youngest to oldest: Ql, Qd, Qe, Czb, Czg, Czl). Small outcrops of the fine and medium-grained mafic amphibolite and metabasaltic greenstones (Aab) are located near 770575E, 6383665N, confirming that some of the licence is probably underlain by greenstone units). The greenstone sequence in this area is metamorphosed to mid-amphibolite-facies based on the metamorphic grade of Forrestania nickel deposits.

Government magnetic images clearly show the higher magnetic granites with lower magnetic greenstones units attenuated between them (Figure 28). These greenstones are generally masked by the overlying recent sediments and the laterization of the regolith.

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Figure 28: Tenement Surface Geology (GSWA 1:250000 Surface Geology): Ella’s Rock Nickel-Gold Project

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Figure 29: Magnetics showing granitic intrusions and untested targets at the Ella’s Rock Nickel-Gold Project

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Geophysical datasets covering the area are of good quality, the most recent magnetic and electromagnetic surveys having been completed by Western Areas Ltd and reported on in 2013 (WAMEX Report A098886). These were stitched with several other open-file digital datasets and reprocessed by Core Geophysics Pty. Ltd. in early 2021 on behalf of Matrix Exploration Pty Ltd, the project vendors. Several NW- and WNW-tending shear zones are identified running in part along the boundaries of the granites and cutting the greenstone units. These are visible in the higher resolution magnetic image in Figure 19. The triple junction of potential greenstones in between granitic intrusions in the central part of the tenement is an area of high priority for exploration.

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Figure 30: Stitched first-vertical derivative aeromagnetic data (only lease E74/662 shown)

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5.2. Historic Exploration

Documented exploration over the project area is limited. Two partial lines of MMI soil geochemistry totalling 71 samples were undertaken by Temby Minerals Pty. Ltd. in 2011 (WAMEX Report A093663) pass into the western side of the tenement, though no gold anomalism was recorded in the samples obtained from within the tenement. Samples were taken on lines 40m apart samples and were collected 10-25 cm below the surface after scraping the 10 cm soil surface layer away to eliminate loose organic matter, debris, and any possible contamination. Each sample was collected around 250 to 350 grams of material. All samples were delivered to SGS Australia Pty Ltd in Perth and analysed for mobile metal ions (MMI) of 47 elements.

In 2012 Temby analysed an additional 6 samples (WAMEX Report A 97687) with a Niton XRF with no significant results returned.

Temby completed 56 MMI soil samples over E74/717 between 2008 and 2011.

Figure 19 illustrates the location of the soil samples which have only encroached on the western limits of the tenement. Other than this, there has been no other ‘on the ground’ exploration completed, and the tenement area remains largely unexplored.

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April 2022
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Figure 31: Location of soil samples Ella’s Rock Nickel-Gold Project

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5.3. Proposed Exploration

The tenement has seen very little serious exploration and contains only cursory prior geochemical sampling. Most prior exploration focused on nickel and while previous explorers undoubtedly recognised the potential for the greenstone sequence to continue within the tenement beneath thin cover, no work beyond geophysics was undertaken to confirm its presence. There is the potential for the greenstone sequence in this location to host gold mineralisation developed along shear-zones, particularly in the area identified as a triple-point junction between granites. There is evidence of both NW- and WNW-trending shear-zones within the tenement, which are partly developed along the granite-greenstone contacts and which trend for 15km or more across both granites and greenstones.

Cavalier has proposed an exploration program to test the presence of greenstone lithologies within the Project area. This will encompass additional geophysical processing of available data and then additional close spaced surveys on areas of interest. Depending upon results from these surveys a program of air-core drilling and/or RC and diamond core drilling will follow up prospective areas.

Each step in the proposed programme will be conducted contingent upon the success of the preceding activity. Auranmore agrees with the proposed exploration program and the justification for it.

Table 19: Proposed Exploration Program Ella’s Rock Nickel-Gold Project

Description
Minimum Subscription (AUD)
Description
Minimum Subscription (AUD)
Maximum Subscription (AUD)
Ella’s Rock Nickel-
Gold Project
Year 1
Year 2
TOTAL
Year 1
Year 2
TOTAL
Geophysical Surveys $100,000
$100,000
$100,000
$100,000
Geophysics
processing
$50,000
$50,000
$50,000
$50,000

Air-core & augur
drilling
$200,000
$250,000
$450,000
$300,000
$300,000
$600,000
RC Drilling $100,000
$200,000
$300,000
$100,000
$500,000
$600,000
Diamond Core Drilling $135,000
$135,000
TOTAL $450,000
$650,000
$900,000
$550,000
$935,000
$1,485,000

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6.0 REFERENCES

ALS Metallurgy, 2020, Metallurgical Testwork conducted upon Crawford Met Sample for Specrez Pty Ltd Report A2100, December 2020, Internal Report

Terrestrial Ecosystems, 2021, Basic Vertebrate Fauna Survey and Risk Assessment Crawford Project, January 2021, Internal Report

T. Zhou, G. N. Phillips, S. Denn & S. Burke (2003) Woodcutters goldfield: Gold in an Archaean granite, Kalgoorlie, Western Australia, Australian Journal of Earth Sciences, 50:4, 553-569, DOI: 10.1046/j.1440-0952.2003.01012.x

The following WAMEX reports, available on the website,

https://geoview.dmp.wa.gov.au/GeoView/?Viewer=GeoVIEW&layerTheme=WAMEX&Module=WAMEX were referred to for this report.

Crawford
Gambier Lass North
Hidden Jewell
Ella's Rock
Crawford
Gambier Lass North
Hidden Jewell
Ella's Rock
A45704 A23141
A46386
A93660
A52587 A37450
A48219
A93663
A69205 A39889
A49340
A94036
A71144 A47444
A52854
A97687
A73510 A58299
A52235
A76480 A60542
A57288
A86116 A61111
A63178
A67171 A68325
A68333
A72345
A90844
A91750
A92686

https://www.kinmining.com.au/wp-content/uploads/2022/02/220215-RIU-Explorers-Presentation.pdf

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7.0 COMPETENT PERSONS STATEMENT

The information in this report that relates to Exploration Results and Mineral Resources is based on information compiled by Richard Maddocks, a Competent Person who is a Fellow of The Australasian Institute of Mining and Metallurgy (No. 111714). Mr. Maddocks is employed as an independent consultant to the Company. Mr. Maddocks 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 as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr. Maddocks 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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Appendix 1: JORC Tables – Leonora Project – Crawford

Section 1 Sampling Techniques and Data - Crawford

Criteria
JORC Code explanation
Commentary
Criteria
JORC Code explanation
Commentary
Sampling
techniques
Nature and quality of sampling (eg cut
channels, random chips, or specific
specialised industry standard
measurement tools appropriate to the
minerals under investigation, such as
down hole gamma sondes, or handheld
XRF instruments, etc). These examples
should not be taken as limiting the broad
meaning of sampling.
Include reference to measures taken to
ensure sample representivity and the
appropriate calibration of any
measurement tools or systems used.
Aspects of the determination of
mineralisation that are Material to the
Public Report.
In cases where ‘industry standard’ work
has been done this would be relatively
simple (eg ‘reverse circulation drilling was
used to obtain 1 m samples from which 3
kg was pulverised to produce a 30 g
charge for fire assay’). In other cases
more explanation may be required, such
as where there is coarse gold that has
inherent sampling problems. Unusual
commodities or mineralisation types (eg
submarine nodules) may warrant
disclosure of detailed information.
• Three generations of sampling from RC drilling
• Goldfields Exploration (GE) drilling sampled each metre using a riffle
splitter attached to the drilling rig.
• Golden State Resources (GSR) drilling sampled each metre using a
riffle splitter attached to the rig. Assaying initially undertaken on 5m
composite samples taken by spear sampling the bulk sample from
each metre. 1m splits from selected intervals were submitted from
intervals of interest based on results of composite sampling.
• Roman Kings (RKG) drilling sampled each metre using a riffle splitter
attached to the rig. Assaying initially undertaken on 5m composite
samples taken by spear sampling the bulk sample from each metre.
1m splits from selected intervals were submitted from intervals of
interest based on results of composite sampling
• Kingwest (KWR) drilling sampled each metre using a riffle splitter
attached to the rig. Every 1m sample was assayed
• Specrez (SPZ) drilling sampled each metre using a riffle splitter
attached to the rig. Every 1m sample was assayed.
Drilling
techniques
Drill type (eg core, reverse circulation,
open-hole hammer, rotary air blast,
auger, Bangka, sonic, etc) and details (eg
core diameter, triple or standard tube,
depth of diamond tails, face-sampling bit
or other type, whether core is oriented
and if so, by what method, etc).
• Reverse circulation percussion drilling
• RAB and Aircore holes were not used in the resource estimation
Drill sample
recovery
Method of recording and assessing core
and chip sample recoveries and results
assessed.
Measures taken to maximise sample
recovery and ensure representative
nature of the samples.
Whether a relationship exists between
sample recovery and grade and whether
sample bias may have occurred due to
preferential loss/gain of fine/coarse
material.
• Sample recoveries noted in ledger including whether wet or dry.
• No substantial variations in recovery noted and no clear variability
based on sample recovery observed
• Some wet samples noted in the latest SPZ drilling but these were not
in mineralised horizons.
Logging Whether core and chip samples have
been geologically and geotechnically
logged to a level of detail to support
appropriate Mineral Resource estimation,
mining studies and metallurgical studies.
Whether logging is qualitative or
quantitative in nature. Core (or costean,
channel, etc) photography.
The total length and percentage of the
relevant intersections logged.
• Geological logging completed on a 1m basis including lithology,
alteration, weathering/oxidation and other key parameters. Both
qualitative and quantitative logging utilised.
• Logging is in sufficient detail to support a MRE
• 100% of all metres drilled has been logged
Sub-sampling
techniques
and sample
preparation
If core, whether cut or sawn and whether
quarter, half or all core taken.
If non-core, whether riffled, tube sampled,
rotary split, etc and whether sampled wet
or dry.
• RC drilling sampled on 1m intervals using riffle splitting
• For GSR and RKG drilling spear sampling used as a “sighter” to
determine mineralised intervals, from which 1m samples were then
submitted for analysis
• Field duplicates collected for both 5m spear samples and 1m split
samples, with good repeatability shown.

Page 55 of 100

For all sample types, the nature, quality
and appropriateness of the sample
preparation technique.
Quality control procedures adopted for all
sub-sampling stages to maximise
representivity of samples.
Measures taken to ensure that the
sampling is representative of the in situ
material collected, including for instance
results for field duplicate/second-half
sampling.
Whether sample sizes are appropriate to
the grain size of the material being
sampled.
• Samples are dried, crushed to 10mm, and then pulverised to 85%
passing 75µm (80% passing 75µm for the historical drilling). This is
considered acceptable for an Archaean gold deposit
• Duplicate field samples are taken approximately every 20th sample
(RKG) or in mineralised zones (KWR, SPZ). These samples are
analysed with the original sample and provide assessment of the
representivity of the sample
• Sample sizes (1.5kg to 3kg) at Crawford are of a sufficient size to
accurately represent the gold mineralisation based on the
mineralisation style, the width and continuity of the intersections, the
sampling methodology and the assay ranges for the gold. Field
duplicates have routinely been collected to ensure monitoring of the
sub- sampling quality. Acceptable precision and accuracy is noted
in the field duplicates
• Laboratory duplicates (sample preparation split) were also
completed roughly every 15th sample to assess the analytical
precision of the laboratory. Acceptable level of repeatability and
precision was noted for the drilling
Quality of
assay data
and
laboratory
tests
The nature, quality and appropriateness
of the assaying and laboratory
procedures used and whether the
technique is considered partial or total.
For geophysical tools, spectrometers,
handheld XRF instruments, etc, the
parameters used in determining the
analysis including instrument make and
model, reading times, calibrations factors
applied and their derivation, etc.
Nature of quality control procedures
adopted (eg standards, blanks,
duplicates, external laboratory checks)
and whether acceptable levels of
accuracy (ie lack of bias) and precision
have been established.
• Goldfields Exploration samples were sent to Genalysis Laboratories
in Kalgoorlie while Newcrest/GSR used Ultratrace Laboratories, both
industry accepted and recognised commercial laboratories. Fire
assays were conducted.
• RKG, KWR and SPZ samples were sent to ALS Laboratories in
Kalgoorlie, an industry accepted and recognised commercial
laboratory
• Assaying was completed by fire assay using a 30g charge (RKG),
50g charge (KWR, SPZ) and AAS finish
• ALS inserted its own standards and blanks and completed its own
QAQC for each batch of samples
• Certified Reference Material (CRM or standards) and blanks were
inserted every 25th (RKG) or 60th (KWR) sample to assess the
assaying accuracy of the external laboratories. Field duplicates
were inserted every 20th sample (RKG) to assess the repeatability
from the field and variability of the gold mineralisation. Laboratory
duplicates were also completed approximately every 15th sample to
assess the precision of assaying. Evaluation of both the resource
definition drilling submitted standards, and the internal laboratory
quality control data, indicates assaying to be accurate and without
significant drift
• Duplicate assaying shows good levels of correlation and no apparent
bias between the duplicate pairs. Field duplicate samples show
acceptable levels of correlation and no relative bias
• Auranmore is satisfied the results are accurate and precise and
suitable for use in this Mineral Resource Estimate
Verification of
sampling and
assaying
The verification of significant intersections
by either independent or alternative
company personnel.
The use of twinned holes.
Documentation of primary data, data
entry procedures, data verification, data
storage (physical and electronic)
protocols.
Discuss any adjustment to assay data.
• Significant intersections verified by independent consultants.
• Infill drilling also confirms pervious drilling, sampling and assaying.
Location of
data points
Accuracy and quality of surveys used to
locate drill holes (collar and down-hole
surveys), trenches, mine workings and
other locations used in Mineral Resource
estimation.
Specification of the grid system used.
Quality and adequacy of topographic
control.
• A DGPS was used to identify the positions of the RKG, KWR and
SPZ collars in the field.
• The datum is used is MGA 1994 Zone 51.
• Relief over the deposit is less than 1 metre.
Data spacing
and
distribution
Data spacing for reporting of Exploration
Results.
Whether the data spacing and distribution
is sufficient to establish the degree of
geological and grade continuity
appropriate for the Mineral Resource and
Ore Reserve estimation procedure(s) and
classifications applied.
Whether sample compositing has been
applied.
• Drilling has been completed on 10m x 15m nominal drill spacing
within the resource area in the oxide zone.
• Drilling within the fresh zone is sporadic at a nominal 40m spacing
• The data spacing is considered sufficient for Mineral Resource
Estimation.
Orientation of
data in
relation to
Whether the orientation of sampling
achieves unbiased sampling of possible
structures and the extent to which this is
known, considering the deposit type.
• Previous drilling has been completed perpendicular to the regional
structural fabric, which is considered the primary mineralised trend.
• SPZ drilling was vertical to intersect the horizontal supergene
perpendicularly.

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geological
structure
If the relationship between the drilling
orientation and the orientation of key
mineralised structures is considered to
have introduced a sampling bias, this
should be assessed and reported if
material.
• No bias is considered to have been introduced based on the drill
orientation and spacing
Sample
security
The measures taken to ensure sample
security.
• Sample security measures are not documented
• RKG and SPZ samples were driven to Kalgoorlie to the assay
laboratory
Audits or
reviews
The results of any audits or reviews of
sampling techniques and data.
• No audits or reviews have taken place

Section 2 Reporting of Exploration Results- Crawford

Criteria
JORC Code explanation
Commentary
Criteria
JORC Code explanation
Commentary
Mineral
tenement and
land tenure
status
Type, reference name/number, location
and ownership including agreements or
material issues with third parties such as
joint ventures, partnerships, overriding
royalties, native title interests, historical
sites, wilderness or national park and
environmental settings.
The security of the tenure held at the time
of reporting along with any known
impediments to obtaining a licence to
operate in the area.
• The Crawford Deposit lies on M37/1202 which is registered to
Cavalier Resources Ltd.
• The tenement has been granted and there are no known
encumbrances or impediments associated with the tenement.
• Other associated tenements include P37/8901, P37/9475, P37/9476,
P37/9447, P37/9448 and P37/9449.
• A miscellaneous licence L37/251 has been applied for to provide
possible direct access from the Laverton Road.
Exploration
done by other
parties
Acknowledgment and appraisal of
exploration by other parties.
• Previous exploration was completed by Goldfields Exploration,
Newcrest, Golden State Resources, Roman Kings, Kingwest
Resources and Specrez Resources.
• Drilling by previous explorers resulted in the identification and
delineation of gold mineralisation associated with broad zones of
intense alteration
• Historic work is of a generally good standard and has been used in
the Mineral Resource Estimate for Crawford.
Geology Deposit type, geological setting and style
of mineralisation.
• The Crawford Deposit is hosted in an intensely altered (sericite‐
fuchsite‐silica‐carbonate‐sulphide) shear zone within the eastern
boundary of the Keith-Kilkenny Tectonic Zone (KKTZ)
• Gold mineralisation is disseminated in the vicinity of the shears and
localized within them. Quartz is present as fine veins, associated
with pyrite, gold, silver, arsenopyrite and minor scheelite in the shear
zone
• Within the weathered zone there has been remobilisation and
depletion of gold resulting in the formation of horizontal supergene
zones of elevated gold mineralisation. This zone is focussed close to
the boundary between fresh and oxidised rock
Drill hole
Information
A summary of all information material to
the understanding of the exploration
results including a tabulation of the
following information for all Material drill
holes:
easting and northing of the drill hole collar
elevation or RL (Reduced Level –
elevation above sea level in metres) of
the drill hole collar
dip and azimuth of the hole
down hole length and intercept depth
hole length
If the exclusion of this information is
justified on the basis that the information
is not Material and this exclusion does
not detract from the understanding of the
report, the Competent Person should
clearly explain why this is the case.
• Sampling information and data is tabulated within this report.
Data
aggregation
methods

In reporting Exploration Results,
weighting averaging techniques,
maximum and/or minimum grade
truncations (eg cutting of high grades)
and cut-off grades are usually Material
and should be stated.
• Reported intercepts are estimated using length weighted techniques
(1m sampling was predominant).
• Cut-off grade of 0.5 g/t over a 2m interval, 2m internal waste
allowed.
• All significant intersections are included in Appendices 5 and 6 of
this report.

Page 57 of 100

Where aggregate intercepts incorporate
short lengths of high grade results and
longer lengths of low grade results, the
procedure used for such aggregation
should be stated and some typical
examples of such aggregations should be
shown in detail.
The assumptions used for any reporting
of metal equivalent values should be
clearly stated.
Relationship
between
Mineralisation
widths and
intercept
lengths
These relationships are particularly
important when reporting exploration
results
If the geometry of the Mineralisation with
respect to the drill hole angle is known,
its nature should be reported
If it is not known and only the down hole
lengths are reported, there should be a
clear statement to this effect (eg ‘down
hole length, true width not
known’).
• Generally the mineralised intervals are close to the true width,
especially so for vertical holes within the oxide zone.
• Oxide mineralisation at Crawford is modelled as horizontal.
Diagrams
Appropriate maps and sections (with
scales) and tabulations of intercepts
should be included for any significant
discovery being reported These should
include, but not be limited to a plan
view of drill hole collar locations and
appropriate sectional views.
• Appropriate diagrams and figures are included in this report.
Balanced
reporting
Where comprehensive reporting of all
Exploration Results is not practicable,
representative reporting of both low and
high grades and/or widths should be
practiced to avoid misleading reporting of
Exploration Results.
• The exploration results have been reported in a manner that
presents them in a balanced context without bias
Other
substantive
exploration
data
Other exploration data, if meaningful and
material, should be reported including
(but not limited to): geological
observations; geophysical survey results;
geochemical survey results; bulk samples
– size and method of treatment;
metallurgical test results; bulk density,
groundwater, geotechnical and rock
characteristics; potential deleterious or
contaminating substances.
• There is no other substantive exploration data or information to
report.
Further work The nature and scale of planned further
work (eg tests for lateral extensions or
depth extensions or large-scale step- out
drilling).
Diagrams clearly highlighting the areas of
possible extensions, including the main
geological interpretations and future
drilling areas, provided this information is
not commercially sensitive.
• Future exploration programs have been presented and documented
within this report. The Competent Person is of the opinion that these
proposed programs are appropriate and are warranted.

Page 58 of 100

Section 3 Reporting of Mineral Resources - Crawford

Criteria
JORC Code explanation
Commentary
Criteria
JORC Code explanation
Commentary
Database
Integrity
Measures taken to ensure that data has
not been corrupted by, for example,
transcription or keying errors, between
its initial collection and its use for Mineral
Resource estimation purposes.
Data validation procedures used.
• Following importation, the data goes through a series of digital and
visual checks for duplication and non-conformity, followed by
manual validation.
• Original drilling records were compared to the equivalent records in
the database. No major discrepancies were found.
Site visits Comment on any site visits undertaken
by the Competent Person and the
outcome of those visits.
If no site visits have been undertaken
indicate why this is the case.
• The competent person visited the site several times between 2018
and 2020. He supervised the drilling programs completed by KWR
and SPZ.
Geological
interpretation

Confidence in (or conversely, the
uncertainty of ) the geological
interpretation of the mineral deposit.
Nature of the data used and of any
assumptions made.
The effect, if any, of alternative
interpretations on Mineral Resource
estimation.
The use of geology in guiding and
controlling Mineral Resource estimation.
The factors affecting continuity both of
grade and geology.
• The confidence in the geological interpretation in the oxide zone is
considered to be high. There is less confidence in the interpretation
within the primary zone
• Geological logging has been used to assist identification of lithology
and mineralisation.
• A model of the lithology and weathering was generated prior to the
mineralisation domain interpretation commencing. The
mineralisation geometry has a very strong relationship with the
lithological interpretation and structure in both the oxide/fresh
mineralisation. For the oxide/fresh mineralisation the weathered
zones become important factors in mineralisation controls and have
been applied to guide the mineralisation zone interpretation.
Dimensions The extent and variability of the Mineral
Resource expressed as length (along
strike or otherwise), plan width, and
depth below surface to the upper and
lower limits of the Mineral Resource.
• The approximate dimensions of the deposit are 1,000m along strike
(N-S), 240m across (W-E). The oxide/fresh mineralisation has been
drilled up to 180m below surface.
Estimation
and
modelling
techniques
The nature and appropriateness of the
estimation technique(s) applied and key
assumptions, including treatment of
extreme grade values, domaining,
interpolation parameters and maximum
distance of extrapolation from data
points. If a computer assisted estimation
method was chosen include a
description of computer software and
parameters used.
The availability of check estimates,
previous estimates and/or mine
production records and whether the
Mineral Resource estimate takes
appropriate account of such data.
The assumptions made regarding
recovery of by-products.
Estimation of deleterious elements or
other non-grade variables of economic
significance (eg sulphur for acid mine
drainage characterisation).
In the case of block model interpolation,
the block size in relation to the average
sample spacing and the search
employed.
Any assumptions behind modelling of
selective mining units.
Any assumptions about correlation
between variables.
Description of how the geological
interpretation was used to control the
resource estimates.
Discussion of basis for using or not using
grade cutting or capping.
• Grade estimation using Ordinary Kriging (OK) was undertaken
using Vulcan software. Detailed statistical and geostatistical
investigations have been completed on the estimation data set (1m
composites).
• One element, Au g/t was estimated using parent cell estimation,
with density being assigned by lithology and oxidation state. One
metre composited data was used to estimate the domains. The
domains were treated as hard boundaries and only informed by
data from the domain. The impact of outliers in the sample
distributions used to inform each domain was reduced by the use of
grade capping. Coefficient of Variation (COV) analysis and log
probability plots were used to determine the grade caps for each
domain.
• A top cut of 10 g/t was used
• A Parent block size was selected at 5mE x 10mN x 2.5mRL, with
sub-blocking down to 1.25 x 1.25 x 1.25.
• Search Pass 1 used a minimum of 10 samples and a maximum of
30 samples in the first pass with an ellipsoid search. Search pass 2
was a minimum of 5 samples and a maximum of 30 samples with
an ellipsoid search.
• A dynamic search strategy was used with the search ellipse
oriented to the semi-variogram model. The first pass was at the
variogram range, with pass 2 expanding the ellipse by factors of 2.
The majority of the Mineral Resource was informed by the first
pass.
• Check estimates for the model using the inverse distance squared
(ID2) interpolation method were completed. The global results are
comparable with the reported OK models with localised differences
as expected.
• No assumption of mining selectivity has been incorporated into the
estimate.
• Only Au was estimated in the Mineral Resource.
• The deposit mineralisation was constrained by wireframes
constructed using a nominal 0.3g/t Au cut-off grade.

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The process of validation, the checking
process used, the comparison of model
data to drill hole data, and use of
reconciliation data if available.
• Validation checks included. Visual validation of grade trends for
gold along the drill sections was completed and trend plots
comparing drill sample grades and model grades for northings,
eastings and elevation were completed. These checks show
reasonable correlation between estimated block grades and drill
sample grades.
• No reconciliation data is available as no mining has taken place.
Moisture Whether the tonnages are estimated on
a dry basis or with natural moisture, and
the method of determination of the
moisture content
• Tonnages have been estimated on a dry in situ basis. No moisture
values were reviewed.
Cut-off
parameters
The basis of the adopted cut-off grade(s)
or quality parameters applied.
• The cut-off grade of 0.5g/t for the stated Mineral Resource estimate
is determined from economic parameters and reflects the current
and anticipated open cut mining practices.
Mining
factors or
assumptions
Assumptions made regarding possible
mining methods, minimum mining
dimensions and internal (or, if applicable,
external) mining dilution. It is always
necessary as part of the process of
determining reasonable prospects for
eventual economic extraction to consider
potential mining methods, but the
assumptions made regarding mining
methods and parameters when
estimating Mineral Resources may not
always be rigorous. Where this is the
case, this should be reported with an
explanation of the basis of the mining
assumptions made
• No mining factors or assumptions have been incorporated into the
model
Metallurgical
factors or
assumptions

The basis for assumptions or predictions
regarding metallurgical amenability. It is
always necessary as part of the process
of determining reasonable prospects for
eventual economic extraction to consider
potential metallurgical methods, but the
assumptions regarding metallurgical
treatment processes and parameters
made when reporting Mineral Resources
may not always be rigorous. Where this
is the case, this should be reported with
an explanation of the basis of the
metallurgical assumptions made
• Preliminary metallurgical analysis of oxide mineralisation indicates
high gold recoveries with low reagent consumption.
Environmenta
l factors or
assumptions
Assumptions made regarding possible
waste and process residue disposal
options. It is always necessary as part of
the process of determining reasonable
prospects for eventual economic
extraction to consider the potential
environmental impacts of the mining and
processing operation. While at this stage
the determination of potential
environmental impacts, particularly for a
greenfields project, may not always be
well advanced, the status of early
consideration of these potential
environmental impacts should be
reported. Where these aspects have not
been considered this should be reported
with an explanation of the environmental
assumptions made.
• No assumptions have been made regarding environmental factors.
Bulk density
Whether assumed or determined. If
assumed, the basis for the assumptions.
If determined, the method used, whether
wet or dry, the frequency of the
measurements, the nature, size and
representativeness of the samples.
The bulk density for bulk material must
have been measured by methods that
adequately account for void spaces
(vugs, porosity, etc), moisture and
differences between rock and alteration
zones within the deposit.
• No bulk density measurements exist for the deposit
• Density values have been assumed based on similar deposits in
the Western Australia Goldfields.
• Densities used are 1.8 for oxide, 2.3 for transitional and 2.7 for
fresh.

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==> picture [74 x 63] intentionally omitted <==

==> picture [263 x 63] intentionally omitted <==

Discuss assumptions for bulk density estimates used in the evaluation process of the different materials.

Classification The basis for the classification of the
Mineral Resources into varying
confidence categories.
Whether appropriate account has been
taken of all relevant factors (ie relative
confidence in tonnage/grade
estimations, reliability of input data,
confidence in continuity of geology and
metal values, quality, quantity and
distribution of the data).
Whether the result appropriately reflects
the Competent Person’s view of the
deposit.
• The Mineral Resource estimate is reported here in compliance with
the 2012 Edition of the ‘Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves’ by the
Joint Ore Reserves Committee (JORC). The resource was
classified as an Indicated and Inferred Mineral Resource based on
data quality, sample spacing, and lode continuity.
• The input data is comprehensive in its coverage of the
mineralisation and does not favour or misrepresent in-situ
mineralisation. The definition of oxide mineralised zones is based
on high level geological understanding producing a robust model of
mineralised domains. This model has been confirmed by infill
drilling which supported the interpretation. Validation of the block
model shows good correlation of the input data to the estimated
grades
• The Mineral Resource estimate appropriately reflects the view of
the Competent Person.
Audits or
reviews

The results of any audits or reviews of
Mineral Resource estimates.
• No audits or review of the Mineral Resource estimate has been
conducted.
Discussion of
relative
accuracy/
confidence
Where appropriate a statement of the
relative accuracy and confidence level in
the Mineral Resource estimate using an
approach or procedure deemed
appropriate by the Competent Person.
For example, the application of statistical
or geostatistical procedures to quantify
the relative accuracy of the resource
within stated confidence limits, or, if such
an approach is not deemed appropriate,
a qualitative discussion of the factors
that could affect the relative accuracy
and confidence of the estimate.
The statement should specify whether it
relates to global or local estimates, and,
if local, state the relevant tonnages,
which should be relevant to technical
and economic evaluation.
Documentation should include
assumptions made and the procedures
used.
These statements of relative accuracy
and confidence of the estimate should
be compared with production data,
where available.
• The mineralisation geometry and continuity has been adequately
interpreted to reflect the level of Indicated and Inferred Mineral
Resource.
• The data quality is good and the drill holes have detailed logs
produced by qualified geologists. A recognized laboratory has been
used for all analyses.
• The Mineral Resource statement relates to global estimates of
tonnes and grade.
• The deposits have not, and are not currently being mined.

Page 61 of 100

Appendix 2: JORC Tables – Leonora Project - Gambier Lass North

Section 1 Sampling Techniques and Data – Gambier Lass North

Criteria
JORC Code explanation
Commentary
Criteria
JORC Code explanation
Commentary
Sampling
techniques
Nature and quality of sampling (eg cut
channels, random chips, or specific
specialised industry standard
measurement tools appropriate to the
minerals under investigation, such as
down hole gamma sondes, or handheld
XRF instruments, etc). These examples
should not be taken as limiting the broad
meaning of sampling.
Include reference to measures taken to
ensure sample representivity and the
appropriate calibration of any
measurement tools or systems used.
Aspects of the determination of
mineralisation that are Material to the
Public Report.
In cases where ‘industry standard’ work
has been done this would be relatively
simple (eg ‘reverse circulation drilling was
used to obtain 1 m samples from which 3
kg was pulverised to produce a 30 g
charge for fire assay’). In other cases
more explanation may be required, such
as where there is coarse gold that has
inherent sampling problems. Unusual
commodities or mineralisation types (eg
submarine nodules) may warrant
disclosure of detailed information.
• North Ltd sampled RAB holes over 2m intevals .
• Golden State Resources RAB samples were collected each metre
from a cyclone attached to the drilling rig and placed in rows of 10
samples on the ground. Individual piles were channel sampled and
composited over a five metre interval to a 3 kg sample
• Golden State air-core samples were collected as 5m composites
• Kingwest samples were taken on 1m intervals after passing through
a rig-mounted cyclone and riffle splitter.
• Sons of Gwalia AC holes were sampled on 3m intervals
Drilling
techniques
Drill type (eg core, reverse circulation,
open-hole hammer, rotary air blast,
auger, Bangka, sonic, etc) and details (eg
core diameter, triple or standard tube,
depth of diamond tails, face-sampling bit
or other type, whether core is oriented
and if so, by what method, etc).
• North Ltd drilled RAB holes
• Golden State Resources drilled RAB, RC and air-core holes
• Kingwest drilled RC holes 125mm in diameter
• Sons of Gwalia drilled aircore and RAB
• Chevron drilled RAB holes
• Geopeko drilled RAB holes
Drill sample
recovery
Method of recording and assessing core
and chip sample recoveries and results
assessed.
Measures taken to maximise sample
recovery and ensure representative
nature of the samples.
Whether a relationship exists between
sample recovery and grade and whether
sample bias may have occurred due to
preferential loss/gain of fine/coarse
material.
• North and Golden State drill sample recovery has not been
documented
• Kingwest RC drill recovery was generally very good. No bias is
considered to have been introduced.
• Sons of Gwalia, Geopeko recovery has not been documented
Logging Whether core and chip samples have
been geologically and geotechnically
logged to a level of detail to support
appropriate Mineral Resource estimation,
mining studies and metallurgical studies.
Whether logging is qualitative or
quantitative in nature. Core (or costean,
channel, etc) photography.
The total length and percentage of the
relevant intersections logged.
• Holes have been geologically logged. Logging is generally qualitative
in nature.

Page 62 of 100

Sub-sampling
techniques
and sample
preparation
If core, whether cut or sawn and whether
quarter, half or all core taken.
If non-core, whether riffled, tube sampled,
rotary split, etc and whether sampled wet
or dry.
For all sample types, the nature, quality
and appropriateness of the sample
preparation technique.
Quality control procedures adopted for all
sub-sampling stages to maximise
representivity of samples.
Measures taken to ensure that the
sampling is representative of the in situ
material collected, including for instance
results for field duplicate/second-half
sampling.
Whether sample sizes are appropriate to
the grain size of the material being
sampled.
• Sub-sampling techniques for North drilling has not been documented
• Golden State Resources RAB samples were collected each metre
from a cyclone attached to the drilling rig, and placed in rows of 10
samples on the ground. Individual piles were channel sampled and
composited over a five metre interval to a 3 kg sample
• Kingwest samples were split on the rig mounted splitter to about 3-
5kg in weight on 1m intervals
• Sample prep has not been documented for Sons of Gwalia, Chevron
or Geopeko drilling
Quality of
assay data
and
laboratory
tests
The nature, quality and appropriateness
of the assaying and laboratory
procedures used and whether the
technique is considered partial or total.
For geophysical tools, spectrometers,
handheld XRF instruments, etc, the
parameters used in determining the
analysis including instrument make and
model, reading times, calibrations factors
applied and their derivation, etc.
Nature of quality control procedures
adopted (eg standards, blanks,
duplicates, external laboratory checks)
and whether acceptable levels of
accuracy (ie lack of bias) and precision
have been established.
• North Ltd samples were taken over 2m with 4m composites sent to
Genalysis, Perth to be analysed for Au by method B/ETA and Cu, Pb
and Zn by method B/AAS. One in twenty samples were duplicated
• Golden State RAB samples were assayed at either the Genalysis
laboratory in Kalgoorlie for sample drying and pulp preparation with
pulps analysed at Genalysis' Maddington laboratory for analysis for
gold, nickel, copper, zinc and arsenic or the Ultratrace laboratory in
Canning Vale for sample drying and pulp preparation, and analysis
for gold, nickel, copper, zinc, arsenic, antimony and bismuth
• Golden State air-core samples were collected as 5m composites and
sent to Ultratrace Laboratory in Perth for assay. Selected one
intervals were also assayed. The Ultra Trace sample preparation
technique was: Oven dry for 12 hours Whole sample subjected to
single stage mix and grind in ring mill (chromium steel) to 90% <75
micron. For analysis 50 g of a split sample was digested in Aqua
Regia, solvent extracted, then ICP-MS finish detection.
• Kingwest RC samples were assayed at ALS Kalgoorlie by fire assay
with 30g charge. Standards were inserted every 30 samples.
• Sons of Gwalia samples were assayed ay Amdel or Ultratrace
laboratories
Verification of
sampling and
assaying
The verification of significant intersections
by either independent or alternative
company personnel.
The use of twinned holes.
Documentation of primary data, data
entry procedures, data verification, data
storage (physical and electronic)
protocols.
Discuss any adjustment to assay data.
• Intersections have been verified through original exploration reports
submitted to the government agencies.
• No twinned holes were drilled
• No adjustments have been made to assay data.
Location of
data points
Accuracy and quality of surveys used to
locate drill holes (collar and down-hole
surveys), trenches, mine workings and
other locations used in Mineral Resource
estimation.
Specification of the grid system used.
Quality and adequacy of topographic
control.
• Kingwest RC holes have been surveyed by differential GPS
• North Ltd RAB holes were surveyed by hand held Garmin GPS
• Surveying method of Golden State Resources or DSons of Gwalia
holes is not known
Data spacing
and
distribution
Data spacing for reporting of Exploration
Results.
Whether the data spacing and distribution
is sufficient to establish the degree of
geological and grade continuity
appropriate for the Mineral Resource and
Ore Reserve estimation procedure(s) and
classifications applied.
Whether sample compositing has been
applied.
• Drilling has been spaced at m to m along strike on the main Gambier
Lass trend.
• Drilling density is not sufficient for estimation of Mineral Resources
Orientation of
data in
relation to
geological
structure
Whether the orientation of sampling
achieves unbiased sampling of possible
structures and the extent to which this is
known, considering the deposit type.
If the relationship between the drilling
orientation and the orientation of key
mineralised structures is considered to
have introduced a sampling bias, this
should be assessed and reported if
material.
• The interpreted mineralisation orientation within the Gambier Lass
North Project varies from horizontal supergene to sub-vertical
primary lodes.
• All drill intersections have been reported as downhole lengths and
widths

Page 63 of 100

Sample
security
The measures taken to ensure sample
security.
• Sample security measures have not been documented
Audits or
reviews
The results of any audits or reviews of
sampling techniques and data
• No audits or reviews have been conducted

Section 2 Reporting of Exploration Results- Gambier Lass North

Criteria
JORC Code explanation
Commentary
Criteria
JORC Code explanation
Commentary
Mineral
tenement and
land tenure
status
Type, reference name/number, location
and ownership including agreements or
material issues with third parties such as
joint ventures, partnerships, overriding
royalties, native title interests, historical
sites, wilderness or national park and
environmental settings.
The security of the tenure held at the time
of reporting along with any known
impediments to obtaining a licence to
operate in the area.
• The Gambier Lass North Project consists of tenements E37/893,
E37/1421, E37/1422, E37/1423 and E37/1424.
• E37/893 is registered to Cavalier Resources Ltd (100%). The
remaining exploration licenses are registered to Maximal
Investments Pty Ltd (100%)
• The tenements have all been granted and there are no known
encumbrances or impediments associated with the tenement..
Exploration
done by other
parties
Acknowledgment and appraisal of
exploration by other parties.
• Previous exploration was completed by North Ltd, Sons of Gwalia,
Chevron, Geopeko, Golden State Resources and Kingwest
Resources
• Drilling by previous explorers resulted in the identification and
delineation of gold mineralisation associated with broad zones of
intense alteration
Geology Deposit type, geological setting and style
of mineralisation.
• Gambier Lass North consists of narrow, steeply dipping quartz lodes
with a sedimentary sequence. Supergene mineralisation is found in
the oxide zone
• The project is predominantly located with the Pig Well graben, a
sedimentary basin located between the main Mertondale and Keith-
Kilkenny shear zones.
Drill hole
Information
A summary of all information material to
the understanding of the exploration
results including a tabulation of the
following information for all Material drill
holes:
o easting and northing of the drill hole
collar
o elevation or RL (Reduced Level –
elevation above sea level in
o metres) of the drill hole collar
o dip and azimuth of hole
o down hole length and interception
depth
o hole length
If the exclusion of this information is
justified on the basis that the information
is not Material and this exclusion does
not detract from the understanding of the
report, the Competent Person should
clearly explain why this is the case
• All drillholes information is tabulated within the report
Data
aggregation
methods

In reporting Exploration Results,
weighting averaging techniques,
maximum and/or minimum grade
truncations (eg cutting of high grades)
and cut-off grades are usually Material
and should be stated.
Where aggregate intercepts incorporate
short lengths of high grade results and
longer lengths of low grade results, the
procedure used for such aggregation
should be stated and some typical
examples of such aggregations should be
shown in detail.
The assumptions used for any reporting
of metal equivalent values should be
clearly stated.
• Reported drill intersections are reported as downhole widths
• Intersections are length-weighted with a 0.3g/t cut-off grade and a
maximum of 2m of internal dilution

Page 64 of 100

Relationship
between
mineralisation
widths and
intercept
lengths
These relationships are particularly
important in the reporting of Exploration
Results
If the geometry of the mineralisation with
respect to the drill hole angle is known,
its nature should be reported.
If it is not known and only the down hole
lengths are reported, there should be a
clear statement to this effect (eg ‘down
hole length, true width not known’).
• The mineralisation is interpreted to vary from horizontal (oxide
supergene) to vertical (primary lodes). Given the early stage of
exploration the true width of mineralisation has not been estimated
• Downhole lengths have been reported
Diagrams
Appropriate maps and sections (with
scales) and tabulations of intercepts
should be included for any significant
discovery being reported These should
include, but not be limited to a plan view
of drill hole collar locations and
appropriate sectional views.
• Relevant diagrams have been included in the report.
Balanced
Reporting
Where comprehensive reporting of all
Exploration Results is not practicable,
representative reporting of both low and
high grades and/or widths should be
practiced to avoid misleading reporting of
Exploration Results.
• Auranmore considers the report to present a balanced opinion of the
exploration results for the Gambier Lass North Project
Other
substantive
exploration
data
Other exploration data, if meaningful and
material, should be reported including
(but not limited to): geological
observations; geophysical survey results;
geochemical survey results; bulk samples
– size and method of treatment;
metallurgical test results; bulk density,
groundwater, geotechnical and rock
characteristics; potential deleterious or
contaminating substances.
• There is no other material substantive exploration data or information
Further work The nature and scale of planned further
work (eg tests for lateral extensions or
depth extensions or large-scale step-out
drilling).
Diagrams clearly highlighting the areas of
possible extensions, including the main
geological interpretations and future
drilling areas, provided this information is
not commercially sensitive.
• Exploration programs and budgets have been included in the report.

Page 65 of 100

Appendix 3: JORC Tables – Hidden Jewel Project

Section 1 Sampling Techniques and Data – Hidden Jewel

Criteria
JORC Code explanation
Commentary
Criteria
JORC Code explanation
Commentary
Sampling
techniques
Nature and quality of sampling (eg cut
channels, random chips, or specific
specialised industry standard
measurement tools appropriate to the
minerals under investigation, such as
down hole gamma sondes, or handheld
XRF instruments, etc). These examples
should not be taken as limiting the broad
meaning of sampling.
Include reference to measures taken to
ensure sample representivity and the
appropriate calibration of any
measurement tools or systems used.
Aspects of the determination of
mineralisation that are Material to the
Public Report.
In cases where ‘industry standard’ work
has been done this would be relatively
simple (eg ‘reverse circulation drilling was
used to obtain 1 m samples from which 3
kg was pulverised to produce a 30 g
charge for fire assay’). In other cases
more explanation may be required, such
as where there is coarse gold that has
inherent sampling problems. Unusual
commodities or mineralisation types (eg
submarine nodules) may warrant
disclosure of detailed information.
• Centaur Mining and Exploration sampled RAB holes on 4m intervals
by quartering the drill spoil piles
• Centaur RC holes were sampled on 1m intervals trough rig mounted
cyclone. Samples were composited into 2m to 4m intervals
• AurionGold Auger holes were drilled to 0.5m to 2m vertical depth.
Drilling
techniques
Drill type (eg core, reverse circulation,
open-hole hammer, rotary air blast,
auger, Bangka, sonic, etc) and details (eg
core diameter, triple or standard tube,
depth of diamond tails, face-sampling bit
or other type, whether core is oriented
and if so, by what method, etc).
• Centaur drilled RC and air-core on E24/232
• AurionGold conducted an auger drilling program across E24/232
Drill sample
recovery
Method of recording and assessing core
and chip sample recoveries and results
assessed.
Measures taken to maximise sample
recovery and ensure representative
nature of the samples.
Whether a relationship exists between
sample recovery and grade and whether
sample bias may have occurred due to
preferential loss/gain of fine/coarse
material.
• Drill sample recovery has not been documented
Logging Whether core and chip samples have
been geologically and geotechnically
logged to a level of detail to support
appropriate Mineral Resource estimation,
mining studies and metallurgical studies.
Whether logging is qualitative or
quantitative in nature. Core (or costean,
channel, etc) photography.
The total length and percentage of the
relevant intersections logged.
• Holes have been geologically logged. Logging is generally qualitative
in nature.

Page 66 of 100

Sub-sampling
techniques
and sample
preparation
If core, whether cut or sawn and whether
quarter, half or all core taken.
If non-core, whether riffled, tube sampled,
rotary split, etc and whether sampled wet
or dry.
For all sample types, the nature, quality
and appropriateness of the sample
preparation technique.
Quality control procedures adopted for all
sub-sampling stages to maximise
representivity of samples.
Measures taken to ensure that the
sampling is representative of the in situ
material collected, including for instance
results for field duplicate/second-half
sampling.
Whether sample sizes are appropriate to
the grain size of the material being
sampled
• Centaur RAB samples were pulverized to 75 microns and a 400-500
split taken.
• Centaur RC samples pulverized to 75 microns and a 400-500 split
taken.
Quality of
assay data
and
laboratory
tests
The nature, quality and appropriateness
of the assaying and laboratory
procedures used and whether the
technique is considered partial or total.
For geophysical tools, spectrometers,
handheld XRF instruments, etc, the
parameters used in determining the
analysis including instrument make and
model, reading times, calibrations factors
applied and their derivation, etc.
Nature of quality control procedures
adopted (eg standards, blanks,
duplicates, external laboratory checks)
and whether acceptable levels of
accuracy (ie lack of bias) and precision
have been established.
• Centaur RAB samples were assayed at Minlabs with a 40g charge
using an aqua regia digest
• Centaur RC samples were assayed at AAL using a 40g aqua regia
digest will selected samples fire assayed.
• Auger hole samples were submitted to Genalysis for graphite
furnace atomic absorption spectometric analysis to 1ppb detection
limit for Au, and atomic absorption spectroscopic analysis (B/AAS)
for arsenic to 10ppm.
Verification of
sampling and
assaying
The verification of significant intersections
by either independent or alternative
company personnel.
The use of twinned holes.
Documentation of primary data, data
entry procedures, data verification, data
storage (physical and electronic)
protocols.
Discuss any adjustment to assay data.
• Assays have been verified against exploration reports submitted to
the relevant government departments (WAMEX reports and data)
• No twinned holes were drilled
• No adjustments have been made to assay data.
Location of data
Accuracy and quality of surveys used to
locate drill holes (collar and down-hole
surveys), trenches, mine workings and
other locations used in Mineral Resource
estimation.
Specification of the grid system used.
Quality and adequacy of topographic
control.
• Surveying methods of drill collars is not known
points
Data spacing
and
distribution
Data spacing for reporting of Exploration
Results.
Whether the data spacing and distribution
is sufficient to establish the degree of
geological and grade continuity
appropriate for the Mineral Resource and
Ore Reserve estimation procedure(s) and
classifications applied.
Whether sample compositing has been
applied.
• Drill spacing is erratic as drilling occurred on road and fence lines.
• Auger samples were taken on 400m spaced lines NS with 100m
between samples along lines
• No compositing has been applied
• There is insufficient data to estimate Mineral Resources
Orientation of
data in
relation to
geological
structure
Whether the orientation of sampling
achieves unbiased sampling of possible
structures and the extent to which this is
known, considering the deposit type.
If the relationship between the drilling
orientation and the orientation of key
mineralised structures is considered to
have introduced a sampling bias, this
should be assessed and reported if
material.

• There is insufficient data to establish orientation of mineralisation
• Intercepts have been reported as down hole lengths
Sample
security
The measures taken to ensure sample
security.
• Security measures are not documented

Page 67 of 100

  • Audits orThe results of any audits or reviews of • There are no audits or reviews reviews sampling techniques and data.

Section 2 Reporting of Exploration Results- Hidden Jewel

Criteria
JORC Code explanation
Commentary
Criteria
JORC Code explanation
Commentary
Mineral
tenement and
land tenure
status
Type, reference name/number, location
and ownership including agreements or
material issues with third parties such as
joint ventures, partnerships, overriding
royalties, native title interests, historical
sites, wilderness or national park and
environmental settings.
The security of the tenure held at the time
of reporting along with any known
impediments to obtaining a licence to
operate in the area.
• The Hidden Jewel Nickel-Gold Project consists of two tenements
E24/232 and P24/5568 registered in the name of Cavalier
Resources Ltd.
• Both tenements are in the application stage and are yet to be
granted.
Exploration
done by other
parties
Acknowledgment and appraisal of
exploration by other parties.
• Prevjous exploration has been conducted by Centaur Mining and
Exploration and AurionGold.
• Some RC and RAB drilling was completed followed by an auger
sampling program over E24/232
Geology Deposit type, geological setting and style
of mineralisation.
• Tenement E24/232 overlies the Scotia granodiorite (also known as
the Golden Cities Ganodiorite) and is under transported (alluvial)
cover in the central and southern part. There is an east-west
continuous structure evidenced by TMI (total magnetic intensity)
imaging which are interpreted as late mafic dykes crossing the entire
tenement. This does not outcrop.
• The tenement overlies a vast drainage area trending NW-SE,
bordered at the northern edge by a granodiorite plateau breakaway
that forms an almost continuous outcrop and to the west and east by
parallel NW-SE trending mafic ridges. The granodiorite plateau to
the north stands about 10m above the surrounding areas and is
outlined by a continuous breakaway marked on the satellite image
by a pallid colour given by altered (kaolinised) feldspars. In the field,
the granodiorite, though strongly weathered is easily recognised due
to the well preserved texture. Quartz phenocrysts are the only
minerals preserved intact in the breakaway outcrop. Above the
breakaway, on top of the plateau, the granodiorite is exposed in
subcrops where it is often altered to ferruginous lateritic crust,
calcrete, silica cap rock and iron duricrust. Coarse lithic (feldspathic)
sand is present in patches.
Drill hole
Information
A summary of all information material to
the understanding of the exploration
results including a tabulation of the
following information for all Material drill
holes:
o easting and northing of the drill hole
collar
o elevation or RL (Reduced Level –
elevation above sea level in
o metres) of the drill hole collar
o dip and azimuth of hole
o down hole length and interception
depth
o hole length
If the exclusion of this information is
justified on the basis that the information
is not Material and this exclusion does
not detract from the understanding of the
report, the Competent Person should
clearly explain why this is the case
• This is tabulated within this report
Data
aggregation
methods

In reporting Exploration Results,
weighting averaging techniques,
maximum and/or minimum grade
truncations (eg cutting of high grades)
and cut-off grades are usually Material
and should be stated.
• Drill results are as length weighted intervals.
• A cut-off of 0.1g/t Au has been applied

Page 68 of 100

Where aggregate intercepts incorporate
short lengths of high grade results and
longer lengths of low grade results, the
procedure used for such aggregation
should be stated and some typical
examples of such aggregations should be
shown in detail.
The assumptions used for any reporting
of metal equivalent values should be
clearly stated.
Relationship
between
mineralisation
widths and
intercept
lengths
These relationships are particularly
important in the reporting of Exploration
Results
If the geometry of the mineralisation with
respect to the drill hole angle is known,
its nature should be reported.
If it is not known and only the down hole
lengths are reported, there should be a
clear statement to this effect (eg ‘down
hole length, true width not known’).
• Exploration is at an early stage with orientation of mineralisation not
yet established.
• Intercepts are reported as down hole lengths
Diagrams
Appropriate maps and sections (with
scales) and tabulations of intercepts
should be included for any significant
discovery being reported These should
include, but not be limited to a plan view
of drill hole collar locations and
appropriate sectional views.
• Appropriate diagrams and figures are included in the body of this
report.
Balanced
Reporting
Where comprehensive reporting of all
Exploration Results is not practicable,
representative reporting of both low and
high grades and/or widths should be
practiced to avoid misleading reporting of
Exploration Results.
• The exploration results have been reported in a manner that
presents them in a balanced context without bias
Other
substantive
exploration
data
Other exploration data, if meaningful and
material, should be reported including
(but not limited to): geological
observations; geophysical survey results;
geochemical survey results; bulk samples
– size and method of treatment;
metallurgical test results; bulk density,
groundwater, geotechnical and rock
characteristics; potential deleterious or
contaminating substances.
• There is no other substantive exploration data or information to
report.
Further work The nature and scale of planned further
work (eg tests for lateral extensions or
depth extensions or large-scale step-out
drilling).
Diagrams clearly highlighting the areas of
possible extensions, including the main
geological interpretations and future
drilling areas, provided this information is
not commercially sensitive.
• Future exploration programs have been presented and documented
within this report. The Competent Person is of the opinion that these
proposed programs are appropriate and are warranted. Previous
exploration has provided sufficient information and data to suggest
there is potential for the Hidden Jewel Nickel-Gold Project to host
gold mineralisation as outlined within this report.

Page 69 of 100

Appendix 4: JORC Tables – Ella’s Rocks Project

Section 1 Sampling Techniques and Data – Ella’s Rock

Criteria
JORC Code explanation
Commentary
Criteria
JORC Code explanation
Commentary
Sampling
techniques
Nature and quality of sampling (eg cut
channels, random chips, or specific
specialised industry standard
measurement tools appropriate to the
minerals under investigation, such as
down hole gamma sondes, or handheld
XRF instruments, etc). These examples
should not be taken as limiting the broad
meaning of sampling.
Include reference to measures taken to
ensure sample representivity and the
appropriate calibration of any
measurement tools or systems used.
Aspects of the determination of
mineralisation that are Material to the
Public Report.
In cases where ‘industry standard’ work
has been done this would be relatively
simple (eg ‘reverse circulation drilling was
used to obtain 1 m samples from which 3
kg was pulverised to produce a 30 g
charge for fire assay’). In other cases
more explanation may be required, such
as where there is coarse gold that has
inherent sampling problems. Unusual
commodities or mineralisation types (eg
submarine nodules) may warrant
disclosure of detailed information.
• Soil samples taken at 10-25 cm below the surface after scraping the
10 cm soil surface layer away to eliminate loose organic matter,
debris, and any possible contamination.
• Samples weighed about 250 to 350 grams
Drilling
techniques
Drill type (eg core, reverse circulation,
open-hole hammer, rotary air blast,
auger, Bangka, sonic, etc) and details (eg
core diameter, triple or standard tube,
depth of diamond tails, face-sampling bit
or other type, whether core is oriented
and if so, by what method, etc).
• No drilling has been conducted
Drill sample
recovery
Method of recording and assessing core
and chip sample recoveries and results
assessed.
Measures taken to maximise sample
recovery and ensure representative
nature of the samples.
Whether a relationship exists between
sample recovery and grade and whether
sample bias may have occurred due to
preferential loss/gain of fine/coarse
material.
• No drilling has been conducted
Logging Whether core and chip samples have
been geologically and geotechnically
logged to a level of detail to support
appropriate Mineral Resource estimation,
mining studies and metallurgical studies.
Whether logging is qualitative or
quantitative in nature. Core (or costean,
channel, etc) photography.
The total length and percentage of the
relevant intersections logged.
• Soil samples were not geologically logged

Page 70 of 100

Sub-sampling
techniques
and sample
preparation
If core, whether cut or sawn and whether
quarter, half or all core taken.
If non-core, whether riffled, tube sampled,
rotary split, etc and whether sampled wet
or dry.
For all sample types, the nature, quality
and appropriateness of the sample
preparation technique.
Quality control procedures adopted for all
sub-sampling stages to maximise
representivity of samples.
Measures taken to ensure that the
sampling is representative of the in situ
material collected, including for instance
results for field duplicate/second-half
sampling.
Whether sample sizes are appropriate to
the grain size of the material being
sampled.
• Soil samples were collected at 10-25 cm below the surface after
scraping the 10 cm soil surface layer away to eliminate loose organic
matter, debris, and any possible contamination.
• Samples weighed about 250 to 350 grams
Quality of
assay data
and
laboratory
tests
The nature, quality and appropriateness
of the assaying and laboratory
procedures used and whether the
technique is considered partial or total.
For geophysical tools, spectrometers,
handheld XRF instruments, etc, the
parameters used in determining the
analysis including instrument make and
model, reading times, calibrations factors
applied and their derivation, etc.
Nature of quality control procedures
adopted (eg standards, blanks,
duplicates, external laboratory checks)
and whether acceptable levels of
accuracy (ie lack of bias) and precision
have been established.
• SGS Australia Pty Ltd in Perth analyzed soil samples for mobile
metal ions (MMI) of 47 elements.
• 6 samples were analysed by portable XRF
Verification of
sampling and
assaying
The verification of significant intersections
by either independent or alternative
company personnel.
The use of twinned holes.
Documentation of primary data, data
entry procedures, data verification, data
storage (physical and electronic)
protocols.
Discuss any adjustment to assay data.
• No verification of data has been conducted
• No twinned holes were drilled
• No adjustments have been made to assay data.
Location of
data points
Accuracy and quality of surveys used to
locate drill holes (collar and down-hole
surveys), trenches, mine workings and
other locations used in Mineral Resource
estimation.
Specification of the grid system used.
Quality and adequacy of topographic
control.
• Sample locations have been surveyed by hand-held GPS
Data spacing
and
distribution
Data spacing for reporting of Exploration
Results.
Whether the data spacing and distribution
is sufficient to establish the degree of
geological and grade continuity
appropriate for the Mineral Resource and
Ore Reserve estimation procedure(s) and
classifications applied.
Whether sample compositing has been
applied.
• Samples were collected along lines at 40m spacing
• No compositing has been applied
• There is insufficient data to estimate Mineral Resources
Orientation of
data in
relation to
geological
structure
Whether the orientation of sampling
achieves unbiased sampling of possible
structures and the extent to which this is
known, considering the deposit type.
If the relationship between the drilling
orientation and the orientation of key
mineralised structures is considered to
have introduced a sampling bias, this
should be assessed and reported if
material.
• Soil samples have not been taken with any knowledge of potential
mineralisation orientation
Sample
security
The measures taken to ensure sample
security.
• Security measures are not documented

Page 71 of 100

Audits or
reviews
The results of any audits or reviews of
sampling techniques and data.
• There are no audits or reviews

Section 2 Reporting of Exploration Results- Ella’s Rock

Criteria
JORC Code explanation
Commentary
Criteria
JORC Code explanation
Commentary
Mineral
tenement and
land tenure
status
Type, reference name/number, location
and ownership including agreements or
material issues with third parties such as
joint ventures, partnerships, overriding
royalties, native title interests, historical
sites, wilderness or national park and
environmental settings.
The security of the tenure held at the time
of reporting along with any known
impediments to obtaining a licence to
operate in the area.
• The Forrestania Project consists of three tenements, E74/662 is
granted and E74/717 and E74/718 are in the application process
Exploration
done by other
parties
Acknowledgment and appraisal of
exploration by other parties.
• Previous exploration has been conducted Temby Resources Ltd in
2011-12 and consisted of soil sampling programs
Geology Deposit type, geological setting and style
of mineralisation.
• The project covers an area clos to the eastern edge of the Archaean
aged Forrestania Greenstone Belt (FGB) and the granitoid rocks.
The FGB, a southern extension of the Southern Cross Greenstone
Belt, is one of the greenstone belts of the Yilgarn craton are major
sequences of basic to ultramafic rocks with varying levels of
entrained sedimentary rocks laid down semi-contemporaneously.
The project area is made of predominantly of granitoid rocks but with
the potential for greenstones along the edges and between granitic
plutons.
• The FGB is constrained on both sides by granitoid rocks that
developed during the late Archaean / Proterozoic and form the
western and eastern boundaries to the FGB. During the period of
granite emplacement significant alteration, folding and faulting
occurred within the FGB. The most significant alteration to the
greenstone “stack” of mafics, ultramafics, and sediments was the
formation of a major synclinal structure; this feature dominates the
structural geology of the region.
Drill hole
Information

A summary of all information material to
the understanding of the exploration
results including a tabulation of the
following information for all Material drill
holes:
o easting and northing of the drill hole
collar
o elevation or RL (Reduced Level –
elevation above sea level in
o metres) of the drill hole collar
o dip and azimuth of hole
o down hole length and interception
depth
o hole length
If the exclusion of this information is
justified on the basis that the information
is not Material and this exclusion does
not detract from the understanding of the
report, the Competent Person should
clearly explain why this is the case
• No drilling was completed
• No significant results were reported in the soil sampling so this
information is regarded as non-material
Data
aggregation
methods

In reporting Exploration Results,
weighting averaging techniques,
maximum and/or minimum grade
truncations (eg cutting of high grades)
and cut-off grades are usually Material
and should be stated.
Where aggregate intercepts incorporate
short lengths of high grade results and
longer lengths of low grade results, the
• No exploration results have been reported

Page 72 of 100

procedure used for such aggregation
should be stated and some typical
examples of such aggregations should be
shown in detail.
The assumptions used for any reporting
of metal equivalent values should be
clearly stated.
Relationship
between
mineralisation
widths and
intercept
lengths
These relationships are particularly
important in the reporting of Exploration
Results
If the geometry of the mineralisation with
respect to the drill hole angle is known,
its nature should be reported.
If it is not known and only the down hole
lengths are reported, there should be a
clear statement to this effect (eg ‘down
hole length, true width not known’).
• Presence of mineralisation is yet to be established
Diagrams
Appropriate maps and sections (with
scales) and tabulations of intercepts
should be included for any significant
discovery being reported These should
include, but not be limited to a plan view
of drill hole collar locations and
appropriate sectional views.
• Appropriate diagrams and figures are included in the body of this
report.
Balanced
Reporting
Where comprehensive reporting of all
Exploration Results is not practicable,
representative reporting of both low and
high grades and/or widths should be
practiced to avoid misleading reporting of
Exploration Results.
• The project geology has been reported in a manner that presents it
in a balanced context without bias
Other
substantive
exploration
data
Other exploration data, if meaningful and
material, should be reported including
(but not limited to): geological
observations; geophysical survey results;
geochemical survey results; bulk samples
– size and method of treatment;
metallurgical test results; bulk density,
groundwater, geotechnical and rock
characteristics; potential deleterious or
contaminating substances.
• Figure 29 in this report refers to geophysical surveys conducted by
Western Areas NL and now in the public domain. Details of this data
are contained in the WAMEX report A98886.
Further work The nature and scale of planned further
work (eg tests for lateral extensions or
depth extensions or large-scale step-out
drilling).
Diagrams clearly highlighting the areas of
possible extensions, including the main
geological interpretations and future
drilling areas, provided this information is
not commercially sensitive.
• Future exploration programs have been presented and documented
within this report. The Competent Person is of the opinion that these
proposed programs are appropriate and are warranted. Previous
exploration and geological interpretation has provided sufficient
information and data to suggest there is potential for the Ell’s Rock
Project to host greenstone lithologies with gold mineralisation
potential as outlined within this report.

Page 73 of 100

Appendix 5: Crawford Deposit Drilling Details

Appendix 5: Crawford Deposit Drilling Details Appendix 5: Crawford Deposit Drilling Details
Hole Number
East_MGA94_51
North_MGA94_51
RL
Depth (m)
Dip
Azimuth
Company
Type
Year
WAMEX
Report
CARC0001 361895
6804680
385
118
-60
60
Goldfields
RC
1997
A52587
CARC0002 361861
6804663
385
112
-60
60
Goldfields
RC
1997
A52587
CARC0003 361824
6804643
385
118
-61
63
Goldfields
RC
1997
A52587
CARC0004 361790
6804805
385
112
-60
60
Goldfields
RC
1997
A52587
CARC0005 361967
6804534
385
118
-60
60
Goldfields
RC
1997
A52587
CARC0006 361932
6804518
385
142
-60
60
Goldfields
RC
1997
A52587
CARC0007 361930
6804695
385
134
-60
60
Goldfields
RC
1997
A67171
CARC0008 361965
6804714
385
76
-60
60
Goldfields
RC
1997
A67171
CARC0009 362111
6804430
385
100
-60
60
Goldfields
RC
1997
A67171
CARC0010 362075
6804410
385
130
-60
60
Goldfields
RC
1997
A67171
CARC0011 362039
6804394
385
154
-60
60
Goldfields
RC
1997
A67171
CARC0012 362183
6804289
385
172
-60
60
Goldfields
RC
1997
A67171
CARC0013 362004
6804555
385
88
-60
60
Goldfields
RC
1997
A67171
CARC0014 361787
6804980
385
28
-60
60
Goldfields
RC
1997
A67171
CARC0015 361751
6804963
385
118
-60
60
Goldfields
RC
1997
A67171
CARC0016 361750
6805139
385
70
-60
60
Goldfields
RC
1997
A67171
CARC0017 361716
6805120
385
118
-60
60
Goldfields
RC
1997
A67171
CARC0018 361678
6805281
385
100
-60
60
Goldfields
RC
1997
A67171
CARC0019 361663
6805454
385
118
-60
60
Goldfields
RC
1997
A67171
CARC0020 361859
6804839
385
58
-60
60
Goldfields
RC
1997
A67171
CARC0021 361824
6804823
385
130
-60
60
Goldfields
RC
1997
A67171
CARC0022 361751
6804784
385
130
-60
60
Goldfields
RC
1997
A67171
CARC0023 361916
6804690
385
100
-60
60
Goldfields
RC
1997
A67171
CARC024 361934
6804607
384
100
-60
240
Golden State Resources
RC
2006
A73510
CARC025 361960
6804620
384
100
-60
240
Golden State Resources
RC
2006
A73510
CARC026 361985
6804634
384
100
-60
240
Golden State Resources
RC
2006
A73510
CARC027 361916
6804643
385
83
-60
240
Golden State Resources
RC
2006
A73510
CARC028 361942
6804658
385
89
-60
240
Golden State Resources
RC
2006
A73510
CARC029 361969
6804671
385
86
-60
240
Golden State Resources
RC
2006
A73510
CARC030 361898
6804681
385
77
-60
240
Golden State Resources
RC
2006
A73510
CARC031 361926
6804692
385
85
-60
240
Golden State Resources
RC
2006
A73510
CARC032 361953
6804706
385
90
-60
240
Golden State Resources
RC
2006
A73510
CARC033 361978
6804721
385
90
-60
240
Golden State Resources
RC
2006
A73510
CARC034 361882
6804714
385
83
-60
240
Golden State Resources
RC
2006
A73510
CARC035 361908
6804728
385
80
-60
240
Golden State Resources
RC
2006
A73510
CARC036 361938
6804745
385
86
-60
240
Golden State Resources
RC
2006
A73510
CARC037 361865
6804754
385
70
-60
240
Golden State Resources
RC
2006
A73510
CARC038 361893
6804766
385
70
-60
240
Golden State Resources
RC
2006
A73510
CARC039 361921
6804778
385
70
-60
240
Golden State Resources
RC
2006
A73510
CARC040 361941
6804588
384
100
-60
240
Golden State Resources
RC
2006
A76480
CARC041 361968
6804603
384
100
-60
240
Golden State Resources
RC
2006
A76480
CARC042 361996
6804617
384
100
-60
240
Golden State Resources
RC
2006
A76480
CARC043 362020
6804631
384
108
-60
240
Golden State Resources
RC
2006
A76480
CARC044 361906
6804592
385
60
-60
240
Golden State Resources
RC
2006
A76480
CARC045 362012
6804648
384
100
-60
240
Golden State Resources
RC
2006
A76480
CARC046 361926
6804626
384
90
-60
240
Golden State Resources
RC
2006
A76480
CARC047 361954
6804637
385
90
-60
240
Golden State Resources
RC
2006
A76480
CARC048 361979
6804653
385
90
-60
240
Golden State Resources
RC
2006
A76480
CARC049 361908
6804661
385
80
-60
240
Golden State Resources
RC
2006
A76480

Page 74 of 100

CARC050 361934
6804675
385
80
-60
240
Golden State Resources
RC
2006
A76480
CARC051 361960
6804692
385
80
-60
240
Golden State Resources
RC
2006
A76480
CARC052 361898
6804700
385
80
-60
240
Golden State Resources
RC
2006
A76480
CARC053 361920
6804711
385
80
-60
240
Golden State Resources
RC
2006
A76480
CARC054 361948
6804725
385
80
-60
240
Golden State Resources
RC
2006
A76480
CARC055 361854
6804704
385
60
-60
240
Golden State Resources
RC
2006
A76480
CARC056 361954
6804754
385
80
-60
240
Golden State Resources
RC
2006
A76480
CARC057 361846
6804725
385
60
-60
240
Golden State Resources
RC
2006
A76480
CARC058 361874
6804736
385
80
-60
240
Golden State Resources
RC
2006
A76480
CARC059 361837
6804743
385
70
-60
240
Golden State Resources
RC
2006
A76480
CFRC001 362048
6804762
385
250
-60
242
Golden State Resources
RC
2003
A69205
CFRC002 361805
6805529
385
250
-60
242
Golden State Resources
RC
2003
A69205
CFRC003 362322
6804370
385
257
-60
240
Golden State Resources
RC
2003
A69205
CFRC004 361540
6806355
385
193
-55
240
Golden State Resources
RC
2003
A69205
CFRC005 361695
6805670
385
234
-50
240
Newcrest
RC
2004
A71144
CFRC006 361118
6805616
385
254
-50
240
Newcrest
RC
2004
A71144
CFRC007 361223
6806182
385
216
-50
240
Newcrest
RC
2004
A71144
361801
6804626
385
311.9
-61
63
Goldfields
DDH
1997
A52587
361791
6804627
385
456.5
-51
61
Newcrest
DDH
2003
A67171
361549
6805397
385
453.5
-49
62
Newcrest
DDH
2003
A67171
CARD0001
CFD0001
CFD0002
KWCRC01 361640
6805490
388
182
-60
60
Kingwest
RC
2018
pending
KWCRC02 361708
6805482
388
102
-60
60
Kingwest
RC
2018
pending
KWCRC03 361609
6805425
388
182
-60
60
Kingwest
RC
2018
pending
KWCRC04 361679
6805420
388
157
-60
60
Kingwest
RC
2018
pending
KWCRC05 361571
6805499
389
182
-60
60
Kingwest
RC
2018
pending
KWCRC06 361633
6805349
388
182
-60
60
Kingwest
RC
2018
pending
KWCRC07 362087
6804312
383
180
-60
60
Kingwest
RC
2018
pending
KWCRC08 362146
6804350
383
180
-60
60
Kingwest
RC
2018
pending
KWCRC09 361857
6805003
383
120
-60
60
Kingwest
RC
2018
pending
KWCRC10 362100
6804248
383
182
-60
60
Kingwest
RC
2018
pending
KWCRC11 362154
6804176
383
182
-60
60
Kingwest
RC
2018
pending
KWCRC12 362018
6804700
385
122
-60
240
Kingwest
RC
2018
pending
KWCRC13 361660
6804905
383
120
-60
60
Kingwest
RC
2018
pending
RKCRC001 361869
6804735
384
80
-60
240
Roman Kings
RC
2017
pending
RKCRC002 361893
6804749
384
108
-60
240
Roman Kings
RC
2017
pending
RKCRC003 361922
6804761
385
78
-60
240
Roman Kings
RC
2017
pending
RKCRC004 361899
6804605
384
78
-60
240
Roman Kings
RC
2017
pending
RKCRC005 361935
6804620
384
78
-60
240
Roman Kings
RC
2017
pending
RKCRC006 361960
6804637
384
108
-60
240
Roman Kings
RC
2017
pending
RKCRC007 361996
6804687
382
120
-60
240
Roman Kings
RC
2017
pending
RKCRC008 361953
6804575
383
90
-60
240
Roman Kings
RC
2017
pending
RKCRC009 361980
6804587
382
90
-60
240
Roman Kings
RC
2017
pending
RKCRC010 362010
6804593
381
121
-60
240
Roman Kings
RC
2017
pending
RKCRC011 361987
6804458
383
91
-60
240
Roman Kings
RC
2017
pending
RKCRC012 362025
6804471
382
91
-60
240
Roman Kings
RC
2017
pending
RKCRC013 362060
6804500
380
109
-60
240
Roman Kings
RC
2017
pending
RKCRC014 361829
6804779
382
70
-60
240
Roman Kings
RC
2017
pending
RKCRC015 361856
6804796
383
85
-60
240
Roman Kings
RC
2017
pending
RKCRC016 361788
6804846
382
80
-60
240
Roman Kings
RC
2017
pending
RKCRC017 361823
6804865
383
91
-60
240
Roman Kings
RC
2017
pending
RKCRC018 361760
6804830
383
73
-60
240
Roman Kings
RC
2017
pending
RKCRC019 361864
6804881
383
49
-60
240
Roman Kings
RC
2017
pending
RKCRC020 361831
6804992
383
66
-60
240
Roman Kings
RC
2017
pending

Page 75 of 100

RKCRC021 361857
6805004
383
91
-60
240
Roman Kings
RC
2017
pending
RKCRC022 361751
6804975
384
85
-60
240
Roman Kings
RC
2017
pending
RKCRC023 361943
6804776
383
100
-60
240
Roman Kings
RC
2017
pending
GC_05 361817
6804847
385
50
0
-90
Specrez
RC
2020
pending
GC_06 361797
6804837
385
50
0
-90
Specrez
RC
2020
pending
GC_07 361773
6804825
385
50
0
-90
Specrez
RC
2020
pending
GC_11 361839
6804815
385
50
0
-90
Specrez
RC
2020
pending
GC_12 361821
6804810
385
50
0
-90
Specrez
RC
2020
pending
GC_13 361859
6804818
385
50
0
-90
Specrez
RC
2020
pending
GC_14 361834
6804804
385
50
0
-90
Specrez
RC
2020
pending
GC_15 361813
6804796
385
50
0
-90
Specrez
RC
2020
pending
GC_16 361841
6804769
385
60
0
-90
Specrez
RC
2020
pending
GC_17 361819
6804756
385
60
0
-90
Specrez
RC
2020
pending
GC_20 361864
6804758
385
60
0
-90
Specrez
RC
2020
pending
GC_21 361843
6804748
385
60
0
-90
Specrez
RC
2020
pending
GC_25 361914
6804744
385
58
0
-90
Specrez
RC
2020
pending
GC_26 361891
6804730
385
60
0
-90
Specrez
RC
2020
pending
GC_27 361867
6804714
385
60
0
-90
Specrez
RC
2020
pending
GC_28 361927
6804725
385
60
0
-90
Specrez
RC
2020
pending
GC_29 361903
6804711
385
60
0
-90
Specrez
RC
2020
pending
GC_30 361871
6804691
385
60
0
-90
Specrez
RC
2020
pending
GC_33 361942
6804716
385
60
0
-90
Specrez
RC
2020
pending
GC_34 361922
6804700
385
60
0
-90
Specrez
RC
2020
pending
GC_35 361893
6804678
385
60
0
-90
Specrez
RC
2020
pending
GC_36 361870
6804659
385
60
0
-90
Specrez
RC
2020
pending
GC_37 361967
6804699
384
60
0
-90
Specrez
RC
2020
pending
GC_38 361945
6804688
385
60
0
-90
Specrez
RC
2020
pending
GC_39 361917
6804673
384
60
0
-90
Specrez
RC
2020
pending
GC_40 361890
6804661
385
60
0
-90
Specrez
RC
2020
pending
GC_44 361978
6804688
385
60
0
-90
Specrez
RC
2020
pending
GC_45 361953
6804670
384
60
0
-90
Specrez
RC
2020
pending
GC_46 361924
6804655
385
60
0
-90
Specrez
RC
2020
pending
GC_47 361900
6804643
384
60
0
-90
Specrez
RC
2020
pending
GC_49 361988
6804669
384
60
0
-90
Specrez
RC
2020
pending
GC_50 361960
6804652
384
60
0
-90
Specrez
RC
2020
pending
GC_51 361935
6804638
384
60
0
-90
Specrez
RC
2020
pending
GC_52 361908
6804622
384
60
0
-90
Specrez
RC
2020
pending
GC_57 361992
6804649
384
60
0
-90
Specrez
RC
2020
pending
GC_58 361974
6804638
384
60
0
-90
Specrez
RC
2020
pending
GC_61 361977
6804618
384
60
0
-90
Specrez
RC
2020
pending
GC_62 361950
6804601
384
60
0
-90
Specrez
RC
2020
pending

Page 76 of 100

Appendix 6: Crawford Drilling Intersections

Appendix 6: Crawford Drilling Intersections Appendix 6: Crawford Drilling Intersections
Hole Number
From
To
Length
Grade g/t
CARC0001 33
56
23
1.49
CARC0002 68
78
10
1.62
CARC0002 54
59
5
1.72
CARC0005 64
78
14
1.54
CARC0006 95
99
4
1.28
CARC0007 111
113
2
6.84
CARC0009 52
60
8
1.02
CARC0010 36
48
12
0.91
CARC0012 89
102
13
1.11
CARC0012 80
85
5
1.68
CARC0019 86
94
8
2.32
CARC0019 107
112
5
3.44
CARC0021 22
25
3
7.91
CARC0021 29
32
3
1.38
CARC0023 38
50
12
1.46
CARC0023 55
70
15
0.82
CARC0024 36
47
11
2.77
CARC0025 45
57
12
1.04
CARC0026 47
67
20
2.30
CARC0027 30
35
5
1.58
CARC0028 44
52
8
0.93
CARC0029 72
77
5
2.29
CARC0030 35
44
9
1.39
CARC0031 51
54
3
2.35
CARC0032 49
56
7
1.75
CARC0034 45
53
8
2.33
CARC0034 27
36
9
1.95
CARC0035 17
32
15
1.52
CARC0036 47
53
6
3.41
CARC0037 42
58
16
2.25
CARC0037 16
27
11
0.74
CARC0042 50
58
8
1.78
CARC0043 60
70
10
0.99
CARC0045 22
29
7
1.79
CARC0047 63
83
20
1.25
CARC0048 25
29
4
5.65
CARC0049 41
53
12
1.63
CARC0050 44
63
19
1.71
CARC0051 48
52
4
2.18
CARC0052 21
27
6
1.18
CARC0053 56
71
15
0.91
CARC0054 44
51
7
3.47
CARC0058 23
28
5
1.14
GC_06 14
24
10
1.15
GC_12 11
20
9
1.25
GC_14 17
27
10
3.38

Page 77 of 100

GC_16 27
45
18
2.77
GC_20 16
27
11
2.17
GC_21 35
50
15
2.49
GC_26 46
57
11
1.35
GC_26 17
25
8
1.10
GC_28 39
43
4
4.48
GC_29 21
31
10
1.24
GC_30 30
39
9
1.74
GC_30 42
49
7
1.14
GC_35 29
47
18
2.70
GC_36 18
25
7
2.01
GC_39 30
49
19
1.64
GC_40 41
59
18
1.13
GC_40 24
37
13
1.32
GC_46 38
60
22
2.98
GC_47 25
40
15
1.13
GC_50 45
60
15
1.98
GC_50 37
42
5
2.48
GC_51 48
60
12
1.72
GC_52 54
60
6
1.09
GC_57 38
45
7
1.01
KWCRC08 57
65
8
0.95
RKCRC001 15
30
15
1.08
RKCRC002 49
61
12
3.39
RKCRC003 55
70
15
1.44
RKCRC007 38
43
5
6.60
RKCRC007 64
70
6
1.44
RKCRC009 59
65
6
1.66
RKCRC010 76
92
16
1.86
RKCRC015 29
34
5
1.22
RKCRC016 26
30
4
2.12
RKCRC020 45
50
5
1.38
RKCRC021 63
67
4
1.74

Appendix 7: Gambier Lass North Drillhole Details

Appendix 7: Gambier Lass North Drillhole Details Appendix 7: Gambier Lass North Drillhole Details
Hole
Easting
MGA94
Northing
MGA94
RL
Depth (m)
Dip
Azimuth
Company
Type
WAMEX
Report No.
Year
Tenement
DOR016 346943
6828297
420
23
-90
0
Geopeko
RAB
37450
1991
E37_1421
DOR017 347042
6829096
420
31
-90
0
Geopeko
RAB
37450
1991
E37_1421
DOR018 347240
6829656
420
34
-90
0
Geopeko
RAB
37450
1991
E37_1421
DOR189 351638
6828058
420
44
-90
0
Geopeko
RAB
39889
1991
E37_1421
DOR190 351638
6828858
420
44
-90
0
Geopeko
RAB
39889
1991
E37_1421
DOR191 351638
6828458
420
46
-90
0
Geopeko
RAB
39889
1991
E37_1421
DOR192 351638
6828158
420
38
-90
0
Geopeko
RAB
39889
1991
E37_1421
DOR275 349272
6830658
420
57
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR276 349445
6830558
420
61
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR277 349618
6830458
420
73
-90
0
Golden State Resources
RAB
46488
2006
E37_1421

Page 78 of 100

DOR278 349792
6830358
420
58
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR279 349965
6830258
420
55
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR280 350138
6830158
420
39
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR281 350311
6830058
420
62
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR282 350484
6829958
420
68
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR283 350658
6829858
420
60
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR284 350831
6829758
420
46
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR285 351004
6829658
420
36
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR286 351177
6829558
420
16
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR287 351350
6829458
420
19
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR288 351523
6829358
420
67
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR289 351697
6829258
420
53
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR321 351404
6830351
420
46
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR324 351750
6830151
420
44
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR325 351577
6830251
420
125
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR326 350538
6830851
420
63
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR327 351231
6830451
420
56
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR328 351057
6830551
420
83
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR329 350018
6831151
420
62
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR332 350765
6831643
420
62
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR333 350938
6831543
420
49
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR334 351111
6831443
420
68
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR335 351284
6831343
420
92
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR336 351457
6831243
420
71
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR337 351730
6831317
420
71
-90
0
Golden State Resources
RAB
46488
2006
E37_1421
DOR391 349738
6829465
420
80
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR392 349565
6829565
420
75
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR393 349392
6829665
420
48
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR394 349911
6829365
420
102
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR395 350084
6829265
420
56
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR396 350258
6829165
420
47
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR397 350431
6829065
420
63
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR398 350604
6828965
420
41
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR399 350777
6828865
420
62
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR400 350950
6828765
420
82
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR401 351123
6828665
420
72
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR402 351297
6828565
420
54
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR403 351470
6828465
420
54
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR404 349338
6828773
420
85
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR405 349165
6828872
420
72
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR406 348992
6828972
420
64
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR407 348819
6829072
420
51
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR408 349511
6828673
420
76
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR409 349685
6828573
420
57
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR410 349858
6828473
420
74
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR411 350031
6828373
420
49
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR412 350204
6828273
420
60
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR413 350377
6828173
420
78
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR414 350550
6828073
420
59
-90
0
Golden State Resources
RAB
49771
2006
E37_1421

Page 79 of 100

DOR418 348938
6828080
420
69
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR419 348765
6828180
420
51
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR420 349111
6827980
420
63
-90
0
Golden State Resources
RAB
49771
2006
E37_1421
DOR444 350981
6831518
420
65
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR445 351024
6831493
420
69
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR446 351068
6831468
420
84
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR447 351108
6831445
420
80
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR448 351154
6831418
420
81
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR449 351198
6831393
420
98
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR450 351241
6831368
420
57
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR451 351282
6831344
420
75
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR452 351326
6831319
420
95
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR453 351371
6831293
420
105
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR454 351414
6831268
420
72
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR455 351456
6831244
420
72
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR456 351501
6831218
420
69
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR457 351544
6831193
420
55
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR458 351587
6831168
420
55
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR459 351630
6831143
420
47
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR460 351674
6831118
420
85
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR461 351652
6831131
420
64
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR462 351717
6831093
420
102
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR463 351695
6831106
420
87
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR471 350851
6831593
420
49
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR482 351484
6831690
420
95
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR483 351571
6831640
420
53
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR484 351657
6831590
420
72
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR485 351744
6831540
420
50
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR499 350738
6831197
420
53
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR500 350824
6831147
420
55
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR501 350911
6831097
420
54
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR502 350998
6831047
420
75
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR503 351084
6830997
420
74
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR504 351171
6830947
420
86
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR505 351257
6830897
420
86
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR506 351344
6830847
420
69
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR507 351431
6830797
420
60
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR531 351387
6830822
420
34
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR532 351409
6830810
420
84
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR533 351474
6830772
420
86
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR534 351422
6830802
420
63
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR535 351517
6830747
420
77
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR536 351560
6830722
420
67
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR537 351604
6830697
420
72
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR538 350478
6831347
420
36
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR539 350579
6831289
420
72
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR540 350651
6831247
420
66
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR541 350278
6831001
420
75
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR542 350451
6830901
420
60
-60
270
Golden State Resources
RAB
49771
2006
E37_1421

Page 80 of 100

DOR543 351144
6830501
420
57
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
DOR544 351317
6830401
420
96
-60
270
Golden State Resources
RAB
49771
2006
E37_1421
BWR152 348787
6829798
420
34
-90
0
Chevron
RAB
72345
1987
E37_1421
BWR153 348907
6829798
420
42
-90
0
Chevron
RAB
72345
1987
E37_1421
BWR154 349057
6829798
420
30
-90
0
Chevron
RAB
72345
1987
E37_1421
BWR155 349217
6829798
420
22
-90
0
Chevron
RAB
72345
1987
E37_1421
BWR156 349387
6829808
420
30
-90
0
Chevron
RAB
72345
1987
E37_1421
BWR157 349537
6829818
420
36
-90
0
Chevron
RAB
72345
1987
E37_1421
BWR158 349707
6829818
420
32
-90
0
Chevron
RAB
72345
1987
E37_1421
BWR159 349857
6829818
420
28
-90
0
Chevron
RAB
72345
1987
E37_1421
BWR160 350007
6829808
420
26
-90
0
Chevron
RAB
72345
1987
E37_1421
DOR0185 351637
6826558
420
74
-90
0
Geopeko
RAB
39889
1993
E37_1421
DOR0186 351637
6827358
420
60
-90
0
Geopeko
RAB
39889
1993
E37_1421
DOR0189 351637
6828058
420
44
-90
0
Geopeko
RAB
39889
1993
E37_1421
DOR0190 351637
6828858
420
44
-90
0
Geopeko
RAB
39889
1993
E37_1421
DOR0191 351637
6828458
420
46
-90
0
Geopeko
RAB
39889
1993
E37_1421
DOR0192 351637
6828158
420
38
-90
0
Geopeko
RAB
39889
1993
E37_1421
DOR0193 351637
6827958
420
54
-90
0
Geopeko
RAB
39889
1993
E37_1421
DOR0275 349262
6830659
420
57
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0276 349435
6830559
420
61
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0277 349609
6830459
420
73
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0278 349783
6830359
420
58
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0279 349956
6830259
420
55
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0280 350129
6830159
420
39
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0281 350303
6830059
420
62
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0282 350477
6829959
420
68
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0283 350650
6829859
420
60
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0284 350823
6829759
420
46
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0285 350997
6829659
420
36
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0286 351171
6829559
420
16
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0287 351344
6829458
420
19
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0288 351517
6829358
420
67
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0289 351691
6829258
420
53
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0319 351744
6830152
420
88
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0320 351571
6830252
420
49
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0321 351397
6830352
420
46
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0322 351223
6830452
420
87
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0323 351050
6830552
420
36
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0324 350877
6830652
420
44
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0325 350703
6830752
420
125
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0326 350529
6830852
420
63
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0327 350356
6830952
420
56
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0328 350183
6831052
420
83
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0329 350009
6831152
420
62
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0332 350756
6831645
420
62
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0333 350929
6831545
420
49
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0334 351103
6831445
420
68
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0335 351277
6831345
420
92
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0336 351450
6831245
420
71
-90
0
Golden State Resources
RAB
46488
1994
E37_1421

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DOR0337 351623
6831145
420
71
-90
0
Golden State Resources
RAB
46488
1994
E37_1421
DOR0391 349729
6829465
420
80
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0392 349556
6829565
420
75
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0393 349383
6829665
420
48
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0394 349903
6829365
420
102
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0395 350077
6829265
420
56
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0396 350250
6829165
420
47
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0397 350423
6829065
420
63
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0398 350597
6828965
420
41
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0399 350771
6828865
420
62
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0400 350944
6828765
420
82
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0401 351117
6828665
420
72
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0402 351291
6828565
420
54
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0403 351465
6828465
420
54
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0404 349329
6828772
420
85
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0405 349156
6828872
420
72
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0406 348983
6828972
420
64
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0407 348809
6829072
420
51
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0408 349503
6828672
420
76
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0409 349677
6828572
420
57
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0410 349850
6828472
420
74
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0411 350023
6828372
420
49
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0412 350197
6828272
420
60
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0413 350371
6828172
420
78
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0414 350544
6828072
420
59
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0415 350717
6827972
420
44
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0416 350891
6827872
420
69
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0417 351065
6827772
420
42
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0418 348929
6828079
420
69
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0420 349103
6827979
420
63
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0427 350317
6827279
420
43
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0428 350491
6827179
420
61
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0429 350665
6827079
420
50
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0443 350265
6826385
420
70
-90
0
Golden State Resources
RAB
49771
1994
E37_1421
DOR0444 350973
6831520
420
69
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0445 351016
6831495
420
65
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0446 351060
6831470
420
84
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0447 351099
6831447
420
80
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0448 351146
6831420
420
81
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0449 351190
6831395
420
98
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0450 351233
6831370
420
57
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0451 351274
6831347
420
75
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0452 351318
6831321
420
101
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0453 351363
6831295
420
105
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0454 351407
6831270
420
72
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0455 351449
6831246
420
72
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0456 351493
6831220
420
69
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0457 351537
6831195
420
55
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0458 351580
6831170
420
55
-60
270
Golden State Resources
RAB
49771
1994
E37_1421

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DOR0459 351623
6831145
420
47
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0460 351667
6831120
420
85
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0461 351645
6831133
420
64
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0462 351710
6831095
420
102
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0463 351689
6831108
420
88
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0464 351755
6831069
420
31
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0471 350843
6831595
420
49
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0482 351477
6831692
420
95
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0483 351563
6831642
420
53
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0484 351650
6831592
420
72
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0485 351737
6831542
420
50
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0499 350729
6831199
420
53
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0500 350816
6831149
420
55
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0501 350903
6831099
420
54
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0502 350990
6831049
420
75
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0503 351077
6830999
420
74
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0504 351163
6830949
420
21
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0505 351250
6830899
420
86
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0506 351337
6830849
420
59
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0507 351423
6830799
420
60
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0517 351380
6830824
420
34
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0518 351402
6830811
420
84
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0519 351467
6830774
420
86
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0520 351415
6830804
420
53
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0521 351510
6830749
420
77
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0522 351554
6830724
420
67
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0523 351597
6830699
420
72
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0524 350469
6831349
420
36
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0525 350570
6831291
420
72
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0526 350643
6831249
420
66
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0527 350269
6831002
420
75
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0528 350443
6830902
420
60
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0529 351137
6830502
420
57
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
DOR0530 351310
6830402
420
96
-60
270
Golden State Resources
RAB
49771
1994
E37_1421
FIAC004 351675
6831119
420
88
-60
300
Pacrim Energy Ltd
AC
90844
2010
E37_1421
FIAC005 351717
6831094
420
98
-60
300
Pacrim Energy Ltd
AC
90844
2010
E37_1421
FIAC006 351737
6831080
420
47
-60
300
Pacrim Energy Ltd
AC
90844
2010
E37_1421
03BWR620 351437
6823328
420
39
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR621 351237
6823328
420
76
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR622 350837
6823328
420
60
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR623 350637
6823328
420
46
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR624 350437
6823328
420
42
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR625 350037
6823328
420
52
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR626 349837
6823328
420
54
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR627 349637
6823328
420
33
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR628 349237
6823328
420
50
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR629 349017
6823328
420
54
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR630 348837
6823328
420
48
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR631 348437
6823328
420
48
-60
90
Golden State Resources
RAB
68333
2002
E37_1422

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03BWR632 348237
6823328
420
32
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR633 348037
6823328
420
72
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR634 347887
6823328
420
61
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR635 347537
6823328
420
60
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR636 347337
6823328
420
60
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR637 348677
6823328
420
46
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR638 351137
6824158
420
39
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR639 350937
6824158
420
48
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR640 350737
6824158
420
64
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR641 350537
6824158
420
75
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR642 350337
6824158
420
46
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR643 350137
6824158
420
45
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR644 349937
6824158
420
46
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR645 349737
6824158
420
46
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR646 349537
6824158
420
53
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR647 349337
6824158
420
41
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR648 349137
6824158
420
42
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR649 348937
6824158
420
54
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR650 348737
6824158
420
58
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR651 348537
6824158
420
60
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR652 348337
6824158
420
60
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR653 348137
6824158
420
55
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR654 347937
6824158
420
48
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR655 347737
6824158
420
86
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR656 347537
6824158
420
73
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR657 347337
6824158
420
59
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR658 347137
6824158
420
51
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR667 350137
6825108
420
56
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR668 349937
6825108
420
53
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR669 349737
6825108
420
66
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR670 349537
6825108
420
69
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR671 349337
6825108
420
72
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR672 349137
6825108
420
49
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR673 348937
6825108
420
81
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR674 348737
6825108
420
78
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR712 350137
6825858
420
69
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR713 349937
6825858
420
65
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR715 349537
6825858
420
63
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR716 349337
6825858
420
54
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR717 349137
6825858
420
68
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR718 348937
6825858
420
69
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR719 348737
6825858
420
88
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR738 351537
6822558
420
47
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR739 351337
6822558
420
40
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR740 351137
6822558
420
74
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR741 350937
6822558
420
53
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR742 350737
6822558
420
60
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR743 350537
6822558
420
41
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR744 350337
6822558
420
41
-60
90
Golden State Resources
RAB
68333
2002
E37_1422

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03BWR745 350137
6822558
420
53
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR746 349937
6822558
420
54
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR747 349737
6822558
420
35
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR748 349537
6822558
420
51
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR749 349337
6822558
420
60
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR750 349137
6822558
420
81
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR751 348937
6822558
420
77
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR752 348737
6822558
420
54
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR753 348537
6822558
420
70
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR754 348337
6822558
420
64
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR755 348137
6822558
420
54
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR756 347937
6822558
420
51
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR757 347737
6822558
420
45
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR768 349937
6821558
420
65
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR769 349537
6821558
420
58
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
03BWR770 349137
6821558
420
47
-60
90
Golden State Resources
RAB
68333
2002
E37_1422
BWR120 348778
6821364
420
24
-90
0
Chevron
RAB
23141
1987
E37_1422
BWR139 349294
6820744
420
28
-90
0
Chevron
RAB
23141
1987
E37_1422
BWR140 349350
6820801
420
14
-90
0
Chevron
RAB
23141
1987
E37_1422
DOR0028 349251
6823508
420
40
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0029 350051
6823510
420
47
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0030 350850
6823512
420
44
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0031 351649
6823513
420
39
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0035 349248
6825106
420
57
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0036 350047
6825108
420
42
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0120 351637
6822558
420
16
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0121 351637
6823058
420
40
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0122 351812
6823388
420
42
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0123 351635
6823572
420
42
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0124 351637
6823858
420
36
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0156 348783
6820797
420
48
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0235 350137
6820758
420
38
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0236 349737
6820758
420
39
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0240 350137
6821558
420
51
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0241 349737
6821558
420
59
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
DOR0242 349337
6821558
420
50
-90
0
Golden State Resources
RAB
72345
2002
E37_1422
PPR003 343137
6823158
420
60
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR004 342337
6823158
420
65
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR005 341537
6823158
420
29
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR006 340737
6823158
420
31
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR007 339937
6823158
420
50
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR008 339137
6823158
420
64
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR032 342337
6821158
420
44
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR033 343137
6821158
420
50
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR036 342337
6822158
420
50
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR043 339837
6823158
420
38
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR044 340037
6823158
420
57
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR045 340337
6823158
420
36
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR046 341137
6823158
420
30
-90
0
North Ltd
RAB
44752
1995
E37_1423

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PPR047 341337
6823158
420
34
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR048 341737
6823158
420
45
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR049 340737
6824158
420
36
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR057 339137
6823658
420
60
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR058 339937
6823658
420
34
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR059 340737
6823658
420
28
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR060 341337
6823658
420
16
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR061 340137
6823158
420
50
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR062 340387
6823158
420
30
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR063 340537
6823158
420
20
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR064 341937
6823158
420
23
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR065 342337
6822658
420
24
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR066 342137
6822658
420
29
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR067 341937
6822658
420
20
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR068 339937
6822658
420
30
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR069 340737
6822658
420
22
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR070 341537
6822658
420
48
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR071 342537
6822158
420
28
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR072 342137
6822158
420
42
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR075 342737
6821158
420
40
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR081 340137
6822658
420
44
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR082 340337
6822658
420
40
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR083 340537
6822658
420
44
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR084 341937
6822958
420
41
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR085 341737
6822958
420
42
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR086 341537
6822958
420
46
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR087 341337
6822958
420
52
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR088 340537
6822958
420
26
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR089 340337
6822958
420
38
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR090 340137
6822958
420
52
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR091 339937
6822958
420
62
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR092 339737
6822958
420
38
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR093 339537
6822958
420
60
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR094 340287
6823158
420
15
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR095 340312
6823158
420
36
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR096 341937
6823358
420
22
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR097 341737
6823358
420
18
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR098 341537
6823358
420
15
-90
0
North Ltd
RAB
44752
1995
E37_1423
PPR099 341337
6823358
420
16
-90
0
North Ltd
RAB
44752
1995
E37_1423
SSA362 333977
6818358
397
36
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA363 333817
6818358
397
45
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA364 333657
6818358
397
48
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA365 333497
6818358
397
55
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA366 333322
6818358
396
33
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA367 333177
6818358
396
27
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA368 333017
6818358
396
24
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA369 333497
6817758
395
18
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA370 333657
6817758
395
24
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA371 333817
6817758
395
45
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424

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SSA382 333337
6817158
393
38
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA383 333177
6816558
392
60
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA406 336217
6816558
396
45
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA407 336057
6816558
396
60
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA408 335737
6816558
396
51
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA409 335577
6816558
395
45
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSA410 335417
6816558
395
39
-90
0
Sons of Gwalia
AC
47444
1995
E37_1424
SSR294 336377
6816558
397
30
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR295 336217
6816558
396
28
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR296 335897
6816558
397
47
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR297 335257
6816558
395
39
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR298 335097
6816558
395
30
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR299 334937
6816558
395
36
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR300 334777
6816558
394
36
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR301 334617
6816558
394
33
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR302 334457
6816558
394
30
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR303 334297
6816558
394
36
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR304 334137
6816558
394
33
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR305 333977
6816558
393
18
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR306 333817
6816558
393
21
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR307 333657
6816558
392
33
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR308 333497
6816558
392
39
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR309 333337
6816558
392
36
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR310 333017
6816558
392
36
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR311 332857
6816558
392
39
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR312 332857
6817158
393
39
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR313 333017
6817158
393
24
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR314 333177
6817158
393
40
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR315 333497
6817158
393
24
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR316 333657
6817158
394
21
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR317 333817
6817158
394
18
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR318 333977
6817158
394
26
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR339 333977
6817458
395
24
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR340 333817
6817458
394
24
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR341 333977
6817758
396
30
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR342 333817
6817758
395
33
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR343 333337
6817758
395
21
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR344 333177
6817758
395
18
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR345 333017
6817758
395
20
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR346 332857
6817758
394
18
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR347 332857
6818358
395
30
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
SSR348 333337
6818358
396
21
-90
0
Sons of Gwalia
RAB
47444
1995
E37_1424
AFA019 333657
6815458
392
50
-90
0
Sons of Gwalia
AC
58299
1999
E37_1424
AFA020 333817
6815458
393
45
-90
0
Sons of Gwalia
AC
58299
1999
E37_1424
AFA021 333977
6815458
394
39
-90
0
Sons of Gwalia
AC
58299
1999
E37_1424
AFA022 334137
6815458
395
26
-90
0
Sons of Gwalia
AC
58299
1999
E37_1424
AFA023 334297
6815458
396
26
-90
0
Sons of Gwalia
AC
58299
1999
E37_1424
AFA024 334457
6815458
396
33
-90
0
Sons of Gwalia
AC
58299
1999
E37_1424
AFA025 334617
6815458
396
36
-90
0
Sons of Gwalia
AC
58299
1999
E37_1424

Page 87 of 100

AFA031 334609
6814844
398
11
-90
0
Sons of Gwalia
AC
60542
1999
E37_1424
AFA032 334777
6815458
397
40
-90
0
Sons of Gwalia
AC
60542
1999
E37_1424
AFA033 334937
6815458
397
48
-90
0
Sons of Gwalia
AC
60542
1999
E37_1424
AFA034 334057
6815458
394
35
-90
0
Sons of Gwalia
AC
60542
1999
E37_1424
AFA035 333897
6815458
393
31
-90
0
Sons of Gwalia
AC
60542
1999
E37_1424
AFA036 333737
6815458
392
43
-90
0
Sons of Gwalia
AC
60542
1999
E37_1424
AFA037 334217
6815458
395
30
-90
0
Sons of Gwalia
AC
60542
1999
E37_1424
AFA038 334377
6815458
396
22
-90
0
Sons of Gwalia
AC
60542
1999
E37_1424
AFA039 334537
6815458
396
38
-90
0
Sons of Gwalia
AC
60542
1999
E37_1424
AFA040 334697
6815458
397
24
-90
0
Sons of Gwalia
AC
60542
1999
E37_1424
AFA041 334857
6815458
397
40
-90
0
Sons of Gwalia
AC
60542
1999
E37_1424
SSA1036 333577
6815958
392
65
-90
0
Sons of Gwalia
AC
61111
1999
E37_1424
NGA1092 333497
6815958
389
61
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
NGA1098 332937
6816358
389
65
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
NGA1099 333017
6816358
389
69
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
NGA1103 333337
6816358
390
51
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA489 333657
6815958
389
54
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA490 333817
6815958
389
58
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA491 333497
6816158
389
52
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA492 333657
6816158
389
37
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA493 333817
6816158
389
34
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA495 333417
6816358
390
58
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA496 333497
6816358
390
64
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA497 333577
6816358
389
64
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA498 333657
6816358
390
54
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA499 333737
6816558
390
28
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA500 333577
6816558
391
46
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA501 333417
6816558
390
64
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA502 333257
6816558
390
61
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA503 333097
6816558
390
70
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA504 332937
6816558
390
62
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA505 332777
6816558
389
65
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA506 332777
6816758
391
84
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA507 332857
6816758
390
68
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA508 332937
6816758
390
78
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA509 333017
6816758
390
75
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA510 333097
6816758
390
54
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA511 333177
6816758
390
51
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA512 333257
6816758
390
51
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA513 333337
6816758
391
48
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA514 333417
6816758
391
39
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA515 333497
6816758
391
50
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA516 333577
6816758
391
55
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA517 333657
6816758
391
36
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA518 333737
6816758
391
39
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA519 333817
6816758
391
57
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA520 333737
6816358
390
13
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA521 333817
6816358
390
48
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA522 336435
6816141
393
33
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424

Page 88 of 100

SSA523 336217
6816113
393
59
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA524 336057
6816113
393
59
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA525 335897
6816113
393
60
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA526 335737
6816113
393
41
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA527 335577
6816113
393
53
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA528 335417
6816113
393
35
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA529 335257
6816113
392
45
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA530 335097
6816113
392
44
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA531 334937
6816113
392
43
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA532 334791
6816116
391
45
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA533 334802
6815964
392
32
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA535 334457
6815958
391
33
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA536 334297
6815958
391
41
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA537 334137
6815958
390
33
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
SSA538 333977
6815958
390
47
-90
0
Sons of Gwalia
AC
68325
1991
E37_1424
AFR001 333852
6814926
420
12
-90
0
Sons of Gwalia
RAB
43298
1994
E37_1424
AFR002 333887
6814945
420
14
-90
0
Sons of Gwalia
RAB
43298
1994
E37_1424
AFR003 333922
6814964
420
17
-90
0
Sons of Gwalia
RAB
43298
1994
E37_1424
AFR004 333958
6814983
420
21
-90
0
Sons of Gwalia
RAB
43298
1994
E37_1424
AFR005 333993
6815002
420
15
-90
0
Sons of Gwalia
RAB
43298
1994
E37_1424
AFR006 333768
6815336
420
15
-90
0
Sons of Gwalia
RAB
43298
1994
E37_1424
SSA534 334617
6815957
395
48
-90
0
Sons of Gwalia
AC
50363
1996
E37_1424
PPR001 344737
6823158
420
59
-90
0
North Ltd
RAB
44752
2010
E37_893
PPR002 343937
6823158
420
65
-90
0
North Ltd
RAB
44752
2010
E37_893
PPR034 343937
6821158
420
64
-90
0
North Ltd
RAB
44752
2010
E37_893
PPR035 344737
6821158
420
50
-90
0
North Ltd
RAB
44752
2010
E37_893
03BWR598 348901
6820060
420
68
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR599 348872
6820031
420
60
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR600 348855
6820013
420
73
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR601 349043
6819919
420
71
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR602 349015
6819890
420
77
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR603 348987
6819862
420
71
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR604 349186
6819778
420
80
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR605 349158
6819750
420
54
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR606 349130
6819721
420
68
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR607 349329
6819637
420
73
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR608 349301
6819609
420
81
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR609 349273
6819580
420
58
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR610 349168
6819760
420
66
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR611 348733
6820175
420
55
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR612 348747
6820190
420
49
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR613 348673
6820257
420
60
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR771 348716
6820158
420
48
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR772 348704
6820146
420
51
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR854 346936
6821771
420
43
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR855 346881
6821715
420
40
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR856 346825
6821658
420
43
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR857 346769
6821601
420
48
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR863 346371
6822333
420
20
-60
41
Golden State Resources
RAB
68333
2002
E37_893

Page 89 of 100

03BWR864 346316
6822277
420
62
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR865 346262
6822220
420
69
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR869 346262
6822220
420
75
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR870 346262
6822220
420
54
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR871 346262
6822220
420
76
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR931 348887
6820045
420
72
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR932 348822
6820123
420
46
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR933 348805
6820105
420
52
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR934 348787
6820087
420
51
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR935 348770
6820070
420
57
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR936 348787
6820158
420
49
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR937 348769
6820141
420
52
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR938 348752
6820123
420
51
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR939 348734
6820105
420
63
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR940 348716
6820229
420
40
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR941 348698
6820211
420
48
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR942 348681
6820193
420
60
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR943 348664
6820175
420
54
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR944 348854
6820514
420
34
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR945 348749
6820407
420
49
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR946 348661
6820317
420
59
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR947 348591
6820246
420
65
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR948 348601
6820327
420
36
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR949 348584
6820310
420
54
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR950 348565
6820291
420
58
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR951 348572
6820370
420
43
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR952 348555
6820352
420
41
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR953 348538
6820334
420
49
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR954 348520
6820316
420
51
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR955 348537
6820405
420
51
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR956 348520
6820387
420
58
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWR957 348688
6820129
420
61
-60
41
Golden State Resources
RAB
68333
2002
E37_893
03BWRC05 348638
6820221
420
75
-60
41
Golden State Resources
RC
68333
2002
E37_893
BWAC006 349503
6819380
420
45
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC007 349427
6819322
420
74
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC008 349351
6819264
420
68
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC009 349275
6819206
420
54
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC010 349246
6819244
420
20
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC011 349293
6819340
420
63
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC012 349369
6819398
420
63
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC013 349445
6819456
420
30
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC014 349474
6819418
420
44
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC015 349483
6819485
420
63
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC016 349464
6819471
420
69
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC017 349426
6819442
420
70
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC018 349407
6819427
420
76
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC019 349388
6819413
420
62
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC020 349350
6819384
420
60
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC021 349331
6819369
420
30
-60
41
Golden State Resources
AC
73931
2005
E37_893

Page 90 of 100

BWAC022 349389
6819293
420
35
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC023 349541
6819409
420
18
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC024 349522
6819395
420
30
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC025 349484
6819366
420
63
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC026 349465
6819351
420
54
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC027 349446
6819337
420
75
-60
41
Golden State Resources
AC
73931
2005
E37_893
BWAC028 349408
6819308
420
10
-60
41
Golden State Resources
AC
73931
2005
E37_893
KWGLRC01 349319
6819627
420
103
-59
47
Kingwest Resources
RC
n/a
2019
E37_893
KWGLRC02 349288
6819600
420
163
-59
45
Kingwest Resources
RC
n/a
2019
E37_893
KWGLRC03 349033
6819908
419
103
-60
43
Kingwest Resources
RC
n/a
2019
E37_893
KWGLRC04 349010
6819883
419
184
-61
44
Kingwest Resources
RC
n/a
2019
E37_893
KWGLRC05 348703
6820137
420
103
-59
39
Kingwest Resources
RC
n/a
2019
E37_893
KWGLRC06 348669
6820104
420
103
-60
40
Kingwest Resources
RC
n/a
2019
E37_893
KWGLRC07 348681
6820183
420
102
-60
40
Kingwest Resources
RC
n/a
2019
E37_893
KWGLRC08 348647
6820150
420
101
-60
40
Kingwest Resources
RC
n/a
2019
E37_893
KWGLRC09 348694
6820275
420
103
-60
40
Kingwest Resources
RC
n/a
2019
E37_893
KWGLRC10 348662
6820240
420
102
-60
40
Kingwest Resources
RC
n/a
2019
E37_893
KWGLRC11 348629
6820203
420
102
-60
40
Kingwest Resources
RC
n/a
2019
E37_893
KWGLRC12 348609
6820186
420
182
-60
40
Kingwest Resources
RC
n/a
2019
E37_893
KWGLRC13 348654
6820302
420
102
-60
40
Kingwest Resources
RC
n/a
2019
E37_893
KWGLRC14 348630
6820276
420
140
-61
40
Kingwest Resources
RC
n/a
2019
E37_893

Appendix 8: Gambier Lass North Drilling Intersections

Appendix 8: Gambier Lass North Drilling Intersections Appendix 8: Gambier Lass North Drilling Intersections
Hole
From(m)
To (m)
Length (m)
Grade Au g/t
AFA025 21
24
3
0.29
BWAC027 62
63
1
0.54
BWR601 55
65
10
1.40
BWR602 25
30
5
0.31
BWR602 60
70
10
0.37
BWR608 20
24
4
0.80
BWR613 4
10
6
2.21
BWR772 45
50
5
0.58
BWR931 71
72
1
0.33
BWR940 36
37
1
0.26
BWR941 23
25
2
0.56
BWR943 32
46
14
1.60
inc 38
44
6
3.29
BWR945 15
19
4
0.21
BWR946 19
22
3
0.75
BWR946 26
28
2
0.72
BWR948 26
30
4
0.25
BWR949 17
20
3
0.25
BWR950 23
24
1
1.12
BWR951 24
29
5
0.83
BWR953 22
23
1
0.34
BWR955 25
26
1
0.21
BWR956 18
19
1
0.21
BWR957 55
61
6
1.05

Page 91 of 100

BWRC05 22
30
8
1.36
BWRC05 73
74
1
0.22
FIAC005 95
98
3
0.27
KWGLRC01 20
21
1
0.34
KWGLRC01 29
30
1
0.57
KWGLRC01 50
53
3
0.29
KWGLRC02 24
25
1
0.24
KWGLRC02 27
28
1
0.37
KWGLRC02 77
78
1
0.25
KWGLRC02 80
84
4
2.37
KWGLRC03 23
24
1
0.78
KWGLRC03 35
36
1
0.62
KWGLRC03 45
48
3
1.98
KWGLRC03 63
64
1
0.53
KWGLRC04 16
17
1
0.24
KWGLRC04 27
28
1
0.36
KWGLRC04 78
81
3
0.60
KWGLRC04 157
158
1
0.48
KWGLRC05 24
25
1
0.51
KWGLRC05 48
52
4
0.61
KWGLRC05 77
78
1
1.21
KWGLRC06 45
46
1
0.29
KWGLRC06 54
55
1
0.84
KWGLRC06 63
68
5
0.74
KWGLRC06 101
102
1
0.75
KWGLRC07 23
24
1
0.43
KWGLRC07 26
28
2
0.54
KWGLRC07 31
35
4
2.77
KWGLRC07 61
63
2
1.62
KWGLRC07 90
91
1
0.84
KWGLRC07 94
95
1
0.66
KWGLRC08 25
26
1
0.47
KWGLRC08 36
37
1
1.77
KWGLRC08 49
52
3
0.72
KWGLRC09 14
15
1
0.37
KWGLRC09 23
24
1
0.37
KWGLRC09 54
55
1
0.36
KWGLRC10 13
18
5
1.42
KWGLRC10 64
65
1
0.31
KWGLRC12 33
35
2
0.43
KWGLRC12 41
42
1
0.54
KWGLRC12 116
117
1
0.44
KWGLRC13 46
47
1
0.25
KWGLRC13 78
81
3
0.24
KWGLRC14 1
3
2
0.37
KWGLRC14 13
17
4
0.37
KWGLRC14 63
64
1
0.22
KWGLRC14 66
67
1
0.46
KWGLRC14 71
72
1
0.29

Page 92 of 100

KWGLRC14 105
106
1
0.25
KWGLRC14 132
133
1
0.32
NGA1092 21
24
3
0.81
PPR085 28
32
4
0.21
SSA490 18
21
3
0.24
SSA504 24
27
3
0.47
SSA507 24
30
6
0.25
SSA536 39
41
2
0.30
SSA537 3
6
3
0.21
SSA538 3
6
3
0.25

Appendix 9: Hidden Jewel Project Drillhole Details

Appendix 9: Hidden Jewel Project Drillhole Details Appendix 9: Hidden Jewel Project Drillhole Details
Hole
Type
E_GDA94_51
N_GDA94_51
RL
Depth
Dip
Azimuth
Company
Year
WAMEX Report
CTRWCUB1021 RAB
342757
6645907
360
51
-90
0
Centaur
1997
A52854
CTRWCUB1022 RAB
342917
6645957
360
54
-90
0
Centaur
1997
A52854
CTRWCUB1023 RAB
343077
6646077
360
83
-90
0
Centaur
1997
A52854
CTRWCUB1024 RAB
343237
6646187
360
87
-90
0
Centaur
1997
A52854
CTRWCUB1025 RAB
343397
6646277
360
86
-90
0
Centaur
1997
A52854
CTRWCUB1026 RAB
343557
6646357
360
74
-90
0
Centaur
1997
A52854
CTRWCUB1027 RAB
343717
6646388
360
71
-90
0
Centaur
1997
A52854
CTRWCUB1028 RAB
343877
6646468
360
77
-90
0
Centaur
1997
A52854
CTRWCUB1029 RAB
348627
6646357
360
26
-90
0
Centaur
1997
A52854
CTRWCUB1030 RAB
348417
6646357
360
32
-90
0
Centaur
1997
A52854
CTRWCUB1031 RAB
348177
6646407
360
40
-90
0
Centaur
1997
A52854
CTRWCUB1032 RAB
348017
6646437
360
57
-90
0
Centaur
1997
A52854
CTRWCUB1033 RAB
347857
6646437
360
56
-90
0
Centaur
1997
A52854
CTRWCUB1034 RAB
347757
6646487
360
63
-90
0
Centaur
1997
A52854
CTRWCUB1035 RAB
347637
6646487
360
65
-90
0
Centaur
1997
A52854
CTRWCUB1036 RAB
347477
6646507
360
87
-90
0
Centaur
1997
A52854
CTRWCUB1037 RAB
347327
6646497
360
85
-90
0
Centaur
1997
A52854
CTRWCUB1038 RAB
347167
6646517
360
67
-90
0
Centaur
1997
A52854
CTRWCUB1039 RAB
346997
6646537
360
62
-90
0
Centaur
1997
A52854
CTRWCUB1040 RAB
346837
6646547
360
36
-90
0
Centaur
1997
A52854
CTRWCUB1041 RAB
346637
6646587
360
57
-90
0
Centaur
1997
A52854
CTRWCUB1042 RAB
346447
6646637
360
59
-90
0
Centaur
1997
A52854
CTRWCUB1043 RAB
346297
6646667
360
84
-90
0
Centaur
1997
A52854
CTRWCUB1044 RAB
346137
6646687
360
93
-90
0
Centaur
1997
A52854
CTRWCUB1045 RAB
345997
6646717
360
80
-90
0
Centaur
1997
A52854
CTRWCUB1046 RAB
345837
6646687
360
77
-90
0
Centaur
1997
A52854
CTRWCUB1047 RAB
345597
6646723
360
68
-90
0
Centaur
1997
A52854
CTRWCUB1048 RAB
345397
6646747
360
90
-90
0
Centaur
1997
A52854
CTRWCUB1049 RAB
345237
6646757
360
87
-90
0
Centaur
1997
A52854
CTRWCUB1051 RAB
344937
6646737
360
76
-90
0
Centaur
1997
A52854
CTRWCUB1052 RAB
344777
6646817
360
83
-90
0
Centaur
1997
A52854
CTRWCUB1068 RAB
342517
6650207
360
43
-90
0
Centaur
1997
A52854
CTRWCUB1243 RAB
348617
6646257
360
34
-90
0
Centaur
1997
A52854
CTRWCUB1244 RAB
348437
6646147
360
24
-90
0
Centaur
1997
A52854
CTRWCUB1245 RAB
348297
6646007
360
51
-90
0
Centaur
1997
A52854

Page 93 of 100

CTRWCUB1246 RAB
348177
6645837
360
53
-90
0
Centaur
1997
A52854
CTRWCUB1247 RAB
348077
6645647
360
62
-90
0
Centaur
1997
A52854
CTRWCUB1248 RAB
348027
6645507
360
65
-90
0
Centaur
1997
A52854
CTRWCUB1249 RAB
349337
6645987
360
15
-90
0
Centaur
1997
A52854
CTRWCUB1250 RAB
349187
6646057
360
15
-90
0
Centaur
1997
A52854
CTRWCUB1251 RAB
349057
6646107
360
52
-90
0
Centaur
1997
A52854
CTRWCUB1252 RAB
348957
6646147
360
39
-90
0
Centaur
1997
A52854
CTRWCUB1253 RAB
348817
6646247
360
25
-90
0
Centaur
1997
A52854
CTRWCUB1254 RAB
347937
6645177
360
89
-90
0
Centaur
1997
A52854
CTRWCUB1255 RAB
347937
6645177
360
81
-90
0
Centaur
1997
A52854
CTRWCUB211 RAB
344308
6647842
360
35
-90
0
Centaur
1997
A52854
CTRWCUB212 RAB
343607
6647762
360
44
-90
0
Centaur
1997
A52854
CTRWCUB213 RAB
343918
6647814
360
51
-90
0
Centaur
1997
A52854
CTRWCUB214 RAB
343770
6647658
360
69
-90
0
Centaur
1997
A52854
CTRWCUB215 RAB
343733
6647561
360
49
-90
0
Centaur
1997
A52854
CTRWCUB216 RAB
343433
6647654
360
53
-90
0
Centaur
1997
A52854
CTRWCUB217 RAB
343327
6647608
360
28
-90
0
Centaur
1997
A52854
CTRWCUB218 RAB
343137
6647599
360
29
-90
0
Centaur
1997
A52854
CTRWCUB219 RAB
342952
6647592
360
37
-90
0
Centaur
1997
A52854
CTRWCUB220 RAB
342832
6647492
360
65
-90
0
Centaur
1997
A52854
CTRWCUB221 RAB
342612
6647527
360
52
-90
0
Centaur
1997
A52854
CTRWCUB222 RAB
342437
6647502
360
45
-90
0
Centaur
1997
A52854
CTRWCUB258 RAB
344182
6647808
360
23
-90
0
Centaur
1997
A52854
CTRWCUB259 RAB
342272
6647472
360
29
-90
0
Centaur
1997
A52854
CTRWCUB260 RAB
342132
6647422
360
41
-90
0
Centaur
1997
A52854
CTRWCUB261 RAB
341922
6647434
360
49
-90
0
Centaur
1997
A52854
CTRWCUB262 RAB
341811
6647407
360
63
-90
0
Centaur
1997
A52854
CTRWCUB263 RAB
341567
6647377
360
60
-90
0
Centaur
1997
A52854
CTRWCUB264 RAB
341367
6647312
360
56
-90
0
Centaur
1997
A52854
CTRWCUB269 RAB
344267
6647298
360
54
-90
0
Centaur
1997
A52854
CTRWCUB270 RAB
344287
6647714
360
18
-90
0
Centaur
1997
A52854
CTRWCUB271 RAB
344207
6647713
360
15
-90
0
Centaur
1997
A52854
CTRWCUB472 RAB
344337
6647838
360
57
-90
0
Centaur
1997
A52854
CTRWCUB473 RAB
344417
6647838
360
41
-90
0
Centaur
1997
A52854
CTRWCUB474 RAB
344497
6647838
360
47
-90
0
Centaur
1997
A52854
CTRWCUB475 RAB
344577
6647838
360
35
-90
0
Centaur
1997
A52854
CTRWCUB476 RAB
344737
6647837
360
37
-90
0
Centaur
1997
A52854
CTRWCUB477 RAB
344897
6647837
360
26
-90
0
Centaur
1997
A52854
CTRWCUB478 RAB
344977
6647837
360
13
-90
0
Centaur
1997
A52854
CTRWCUB479 RAB
345057
6647837
360
9
-90
0
Centaur
1997
A52854
CTRWCUB480 RAB
345537
6647517
360
29
-90
0
Centaur
1997
A52854
CTRWCUB481 RAB
345377
6647517
360
28
-90
0
Centaur
1997
A52854
CTRWCUB482 RAB
345217
6647517
360
20
-90
0
Centaur
1997
A52854
CTRWCUB483 RAB
345057
6647517
360
25
-90
0
Centaur
1997
A52854
CTRWCUB484 RAB
344897
6647517
360
38
-90
0
Centaur
1997
A52854
CTRWCUB485 RAB
344737
6647517
360
37
-90
0
Centaur
1997
A52854
CTRWCUB486 RAB
344577
6647518
360
36
-90
0
Centaur
1997
A52854
CTRWCUB487 RAB
344417
6647518
360
47
-90
0
Centaur
1997
A52854
CTRWCUB488 RAB
344257
6647518
360
46
-90
0
Centaur
1997
A52854

Page 94 of 100

CTRWCUB489 RAB
344177
6647518
360
57
-90
0
Centaur
1997
A52854
CTRWCUB490 RAB
344057
6648158
360
69
-90
0
Centaur
1997
A52854
CTRWCUB491 RAB
343897
6648158
360
48
-90
0
Centaur
1997
A52854
CTRWCUB492 RAB
344377
6648158
360
44
-90
0
Centaur
1997
A52854
CTRWCUB493 RAB
344537
6648158
360
56
-90
0
Centaur
1997
A52854
CTRWCUB494 RAB
344697
6648157
360
57
-90
0
Centaur
1997
A52854
CTRWCUB495 RAB
345017
6648157
360
49
-90
0
Centaur
1997
A52854
CTRWCUB496 RAB
345177
6648157
360
63
-90
0
Centaur
1997
A52854
CTRWCUB497 RAB
345337
6648157
360
53
-90
0
Centaur
1997
A52854
CTRWCUB498 RAB
345497
6648157
360
69
-90
0
Centaur
1997
A52854
CTRWCUB499 RAB
345857
6647837
360
35
-90
0
Centaur
1997
A52854
CTRWCUB500 RAB
345697
6647837
360
35
-90
0
Centaur
1997
A52854
CTRWCUB501 RAB
345537
6647837
360
53
-90
0
Centaur
1997
A52854
CTRWCUB502 RAB
345377
6647837
360
25
-90
0
Centaur
1997
A52854
CTRWCUB503 RAB
345217
6647837
360
27
-90
0
Centaur
1997
A52854
CTRWCUB650 RAB
341714
6645481
360
67
-90
0
Centaur
1997
A52854
CTRWCUB651 RAB
341581
6645442
360
62
-90
0
Centaur
1997
A52854
CTRWCUB652 RAB
341459
6645437
360
63
-90
0
Centaur
1997
A52854
CTRWCUB653 RAB
341317
6645429
360
55
-90
0
Centaur
1997
A52854
CTRWCUB654 RAB
341168
6645385
360
61
-90
0
Centaur
1997
A52854
CTRWCUB655 RAB
341016
6645289
360
52
-90
0
Centaur
1997
A52854
CTRWCUB656 RAB
340821
6645203
360
72
-90
0
Centaur
1997
A52854
CTRWCUB657 RAB
340647
6645148
360
61
-90
0
Centaur
1997
A52854
CTRWCUB658 RAB
340406
6645088
360
55
-90
0
Centaur
1997
A52854
CTRWCUB659 RAB
340211
6645048
360
39
-90
0
Centaur
1997
A52854
CTRWCUB660 RAB
340074
6645010
360
59
-90
0
Centaur
1997
A52854
CTRWCUB661 RAB
339913
6644962
360
65
-90
0
Centaur
1997
A52854
CTRWDR187 RC
343305
6645115
360
41
-90
0
Centaur
1996
A49340
CTRWDR188 RC
343353
6645232
360
46
-90
0
Centaur
1996
A49340
CTRWDR189 RC
343529
6645461
360
52
-90
0
Centaur
1996
A49340
CTRWDR190 RC
343704
6645672
360
57
-90
0
Centaur
1996
A49340
CTRWDR191 RC
343780
6645810
360
64
-90
0
Centaur
1996
A49340
CTRWDR192 RC
343861
6645904
360
60
-90
0
Centaur
1996
A49340
CTRWDR193 RC
341857
6645454
360
52
-90
0
Centaur
1996
A49340
CTRWDR194 RC
341984
6645535
360
60
-90
0
Centaur
1996
A49340
CTRWDR195 RC
342077
6645636
360
60
-90
0
Centaur
1996
A49340
CTRWDR196 RC
342222
6645708
360
60
-90
0
Centaur
1996
A49340
CTRWDR197 RC
342353
6645793
360
47
-90
0
Centaur
1996
A49340
CTRWDR198 RC
342450
6645885
360
52
-90
0
Centaur
1996
A49340
CTRWDR199 RC
342535
6646003
360
53
-90
0
Centaur
1996
A49340
CTRWDR200 RC
342669
6646104
360
59
-90
0
Centaur
1996
A49340
CTRWDR201 RC
342727
6646214
360
58
-90
0
Centaur
1996
A49340
CTRWDR62 RC
340737
6645357
360
57
-90
0
Centaur
1995
A46386
CTRWDR64 RC
340957
6645037
360
26
-90
0
Centaur
1995
A46386
CTRWDR65 RC
340837
6645157
360
33
-90
0
Centaur
1995
A46386
CTRWDR66 RC
340777
6645297
360
52
-90
0
Centaur
1995
A46386
CTRWDR67 RC
340717
6645457
360
64
-90
0
Centaur
1995
A46386
CTRWDR68 RC
340637
6645577
360
56
-90
0
Centaur
1995
A46386
CTRWDR69 RC
340537
6645717
360
46
-90
0
Centaur
1995
A46386

Page 95 of 100

CTRWDR70 RC
340457
6645857
360
60
-90
0
Centaur
1995
A46386
CTRWDR71 RC
340397
6645997
360
42
-90
0
Centaur
1995
A46386
CTRWDR72 RC
340317
6646157
360
52
-90
0
Centaur
1995
A46386
CTRWDR73 RC
340217
6646277
360
29
-90
0
Centaur
1995
A46386
CTRWDR74 RC
340137
6646397
360
60
-90
0
Centaur
1995
A46386
CTRWDR89 RC
344321
6645160
360
81
-90
0
Centaur
1995
A46386
CTRWDR90 RC
344324
6645328
360
60
-90
0
Centaur
1995
A46386
CTRWDR91 RC
344339
6645460
360
60
-90
0
Centaur
1995
A46386
CTRWDR92 RC
344347
6645563
360
60
-90
0
Centaur
1995
A46386
CTRWDR93 RC
344358
6645737
360
60
-90
0
Centaur
1995
A46386
CTRWDR94 RC
344353
6645905
360
78
-90
0
Centaur
1995
A46386

Page 96 of 100

Appendix 10: RED5 King of the Hill Mineral Resource Statement (2021)

==> picture [466 x 621] intentionally omitted <==

https://www.red5limited.com/site/PDF/2c68a776-fb4c-456d-aff5-8b9ca1d9fb5d/KingoftheHillsFeasibilityStudyPublication

Page 97 of 100

Appendix 11: St Barbara Ore Reserve and Mineral Resource Statement (2021)

==> picture [528 x 604] intentionally omitted <==

https://stbarbara.com.au/wp-content/uploads/2022/02/2022.02.18-asx-31-dec-2021-ore-reserves-and-mineral-resourcesstatements.pdf

Page 98 of 100

Appendix 12: Norton Gold Fields Mineral Resource Statement (2017)

==> picture [528 x 361] intentionally omitted <==

https://nortongoldfields.com.au/resources-and-reserves/

Appendix 13: Classic Minerals Kat Gap Resource Statement (2020)

==> picture [528 x 194] intentionally omitted <==

https://www.classicminerals.com.au/downloads/reports/clz_ar2020.pdf

Page 99 of 100

Appendix 14: Western Areas Diggers Area Mineral Resource Statement (2020)

==> picture [521 x 293] intentionally omitted <==

https://www.westernareas.com.au/wp-content/uploads/2020/12/WesternAreas_AR_2020_SMALL.pdf

Page 100 of 100

ANNEXURE B – SOLICITOR’S REPORT ON TENEMENTS

1 89

==> picture [269 x 204] intentionally omitted <==

4 April 2022

Your Ref: Our Ref: 5630-01 Contact: Peter Wall Partner [email protected]

Cavalier Resources Limited Level 2 22 Mount Street PERTH WA 6000

Dear Sirs

SOLICITOR’S REPORT ON TENEMENTS

This Report is prepared for inclusion in a prospectus for the initial public offer of 25,000,000 shares in the capital of Cavalier Resources Limited (ACN 635 842 143) ( Company ) at an issue price of $0.20 cents per share to raise $5,000,000, with oversubscriptions of up to a further 10,000,000 shares at an issue price of $0.20 per share to raise up to a further $2,000,000 may be accepted ( Prospectus ).

1. SCOPE

We have been requested to report on certain mining tenements in which the Company has an interest (the Tenements ).

The Tenements are located in Western Australia. Details of the Tenements are set out in Part I of this Report.

This Report is limited to the Searches (as defined below) set out in Section 2 of this Report.

2. SEARCHES

For the purposes of this Report, we have conducted searches and made enquiries in respect of all of the Tenements as follows ( Searches ):

  • (a) we have obtained mining tenement register searches of the Tenements from the registers maintained by the Western Australian Department of Mines,

Cavalier Resources Limited 4 April 2022

Page 2

Industry Regulation and Safety ( DMIRS ) ( Tenement Searches ). These searches were conducted on 1 April 2022. Key details on the status of the Tenements are set out in Part I of this Report;

  • (b) we have obtained results of searches of the schedule of native title applications, register of native title claims, national native title register, register of indigenous land use agreements and national land use agreements as maintained by the National Native Title Tribunal ( NNTT ) for any native title claims (registered or unregistered), native title determinations and indigenous land use agreements ( ILUAs ) that overlap or apply to the Tenements. This material was obtained on 1 April 2022. Details of any native title claims (registered or unregistered), native title determinations and ILUAs are set out in Section 7 of this Report and Part II of this Report;

  • (c) we have obtained searches from the online Aboriginal Heritage Inquiry System maintained by the Department of Planning, Lands and Heritage ( DPLH ) for any Aboriginal sites registered on the Western Australian Register of Aboriginal sites over the Tenements ( Heritage Searches ). These searches were conducted on 1 April 2022. Details of any Aboriginal Sites are set out in [Part II of this Report;

  • (d) we have obtained quick appraisal user searches of Tengraph which is maintained by the DMIRS to obtain details of features or interests affecting the Tenements ( Tengraph Searches ). These searches were conducted on 1 April 2022. Details of any material issues identified from the Tengraph Searches are set out in the notes to Part 1 of this Report; and

  • (e) we have reviewed all material agreements relating to the Tenements provided to us or registered as dealings against the Tenements as at the date of the Tenement Searches and have summarised the material terms (details of which are set out in Part III of this Report).

2. OPINION

As a result of our Searches, but subject to the assumptions and qualifications set out in this Report, we are of the view that, as at the date of the relevant Searches this Report provides an accurate statement as to:

(a) Company’s interest

The Company’s interest in the Tenements.

  • (b) Good standing

The validity and good standing of the Tenements.

  • (c) Third party interests

Third party interests, including encumbrances, in relation to the Tenements.

Cavalier Resources Limited 4 April 2022

Page 3

3. EXECUTIVE SUMMARY

Subject to the qualifications and assumptions in this Report, we consider the following to be material issues in relation to the Tenements:

(a) Crown land

All land the subject of the Tenements overlaps Crown land. Further details are provided in Section 8 of this Report. The Mining Act imposes prohibitions on prospecting, exploration and mining activities and restrictions on access to certain parts of mining tenements that overlap Crown land without the prior agreement of the occupier which commonly involves the tenement holder paying compensation to the occupier of the Crown land. Although the Company will be able to undertake its proposed activities on those parts of the granted Tenements not covered by the prohibitions and pass over those parts of the Tenements to which the restrictions do not apply immediately upon listing on ASX, the Company should consider entering into access and compensation agreements with the occupiers of the Crown land upon commencement of those activities in the event further activities are required on other areas of the Tenements which are subject to prohibitions or restrictions.

(b) Company’s interest

The Company has a registered interest in the tenements apart from the following:

  • (i) E74/662;

  • (ii) E37/1421;

  • (iii) E37/1422;

  • (iv) E37/1423; and

  • (v) E37/1424,

(together, the Option Tenements )

The Company only has an equitable interest in the Option Tenements pursuant to the following option agreements:

  • (i) option agreement dated 27 October 2021 between the Company and Matrix Exploration Pty Ltd, pursuant to which the Company has acquired an option over E74/662; and

  • (ii) option agreement dated 27 October 2021 between the Company and Maximal Investments Pty Ltd, pursuant to which the Company has acquired an option over E37/1421, E37/1422, E37/1423 and E37/1424,

(together, the Option Agreements ).

The Company intends to exercise their option over the Option Tenements upon completion of its listing on the ASX.

Please refer to Part III of this Report for a summary of the Option Agreements.

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(c) Applications for Tenements not yet granted

The following Tenements are all currently applications and as such the grant of the Tenements will need to satisfy the Future Act Provisions in order to be valid under the NTA:

  • (i) E74/717;

  • (ii) E74/718;

(iii) P37/9447;

  • (iv) P37/9448;

  • (v) P37/9449;

  • (vi) L37/251;

  • (vii) E24/232; and

  • (viii) P24/5568,

(together, the Application Tenements ).

This means that the Company will be able to carry out exploration activities on the ground the subject of the Application Tenements pursuant to the rights under the existing respective licenses.

(d) Third party interests

As detailed in Part II of this Report the Company has, pursuant to a tenement sale agreement between the Company and Roman Kings Pty Ltd to acquire Roman Kings’ 85% interest in M37/1202, P37/8901 and E37/893, granted Roman Kings a 1.75% net smelter return royalty over the above tenements.

(e) Aboriginal heritage places

Aboriginal heritage places have been identified on the following tenements:

  • (i) E37/1422;

  • (ii) E37/1424;

  • (iii) E37/893; and

  • (iv) E24/232

Further details of the heritage places are detailed in Section 5 and Part II of this Report.

4. DESCRIPTION OF THE TENEMENTS

The Tenements comprise:

  • (a) one granted mining lease;

  • (b) three granted prospecting licenses;

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  • (c) six granted exploration licenses;

  • (d) four prospecting license applications;

  • (e) three exploration license applications; and

  • (f) one miscellaneous license application,

granted under the Mining Act 1978 (WA) ( Mining Act ). The Schedule provides a list of the Tenements. This Section provides a description of the nature and key terms of these types of mining tenements as set out in the Mining Act and potential successor tenements.

4.2 Mining lease

(a) Application

Any person may lodge an application for a mining lease, although a holder of a prospecting licence, exploration licence or retention licence over the relevant area has priority. The Minister decides whether to grant an application for a mining lease.

The application, where made after 10 February 2006, must be accompanied by either a mining proposal or a statement outlining mining intentions and a “mineralisation report” indicating there is significant mineralisation in the area over which a mining lease is sought. A mining lease accompanied by a “mineralisation report” will only be approved where the Director, Geological Survey considers that there is a reasonable prospect that the mineralisation identified will result in a mining operation.

(b) Rights

The holder of a mining lease is entitled to mine for and dispose of any minerals on the land in respect of which the lease was granted. A mining lease entitles the holder to do all acts and things necessary to effectively carry out mining operations.

(c) Term

A mining lease has a term of 21 years and may be renewed for successive periods of 21 years. Where a mining lease is transferred before a renewal application has been determined, the transferee is deemed to be the applicant.

(d) Conditions

Mining leases are granted subject to various standard conditions, including conditions relating to expenditure, the payment of prescribed rent and royalties and observance of environmental protection and reporting requirements. An unconditional performance bond may be required to secure performance of these obligations. A failure to comply with these conditions may lead to forfeiture of the mining lease. These standard conditions are not detailed in Part 1 of this Report.

(e) Transfer

The consent of the Minister is required to transfer a mining lease.

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4.3 Prospecting licence

(a) Application

A person may lodge an application for a prospecting licence in accordance with the Mining Act. The mining registrar or warden decides whether to grant an application for a prospecting licence. An application for a prospecting licence (unless a reversion application) cannot be legally transferred and continues in the name of the applicant.

(b) Rights

The holder of a prospecting licence is entitled to enter upon land for the purposes of prospecting for minerals with employees and contractors, and such vehicles, machinery and equipment as may be necessary or expedient.

(c) Term

A prospecting licence has a term of 4 years. Where the prospecting licence was applied for and granted after 10 February 2006, the Minister may extend the term by 4 years and if retention status is granted (as discussed below), by a further term or terms of 4 years. Where a prospecting licence is transferred before a renewal application has been determined, the transferee is deemed to be the applicant.

(d) Retention status

The holder of a prospecting licence applied for and granted after 10 February 2006 may apply for approval of retention status for the prospecting licence. The Minister may approve the application where there is an identified mineral resource in or under the land the subject of the prospecting licence, but it is impractical to mine the resource for prescribed reasons. Where retention status is granted, the minimum expenditure requirements are reduced in the year of grant and cease in future years. However, the Minister has the right to impose a program of works or require the holder to apply for a mining lease. The holder of a prospecting licence applied for or granted before 10 February 2006 can apply for a retention licence (see below), rather than retention status.

(e) Conditions

Prospecting licences are granted subject to various standard conditions including conditions relating to minimum expenditure, the payment of rent and observance of environmental protection and reporting requirements. These standard conditions are not detailed in Part 1 of this Report. A failure to comply with these conditions or obtain an exemption from compliance may lead to forfeiture of the prospecting licence.

(f) Relinquishment

There is no requirement to relinquish any portion of the prospecting licence.

  • (g) Priority to apply for a mining lease

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The holder of a prospecting licence has priority to apply for a mining lease over any of the land subject to the prospecting licence. An application for a mining lease must be made prior to the expiry of the prospecting licence. The prospecting licence remains in force until the application for the mining lease is determined.

(h) Transfer

There is no restriction on transfer or other dealing in a prospecting licence.

4.4 Exploration Licence

(a) Rights

The holder of an exploration licence is entitled to enter the land for the purposes of exploration for minerals with employees and contractors and such vehicles, machinery and equipment as may be necessary or expedient.

(b) Term

An exploration licence has a term of 5 years from the date of grant. The Minister may extend the term by a further period of 5 years followed by a further period or periods of 2 years.

(c) Retention status

The holder of an exploration licence granted after 10 February 2006 may apply for approval of retention status for the exploration licence. The Minister may approve the application where there is an identified mineral resource in or under the land the subject of the exploration licence but it is impractical to mine the resource for prescribed reasons. Where retention status is granted, the minimum expenditure requirements are reduced in the year of grant and cease in future years. However, the Minister has the right to impose a programme of works or require the holder to apply for a mining lease.

(d) Conditions

Exploration licences are granted subject to various standard conditions, including conditions relating to minimum expenditure, the payment of prescribed rent and royalties and observance of environmental protection and reporting requirements. These standard conditions are not detailed in Part 1 of this Report. A failure to comply with these conditions or obtain an exemption from compliance may lead to forfeiture of the exploration licence.

(e) Compulsory partial surrender

The holder of an exploration licence applied for prior to 10 February 2006 must be reduced at the end of its 3rd and 4th years by 50% each year. It is possible to apply for an exemption from the requirement to surrender ground at the end of the 3rd and 4th years where holders, for specified reasons, are unable to conduct or complete planned exploration programmes.

The holder of an exploration licence applied for and granted after 10 February 2006 which contains more than 10 blocks must be reduced by 40% at the end of its 6[th] year of its term. There is no ability to apply for an exemption or deferral of this compulsory surrender requirement.

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A failure to lodge the required partial surrender could render the tenement liable for forfeiture.

(f) Priority to apply for mining lease

The holder of an exploration licence has priority to apply for a mining lease over any of the land subject to the exploration licence. Any application for a mining lease must be made prior to the expiry of the exploration licence. The exploration licence remains in force until the application for the mining lease is determined.

(g) Transfer

No legal or equitable interest in an exploration licence can be transferred or otherwise dealt with during the first year of its term without the prior written consent of the Minister. Thereafter, there is no restriction on transfer or other dealings.

4.5 Miscellaneous licence

(a) Application

Any person may apply for a miscellaneous licence. The mining registrar or warden decides whether to grant an application for a miscellaneous licence. A miscellaneous licence may be granted for a prescribed purpose that is directly connected with mining operations. An application for a miscellaneous licence cannot be legally transferred and continues in the name of the applicant.

(b) Rights

The holder of a miscellaneous licence is entitled to carry out the activities for the purpose specified in the miscellaneous licence.

(c) Term

A miscellaneous licence granted or applied for before 6 June 1998 has a term of 5 years and the Minister may renew it for a further term of 5 years and if so, must renew for a further term or terms of 5 years. A miscellaneous licence applied for and granted after 6 June 1998 has a term of 21 years and the Minister may renew for a further term of 21 years and if so, must renew for a further term or terms of 21 years. Where a miscellaneous licence is transferred before a renewal application has been determined, the transferee is deemed to be the applicant.

(d) Conditions

A miscellaneous licence is granted subject to various standard conditions. A failure to comply with these conditions may lead to forfeiture of the miscellaneous licence. These standard conditions are not detailed in the Schedule.

(e) Transfer

The consent of the Minister is required to transfer a miscellaneous licence.

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5. ABORIGINAL HERITAGE

There may be areas or objects of Aboriginal heritage located on the Tenements

Aboriginal sites were identified from the Heritage Searches (as noted in Part II of this Report) on:

  • (a) E37/1422;

  • (b) E37/1424;

  • (c) E37/893; and

  • (d) E24/232.

It is noted that a standard Aboriginal heritage agreement has been entered into in respect of the Tenements (as noted in Part II following this Report) which sets out the obligations of the parties holding an interest in the Tenements (whether title or mineral rights only) in protecting Aboriginal heritage in areas where exploration takes place in a manner that is transparent, timely, certain and cost effective.

Under Aboriginal heritage agreements parties holding an interest in a tenement (whether title or mineral rights only) may dispose of any or all of its rights with respect to their interest in the tenement, but must first procure an executed deed of assumption in favour of the relevant native title group by which the assignee (purchaser) agrees to be bound by the provisions of the heritage agreement and to assume, observe and perform the obligations of the assignor (vendor) under the heritage agreement insofar as they relate to the interest being acquired by the assignee (purchaser). In the case of the Company such an assumption would be restricted to the obligations relating to the mineral rights (excluding iron ore) on the Tenements.

As heritage agreements relate to the process of ‘clearing’ areas of land on tenements in order to conduct exploration activities it is possible a purchaser may rely on surveys previously completed by a vendor where it wishes to conduct activities on areas within tenements previously cleared of heritage sites without the requirements to repeat the process and incur additional costs.

5.2 Commonwealth legislation

The Aboriginal and Torres Strait Islander Heritage Protection Act 1984 (Cth) ( Commonwealth Heritage Act ) is aimed at the preservation and protection of any Aboriginal areas and objects that may be located on the Tenements.

Under the Commonwealth Heritage Act, the Minister for Aboriginal Affairs may make interim or permanent declarations of preservation in relation to significant Aboriginal areas or objects, which have the potential to halt exploration activities. Compensation is payable by the Minister for Aboriginal Affairs to a person who is, or is likely to be, affected by a permanent declaration of preservation.

It is an offence to contravene a declaration made under the Commonwealth Heritage Act.

5.3

Western Australian legislation

Tenements are granted subject to a condition requiring observance of the Aboriginal Heritage Act 1972 (WA) ( WA Heritage Act ).

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The WA Heritage Act makes it an offence to alter or damage sacred ritual or ceremonial Aboriginal sites and areas of significance to Aboriginal persons (whether or not they are recorded on the register or otherwise known to the Register of Aboriginal Sites, DPLH or the Aboriginal Cultural Material Committee).

The Minister’s consent is required where any use of land is likely to result in the excavation, alteration or damage to an Aboriginal site or any objects on or under that site.

Aboriginal sites may be registered under the WA Heritage Act. However, there is no requirement for a site to be registered. The WA Heritage Act protects all registered and unregistered sites.

6. NATIVE TITLE

6.1 General

The law of Australia recognises the existence of native title rights held by indigenous Australians over their traditional lands[1] . Native title exists where an indigenous group has maintained a continuous traditional connection with the land, and those rights have not been extinguished.

Native title may be extinguished:

  • (a) in whole by the grant of an interest in land conferring “exclusive possession” such as a freehold interest in the land; or

  • (b) in part by the grant of an interest conferring “non-exclusive possession” including the grant of pastoral leases and mining leases, or the creation of certain reserves. In this case, the native title will co-exist with the other rights to the land.

The Native Title Act 1993 (Cth) ( NTA ):

  • (a) provides a process for indigenous people to claim native title rights[2] and compensation[3] ;

  • (b) confirms the validity of past actions (including grants of land tenure) by the Commonwealth and State governments[4] ; and

  • (c) specifies the procedures which must be complied with to ensure that acts that may affect native title rights (such as the grant or renewal of a mining tenement) are valid.

The NTA has been adopted in Western Australia by the enactment of the Titles (Validation) and Native Title (Effect of Past Acts) Act 1995.

6.2 Native title claim process

Persons claiming to hold native title may lodge an application for determination of native title with the Federal Court. The application is then referred to the NNTT to assess whether the claim meets the registration requirements in the NTA, and if so, the

1 Mabo v Queensland (No 2) (1992) 175 CLR 1 2 Parts 3 and 4 of the NTA

3 Part 3, Division 5 of the NTA

4 Part 2, Division 2 of the NTA

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native title claim will be entered on the register of native title claims ( RNTC ) maintained by the NNTT.

Native title claimants have certain procedural rights, including the rights to negotiation and compensation, in relation to the grant of mining tenements if their native title claim is registered at the time the State issues a notice of the proposed grant of the mining tenement ( Section 29 Notice ), or if their claim becomes registered within four months after the Section 29 Notice.

Once a claim is registered, a claimant must prove its claim in the Federal Court in order to have native title determined and the claim entered on the National Native Title Register ( NNTR ).

6.3 Grant of tenements and compliance with the NTA

The grant of any mining tenement after 23 December 1996 must comply with the applicable NTA procedures in order to be valid. The exception to this is where native title has never existed over the land covered by the tenement, or has been extinguished prior to the grant of the tenement. The Tenements have all been granted or applied for after 23 December 1996.

The absence of a claim does not necessarily indicate that there is no native title over an area, as native title claims could be made in the future.

Unless it is clear that native title does not exist (such as where the land the subject of a tenement application is freehold land), the usual practice of the State is to comply with the NTA when granting a tenement. This ensures the grant will be valid if a court subsequently determines that native title rights exist over the land subject to the tenement.

The procedural requirements in the NTA relating to the grant of a mining tenement (referred to as the “ Future Act ” procedures) include four alternatives:

  1. the right to negotiate, which is the primary Future Act procedure prescribed by the NTA;

  2. the expedited procedure, which may be used in relation to the grant of exploration and prospecting licences;

  3. an indigenous land use agreement; and

  4. the infrastructure process.

Future Act procedures are provided below.

6.4

Right to negotiate

The primary Future Act procedure prescribed by the NTA is the “right to negotiate”.

The right to negotiate involves a negotiation between the registered native title claimants, the tenement applicant and the State government, the aim of which is to agree the terms on which the tenement may be granted.

The applicant for the tenement is usually liable for any compensation that the parties agree to pay to the native title claimants. The parties may also agree on conditions that will apply to activities carried out on the tenement.

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The initial negotiation period is six months from the date on which the State issues a Section 29 Notice.

If the parties cannot reach an agreement within the initial six month period, any party may refer the matter to arbitration before the NNTT, which then has six (6) months to determine whether the tenement can be granted and if so, on what conditions.

6.5 Expedited procedure

Where the grant of a tenement is unlikely to directly interfere with community or social activities or areas or sites of particular significance, or involve major disturbance to land or waters, the NTA permits the State to follow an expedited procedure for the grant of a tenement.

The State applies the expedited procedure to the grant of exploration and prospecting tenements.

Registered native title parties can lodge an objection to the use of the expedited procedure within the period of four months following the issue of the Section 29 Notice by the State ( Objection Period ).

If no objections are lodged or if the objections are withdrawn, the State may grant the tenement at the expiry of the Objection Period without undertaking a negotiation process.

If an objection is lodged, the NNTT must determine whether the grant of the tenement is an act attracting the Expedited Procedure. If the NNTT determines the expedited procedure does not apply, the parties must follow the right to negotiate procedure or enter into an indigenous land use agreement.

The DMIRS currently has a policy of requiring applicants for prospecting licences and exploration licences to sign and send a Regional Standard Heritage Agreement ( RSHA ) to the registered native title claimant, or prove they have an existing RHSA or Alternative Heritage Agreement in place.

The RSHA provides a framework for the conduct of Aboriginal heritage surveys over the land the subject of a tenement prior to the conducting of ground-disturbing work and conditions that apply to activities carried out within the tenement.

If the registered native title claimant does not execute the RSHA within the Objection Period (and no objections are otherwise lodged), the tenement may still be granted at the expiry of the Objection Period. If the tenement applicant refuses or fails to execute or send the RSHA to the registered native title holder, the DMIRS will process the application under the right to negotiate procedure.

6.6 Indigenous land use agreement

The right to negotiate and expedited procedures do not have to be followed if an indigenous land use agreement ( ILUA ) has been registered with the NNTT.

An ILUA is a voluntary contractual arrangement negotiated with all registered native title claimants for a relevant area. The State and the applicant for the tenement are usually the other parties to the ILUA.

An ILUA must set out the terms on which the relevant mining tenement may be granted. An ILUA will also specify conditions on which activities may be carried out within the tenement. The applicant for a tenement is usually liable for any

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compensation that the parties agree to pay to the registered native title claimants in return for the grant of the tenement being approved. These obligations pass to a transferee of the tenement.

Once an ILUA is agreed and registered, it binds the whole native title claimant group and all holders of native title in the area (including future claimants), even though they may not be parties to it.

6.7

Infrastructure process

The right to negotiate and expedited procedures also do not apply for grants of tenements for the sole purpose of the construction of an infrastructure facility.

In Western Australia, the DMIRS applies the infrastructure process to most miscellaneous licences and general purpose leases, depending on their purpose. For these types of tenements, an alternative consultation process applies, and in the absence of an agreement between the native title claimants and the applicant, the matter can be referred to an independent person for determination.

6.8 Renewals

Renewals of mining tenements made after 23 December 1996 must comply with the Future Act provisions in order to be valid under the NTA, except where:

  • (a) the area to which the mining tenement applies is not extended;

  • (b) the term of the renewed mining tenement is not longer than the term of the earlier mining tenement; and

  • (c) the rights to be created are not greater than the rights conferred by the earlier mining tenement.

6.9

Native title claims and determinations affecting the Tenements

Our searches indicate that all of the Tenements are within the external boundaries of the following native title claims and determinations:

Tenement Native Title Claim Native Title
Determination
ILUA
E74/662
E74/717
E74/718
WCD2021/010 WAD78/001 WI2017/012
E37/1421
E37/1422
E37/1423
E37/1424
M37/1202
E37/893
P37/9475
P37/9476
WC2018/005 WAD142/2018 Not applicable.
M37/1202 WC2019/002 WAD91/2019 Not applicable.

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Tenement Native Title Claim Native Title
Determination
ILUA
P37/9447
P37/9448
P37/9449
P37/8901
L37/251
P24/5568
E24/232
WC2017/001 WAD186/2017 Not applicable.
P24/5568
E24/232
WC2017/007 WAD647/2017 Not applicable.
E24/232 WC2020/005 WAD297/2020 Not applicable.

Further details of the Native Title claims and determinations is set out in Part II of this Report.

6.10 Indigenous land use agreements affecting the Tenements

Our searches indicate that:

  • (a) E74/662;

  • (b) E74/717; and

  • (c) E74/718,

are within the area of the registered Ballardong People Indigenous Land Use Agreement WI2017/012 as set out in Part II of this Report.

7. CROWN LAND

As set out in Part I of this Report, all land the subject of the Tenements overlaps Crown Land as set out in the Schedule of this Report.

The Mining Act:

  • (a) prohibits the carrying out of prospecting, exploration or mining activities on Crown land that is less than 30 metres below the lowest part of the natural surface of the land and:

  • (i) for the time being under crop (or within 100 metres of that crop);

  • (ii) used as or situated within 100 metres of a yard, stockyard, garden, cultivated field, orchard vineyard, plantation, airstrip or airfield;

  • (iii) situated within 100 metres of any land that is an actual occupation and on which a house or other substantial building is erected;

  • (iv) the site of or situated within 100 metres of any cemetery or burial ground; or

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  • (v) if the Crown land is a pastoral lease, the site of or situated within 400 metres of any water works, race, dam, well or bore not being an excavation previously made and used for purposes by a person other than the pastoral lessee,

without the written consent of the occupier, unless the warden by order otherwise directs.

  • (b) imposes restrictions on a tenement holder passing over Crown land referred to in section 8(a), including:

  • (i) taking all necessary steps to notify the occupier of any intention to pass over the Crown land;

  • (ii) the sole purpose for passing over the Crown land must be to gain access to other land not covered by section 8(a) to carry out prospecting, exploration or mining activities;

  • (iii) taking all necessary steps to prevent fire, damage to trees, damage to property or damage to livestock by the presence of dogs, the discharge of firearms, the use of vehicles or otherwise; and

  • (iv) causing as little inconvenience as possible to the occupier by keeping the number of occasions of passing over the Crown land to a minimum and complying with any reasonable request by the occupier as to the manner of passage.

  • (c) requires a tenement holder to compensate the occupier of Crown land:

  • (i) by making good any damage to any improvements or livestock caused by passing over Crown land referred to in section 8(a) or otherwise compensate the occupier for any such damage not made good; and

  • (ii) in respect of land under cultivation, for any substantial loss of earnings suffered by the occupier caused by passing over Crown land referred to in section 8(a).

The warden may not give the order referred to in section 8(a) that dispenses with the occupier’s consent in respect of Crown land covered by section 8(a)(iii). In respect of other areas of Crown land covered by the prohibition in section 8(a), the warden may not make such an order unless he is satisfied that the land is genuinely required for mining purposes and that compensation in accordance with the Mining Act for all loss or damage suffered or likely to be suffered by the occupier has been agreed between the occupier and the tenement holder or assessed by the warden under the Mining Act.

Although the Company will be able to undertake its proposed activities on those parts of the Tenements not covered by the prohibitions and pass over those parts of the Tenements to which the restrictions do not apply immediately upon listing on ASX, the Company should consider entering into access and compensation agreements with the occupiers of the Crown land upon commencement of those activities in the event further activities are required on other areas of the Tenements which are subject to prohibitions or restrictions.

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8. FLORA AND FAUNA RESERVES

As set out in Part I of the Schedule to this Report E74/717 overlaps by 23.48% with a flora and fauna reserves.

State Government policy provides that mining should not occur on national parks, nature reserves, conservation parks or state forests and, where possible, a tenement applicant is encouraged to excise the conservation area from the area of the application.

The Company has advised that in relation to E74/717, the areas that overlap flora and fauna reserves have not yet been excised as E74/7177 is still an application.

If a conservation area is not excised, the DMIRS will refer the application to the Department of Environment Regulation ( DER ) for comment and or consent. Under the Mining Act, mineral exploration on national parks, class “A” nature reserves and certain conservation parks requires the concurrence of the Minister for Environment. In relation to nature reserves other than class “A” reserves, and certain conservation parks, the Minister for the Environment and Conservation is required to give his recommendation in relation to the grant.

Where the Minister for the Environment and Conservation concurs with the grant or provides recommendations in relation to the grant, additional conditions and endorsements are generally placed on the tenement. These conditions are designed to minimise the impacts on the environment and to draw the tenement holders attention to the requirements under other environmental protection legislation.

It is noted that class “A” nature reserves attract restrictions on mining activities within the conservation reserves, including:

  • (a) a mining lease or a general purpose lease cannot be granted over a class A reserve without the consent of both Houses of Parliament; and

  • (a) mining can only be commenced in a class A reserve with the approval of the Minister for Mines and Petroleum and the Minister for Environment and Conservation.

9. PASTORAL LEASES

As set out in Part I of the Schedule to this Report certain Tenements overlap with pastoral leases as follows:

Pastoral Lease Tenement % overlap
Pastoral Lease PL N049676 E37/1421 51.6%
E37/1422 97.25%
E37/1423 100%
E37/893 99.9%
Pastoral Lease PL N09506 E37/1421 48.4%
E37/1422 2.75%
Pastoral Lease PL N049712 M37/1202 100%

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Pastoral Lease Tenement % overlap
P37/9475 100%
P37/9476 100%
P37/9477 100%
P37/9448 96.03%
P37/9449 97.34%
P37/8901 100%
L37/251 96.96%
Pastoral Lease PL N050272 E24/232 99.21%
Historical Pastoral Lease 395 490 P37/9475 100%
P37/9476 100%
P37/7447 100%
P37/9448 100%
P37/8901 100%
P37/9449 100%

The Mining Act:

  • (a) prohibits the carrying out of mining activities on or near certain improvements and other features (such as livestock and crops) on Crown land (which includes a pastoral lease) without the consent of the lessee;

  • (b) imposes certain restrictions on a mining tenement holder passing through Crown land, including requiring that all necessary steps are taken to notify the occupier of any intention to pass over the Crown land and that all necessary steps are taken to prevent damage to improvements and livestock; and

  • (c) provides that the holder of a mining tenement must pay compensation to an occupier of Crown land (ie the pastoral lessee) in certain circumstances, in particular to make good any damage to improvements, and for any loss suffered by the occupier from that damage or for any substantial loss of earnings suffered by the occupier as a result of, or arising from, any exploration or mining activities, including the passing and re-passing over any land.

We have been advised by the Company and the Company has confirmed that to the best of its knowledge it is not aware of any improvements and other features on the land the subject of the pastoral leases which overlaps the Tenements which would require the Company to obtain the consent of the occupier or lease holder or prevent the Company from undertaking its proposed mining activities on the Tenements.

Upon commencing mining operations on any of the Tenements, the Company should consider entering into a compensation and access agreement with the pastoral lease holders to ensure the requirements of the Mining Act are satisfied and to avoid any disputes arising. In the absence of agreement, the Warden’s Court determines compensation payable.

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The DMIRS imposes standard conditions on mining tenements that overlay pastoral leases. It appears the Tenements incorporate the standard conditions.

10. ENCROACHMENTS

Where an application is encroached upon by a live tenement, the application as granted will be for a tenement reduced by that amount of land which falls under the live tenement licence. These Tenements are as follows:

Tenement Encroaching Tenement % overlap
E37/1423 E37/13771 <0.01%
M37/1202 L37/1952 47%
L37/251 0.07%
P37/9447 L37/1952 100%
L37/251 3.72%
P37/9448 L37/1952 100%
L37/251 7.42%
P37/8901 L37/1952 88.53%
L37/251 2.34%
P37/9449 L37/1952 100%
L37/251 L37/1952 100%
M37/1202 2.28%
P37/8901 17.1%
P37/9447 26.47%
P37/9448 54.16%
E24/232 L24/2093 20.19%
P24/54484 3.00%

Notes:

  1. E37/1377 is not a tenement held by the Company nor is it a tenement to be acquired by the Company. The Company confirms that Glen Huntly Gold Pty Ltd, the registered holder of E37/1377, is not related to the Vendors.

  2. L37/195 is not a tenement held by the Company nor is it a tenement to be acquired by the Company. The Company confirms that Navigator Mining Pty Ltd, the registered holder of L37/195, is not related to the Vendors.

  3. L24/209 is not a tenement held by the Company nor is it a tenement to be acquired by the Company. The Company confirms that GPM Resources Pty Ltd, the registered holder of L24/209, is not related to the Vendors.

  4. P24/5448 is not a tenement held by the Company nor is it a tenement to be acquired by the Company. The Company confirms that Mr Peter Joseph Mellington, the registered holder of P24/5448, is not related to the Vendors.

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11. QUALIFICATIONS AND ASSUMPTIONS

This Report is subject to the following qualifications and assumptions:

  • (a) we have assumed the accuracy and completeness of all Searches, register extracts and other information or responses which were obtained from the relevant department or authority including the NNTT;

  • (b) we assume that the registered holder of a Tenement has valid legal title to the Tenement;

  • (c) this Report does not cover any third party interests, including encumbrances, in relation to the Tenements that are not apparent from our Searches and the information provided to us;

  • (d) we have assumed that any agreements provided to us in relation to the Tenements are authentic, were within the powers and capacity of those who executed them, were duly authorised, executed and delivered and are binding on the parties to them;

  • (e) with respect to mining lease already granted, we have assumed that the applicant strictly complied with all requirements under the Mining Act during the application process;

  • (f) with respect to the granting of the Tenements, we have assumed that the State and the applicant for the Tenements have complied with, or will comply with, the applicable Future Act Provisions;

  • (g) we have assumed the accuracy and completeness of any instructions or information which we have received from the Company or any of its officers, agents and representatives;

  • (h) unless apparent from our Searches or the information provided to us, we have assumed compliance with the requirements necessary to maintain a Tenement in good standing;

  • (i) with respect to the application for the grant of a Tenement, we express no opinion as to whether such application will ultimately be granted and that reasonable conditions will be imposed upon grant, although we have no reason to believe that any application will be refused or that unreasonable conditions will be imposed;

  • (j) references in Parts I and II of this Report to any area of land are taken from details shown on searches obtained from the relevant department. It is not possible to verify the accuracy of those areas without conducting a survey;

  • (k) the information in Parts I and II of this Report is accurate as at the date the relevant Searches were obtained. We cannot comment on whether any changes have occurred in respect of the Tenements between the date of the Searches and the date of this Report;

  • (l) where Ministerial consent is required in relation to the transfer of any Tenement, we express no opinion as to whether such consent will be granted, or the consequences of consent being refused, although we are not aware of any matter which would cause consent to be refused;

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  • (m) we have not conducted searches of the Database of Contaminated Sites maintained by the Department of the Environment and Conservation;

  • (n) native title may exist in the areas covered by the Tenements. Whilst we have conducted Searches to ascertain that native title claims and determinations, if any, have been lodged in the Federal Court in relation to the areas covered by the Tenements, we have not conducted any research on the likely existence or non-existence of native title rights and interests in respect of those areas. Further, the NTA contains no sunset provisions and it is possible that native title claims could be made in the future; and

  • (o) Aboriginal heritage sites or objects (as defined in the WA Heritage Act or under the Commonwealth Heritage Act) may exist in the areas covered by the Tenements regardless of whether or not that site has been entered on the Register of Aboriginal Sites established by the WA Heritage Act or is the subject of a declaration under the Commonwealth Heritage Act other than the Heritage Searches. We have not conducted any legal, historical, anthropological or ethnographic research regarding the existence or likely existence of any such Aboriginal heritage sites or objects within the area of the Tenements.

12. CONSENT

This report is given for the benefit of the Company and the directors of the Company in connection with the issue of the Prospectus and is not to be disclosed to any other person or used for any other purpose or quoted or referred to in any public document or filed with any government body or other person without our prior consent.

Yours faithfully

STEINEPREIS PAGANIN

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PART I – TENEMENT SCHEDULE

TENEMENT REGISTERED
HOLDER /
APPLICANT
SHARES
HELD
GRANT DATE
(APPLICATION
DATE)
EXPIRY
DATE
AREA
SIZE
ANNUAL
RENT
(Next rental
year)
MINIMUM ANNUAL
EXPENDITURE
REGISTERED
DEALINGS /
ENCUMBRANCES
NOTES
E37/1421 Maximal
Investments
Pty Ltd
100/100 12/07/2021 11/07/2026 7BL $1,022 Current tenement
year – $20,000
None known. Endorsements:
1 – 10
Conditions: 1 - 5
E37/1422 Maximal
Investments
Pty Ltd
100/100 12/07/2021 11/07/2026 5BL $730 Current tenement
year – $15,000
None known. Endorsements:
1 – 10
Conditions: 1 – 6
E37/1423 Maximal
Investments
Pty Ltd
100/100 12/07/2021 11/07/2026 4BL $584 Current tenement
year – $15,000
None known. Endorsements:
1 – 10
Conditions: 1 – 6
E37/1424 Maximal
Investments
Pty Ltd
100/100 12/07/2021 11/07/2026 4BL $584 Current tenement
year – $15,000
None known. Endorsements: 1 –
10, 12
Conditions: 1 – 6, 8,
9
P24/5568 Cavalier
Resources
Ltd
100/100 (18/03/2022) N/A 52HA N/A N/A None known. N/A
E24/232 Cavalier
Resources
Ltd
100/100 (27/10/2021) N/A 17BL N/A N/A None known. N/A
L37/251 Cavalier
Resources
Ltd
100/100 (14/04/2021) N/A 27.22HA N/A N/A None known. N/A

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TENEMENT REGISTERED
HOLDER /
APPLICANT
SHARES
HELD
GRANT DATE
(APPLICATION
DATE)
EXPIRY
DATE
AREA
SIZE
ANNUAL
RENT
(Next rental
year)
MINIMUM ANNUAL
EXPENDITURE
REGISTERED
DEALINGS /
ENCUMBRANCES
NOTES
E74/717 Cavalier
Resources
Ltd
100/100 (27/01/2022) N/A 5BL N/A N/A None known. N/A
E37/893 Cavalier
Resources
Ltd
100/100 22/08/2008 21/08/2022 5BL $3,385 Current tenement
year – $50,000
None known. Endorsements: 1, 2,
13, 14
Conditions: 2, 3, 6,
13 – 25
P37/9447 Cavalier
Resources
Ltd
100/100 (01/10/2020) N/A 193.7HA N/A N/A None known. N/A
P37/9449 Cavalier
Resources
Ltd
100/100 (01/10/2020) N/A 140.5HA N/A N/A None known. N/A
E74/718 Cavalier
Resources
Ltd
100/100 (27/01/2022) N/A 1BL N/A N/A None known. N/A
E74/662 Matrix
Exploration
Pty Ltd
100/100 02/12/2020 01/12/2025 21BL $3,066 Current tenement
year – $21,000
None known. Endorsements: 1 – 9,
15
Conditions: 1 – 3, 26
P37/9475 Cavalier
Resources
Ltd
100/100 12/07/2021 12/07/2021 194.9HA $643.50 Current tenement
year – $7,800
None known. Endorsements: 1 – 9,
16
Conditions: 1 – 5
P37/9476 Cavalier
Resources
Ltd
100/100 12/07/2021 11/07/2025 163.2HA $541.20 Current tenement
year – $6,560
None known. Endorsements: 1 – 9,
16
Conditions: 1 – 5

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TENEMENT REGISTERED
HOLDER /
APPLICANT
SHARES
HELD
GRANT DATE
(APPLICATION
DATE)
EXPIRY
DATE
AREA
SIZE
ANNUAL
RENT
(Next rental
year)
MINIMUM ANNUAL
EXPENDITURE
REGISTERED
DEALINGS /
ENCUMBRANCES
NOTES
M37/1202 Cavalier
Resources
Ltd
100/100 04/02/2008 03/02/2029 890.6HA $19,602 Current tenement
year – $89,100
None known. Endorsements: 1, 2
17
Conditions: 2, 3, 5,
11, 25, 27 – 31
P37/9448 Cavalier
Resources
Ltd
100/100 (01/10/2020) N/A 198.6HA N/A N/A None known. N/A
P37/8901 Cavalier
Resources
Ltd
100/100 26/07/2017 25/07/2025 198HA $653.40 Current tenement
year – $7,920
None known. Endorsements: 1 – 8,
10
Conditions: 1 – 5, 32

Key to Tenement Schedule

  • P – Prospecting Licence

  • E – Exploration Licence

  • L – Miscellaneous License

  • M – Mining Lease

References to numbers in the “Notes” column refers to the notes following this table.

References to letters in the “Notes” column refers to the material contracts which are summarised in Part III of this Report. Unless otherwise indicated, capitalised terms have the same meaning given to them in the Prospectus.

Please refer to Part II of this Report for further details on native title and Aboriginal heritage matters.

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Notes:

Endorsements

  1. The licensee's attention is drawn to the provisions of the Aboriginal Heritage Act 1972 and any regulations thereunder. 2. The licensee's attention is drawn to the Environmental Protection Act 1986 and the Environmental Protection (Clearing of Native Vegetation) Regulations 2004, which provides for the protection of all native vegetation from damage unless prior permission is obtained.

In respect to Water Resources Management Areas, the following endorsements apply:

  1. the licensee’s attention is drawn to the provisions of the: (i) Waterways Conservation Act, 1976; (ii) Rights in Water and Irrigation Act, 1914; (iii) Metropolitan Water Supply, Sewerage and Drainage Act, 1909; (iv) Country Areas Water Supply Act, 1947; and (v) Water Agencies (Powers) Act 1984.

  2. The rights of ingress to and egress from the mining tenement being at all reasonable times preserved to officers of Department of Water for inspection and investigation purposes.

  3. The storage and disposal of petroleum hydrocarbons, chemicals and potentially hazardous substances being in accordance with the current published version of the Department of Water’s relevant Water Quality Protection Notes and Guidelines for mining and mineral processing.

  4. The taking of groundwater from an artesian well and the construction, enlargement, deepening or altering of any artesian well is prohibited unless current licences for these activities have been issued by the Department of Water and Environmental Regulation.

  5. Measures such as drainage controls and stormwater retention facilities are to be implemented to minimise erosion and sedimentation of adjacent areas, receiving catchments and waterways.

  6. All activities to be undertaken so as to avoid or minimise damage, disturbance or contamination of waterways, including their beds and banks, and riparian and other water dependent vegetation.

  7. The Licensee's attention is drawn to the provisions of section 55 of the Land Administration Act 1997.

In respect to Proclaimed Ground Water Areas the following endorsement applies:

  1. The taking of groundwater and the construction or altering of any well is prohibited without current licences for these activities issued by the Department of Water and Environmental Regulation (DWER), unless an exemption otherwise applies.

  2. In regards to E37/1424, consent to explore on Peak Hill Stock Route Reserve 9699 has been granted

In respect to Public Drinking Water Source Areas (PDWSA) WPZ 785 & WPZ 786 Wellhead Protection Zone the following endorsement applies:

  1. All activity within proclaimed public drinking water source areas shall comply with the current published version of the Department of Water and Environmental Regulation (DWER) [Quality Protection Note 25 Land Use Compatibility in Public Drinking Water Source Areas]. Key issues that need to be considered within the Water Quality Protection Note are:

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(i)
All exploration involving the storage, transport and use of toxic and hazardous substances (including human wastes) within public drinking
water source areas being prohibited unless approved in writing by the DWER.
(ii)
Seek written advice from the DWER if handling, storing and/or using hydrocarbons and potentially hazardous substances.
In regards to E37/893, consent to mine on Water Reserve 65 has been granted subject to:
13. The licensee’s attention is drawn to the provisions of:
(i)
Water and Rivers Commission Act 1995 and any Regulations thereunder;
(ii)
Country Areas Water Supply Act 1947 and any Regulations thereunder; and
(iii)
Metropolitan Water Supply Sewerage and Drainage Act 1909 and any Regulations thereunder.
14. The grant of this licence does not include the land the subject of prior Exploration Licence 37/421. If the prior licence expires, is surrendered or forfeited
that land may be included in this licence, subject to the provisions of the Third Schedule of the Mining Regulations 1981 titled "Transitional provisions
relating to Geocentric Datum of Australia”.
In respect to Proclaimed Ground Water Area (Kondinin – Ravensthorpe) the following endorsement applies:
15. The taking of groundwater and the construction or altering of any well is prohibited without current licences for these activities issued by the
Department of Water and Environmental Regulation (DWER) unless an exemption otherwise applies.
In respect to Proclaimed Ground Water Area (Goldfields) the following endorsement applies:
16. The taking of groundwater and the construction or altering of any well is prohibited without current licences for these activities issued by the
Department of Water and Environmental Regulation (DWER) unless an exemption otherwise applies.
17. This mining lease authorises the mining of the land for all minerals as defined in Section 8 of the Mining Act 1978 with the exception of uranium ore or iron
ore, unless specifically authorised under Section 111 of the Act.

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Conditions

  1. All disturbances to the surface of the land made as a result of exploration, including costeans, drill pads, grid lines and access tracks, being backfilled and rehabilitated to the satisfaction of the Environmental Officer, Department of Mines, Industry Regulation and Safety. Backfilling and rehabilitation being required no later than 6 months after excavation unless otherwise approved in writing by the Environmental Officer, Department of Mines, Industry Regulations and Safety

  2. All waste materials, rubbish, plastic sample bags, abandoned equipment and temporary buildings being removed from the mining tenement prior to or at the termination of exploration programme.

  3. Unless the written approval of the Director of the Environmental Division of the DoIR, Environmental Officer, Department of Mines, Industry Regulation or Safety is first obtained the use of drilling rigs, scrapers, graders, bulldozers, backhoes or other mechanised equipment for surface disturbance or the excavation of costeans is prohibited. Following approval, all topsoil being removed ahead of mining operations and separately stockpiled for replacement after backfilling and/or completion of operations.

  4. The licensee making verbal or written contact with the holder of any underlying pastoral or grazing lease within a reasonable time prior to undertaking airborne geophysical surveys or any ground disturbing activities utilising equipment such as scrapers, graders, bulldozers, backhoes, drilling rigs; water carting equipment or other mechanised equipment

  5. The lessee or transferee, as the case may be, shall within thirty (30) days of receiving written notification of:

  6. (i) the grant of the lease; or

  7. (ii) registration of a transfer introducing a new lessee,

advise, by registered post, the holder of any underlying pastoral lease details of the grant or transfer.

  1. In regards to E37/1422, E37/1423 and E37/1424, consent has been granted to mine on Leonora Water Reserve (WR 65).

  2. In regards to E37/1424, consent to mine on R10867 Water Supply and Protection Zones 785 and 786 have been granted.

  3. No mining on any Wellhead Protection Zone 785 & 786 located within the subject mining tenement boundaries without first obtaining the written consent of the Minister responsible for Mining Act 1978.

In regards to E37/1424, consent to explore on Peak Hill Stock Route Reserve 9699 has been granted subject to the following condition:

  1. No exploration activities being carried out on 9699 Reserve Peak Hill Stock Route which restrict the use of the reserve. 10. All surface holes drilled for the purpose of exploration are to be capped, filled or otherwise made safe immediately after completion.

  2. All costeans and other disturbances to the surface of the land made as a result of exploration, including drill pads, grid lines and access tracks, being backfilled and rehabilitated to the satisfaction of the Environmental Officer, Department of Industry and Resources ( DoIR ). Backfilling and rehabilitation being required no later than 6 months after excavation unless otherwise approved in writing by the Environmental Officer, DoIR.

  3. No interference with Geodetic Survey Station SSM - Leonora 117 and mining within 15 metres thereof being confined to below a depth of 15 metres from the natural surface

  4. The Licensee notifying the holder of any underlying pastoral or grazing lease by telephone or in person, or by registered post if contact cannot be made, prior to undertaking airborne geophysical surveys or any ground disturbing activities utilising equipment such as scrapers, graders, bulldozers,

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backhoes, drilling rigs; water carting equipment or other mechanised equipment.

backhoes, drilling rigs; water carting equipment or other mechanised equipment.
Consent to mine on Water Reserve 65 given subject to:
14. Written notification, where practicable, of the time frame, type and extent of proposed ground disturbing activities being forwarded to the Department
of Water Kalgoorlie seven days prior to commencement of those activities.
15. Any significant waterway (flowing or not), wetland or its fringing vegetation that may exist on site not being disturbed or removed without prior written
approval from the Department of Water.
16. The rights of ingress to and egress from the Licence being at all reasonable times preserved to officers of the Department of Water for inspection and
investigation purposes
17. The storage and disposal of hydrocarbons, chemicals and potentially hazardous substances being in accordance with the Department of Water's
Guidelines and Water Quality Protection Notes.
18. All proposed exploration activities within Public Drinking Water Source Areas complying with the Department of Water's Water Quality Protection Note
Land Use Compatibility in Public Drinking Water Source Areas.
19. All Mining Act tenement activities within Public Drinking Water Source Areas being prohibited unless the prior written approval has been obtained from
the Department of Water
20. All Mining Act tenement activities are prohibited within 2 kilometres of the maximum storage level of a reservoir including the reservoir itself, unless the
prior written approval of the Department of Water is first obtained
21. Storage and use of hydrocarbons and potentially hazardous substances requiring the prior written approval or appropriate permits from the
Department of Water.
22. All hydrocarbon or other pollutant spillage being reported to the Department of Water. Remediation being carried out to the satisfaction of the
Department of Water.
23. All Mining Act tenement activities are prohibited within a 300-metre radius of any observation well in a Public Drinking Water Source Priority P1, P2 & P3
Areas unless the written approval of the Department of Water is first obtained
24. All Mining Act tenement activities are prohibited within a 500-metre radius in a P1 area or a 300-metre radius in a P2 or P3 area of any Public Drinking
Water Source production well or dam, unless the written approval of the Department of Water is first obtained
In respect to the area outlined in "red" and designated FNA 7836 in TENGRAPH (former Wongatha native title claim WC99/01) the following condition shall
apply:
25. If the Goldfields Land and Sea Council (GLSC) sends a request by pre-paid post to the licensee's address within 90 days after the grant of the Licence,
the Licensee shall within 30 days of the request execute in favour of the GLSC the revised GLSC Wongatha Interim Standard Heritage Agreement.
In respect of the grant to the Licensee of this Licence , the Native Title Group's consent pursuant to clause 18 of Schedule 10 of the Ballardong People
Indigenous Land Use Agreement(s) (relevant ILUA) to such grant is, as a condition precedent, subject to the Minister for Mines, Industry Regulation and Safety
(DMIRS) imposing the following condition:
26. As the Ballardong People ILUA (relevant ILUA) applies to this Exploration Licence ,the licensee must before exercising any of the rights, powers or duties
pursuant to this Exploration Licence over that portion of the area of land the subject of the relevant ILUA:

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  • (i) subject to paragraph (ii), execute and enter into in respect of this Exploration Licence an Aboriginal Heritage Agreement (as defined in the relevant ILUA) with the Native Title Agreement Group or Regional Corporation (as the case requires) for the relevant ILUA on terms and conditions agreed by the Licensee and the Native Title Agreement Group or Regional Corporation (as the case may be) for the relevant ILUA (the Parties) or, failing such agreement being reached between the Parties within 20 Business Days of the commencement of negotiations, execute and enter into a NSHA subject only to any necessary modifications in terminology required for the tenure;

  • (ii) where (A) the Parties have been unable to reach agreement on the terms and conditions of an Aboriginal Heritage Agreement under paragraph (i); and (B) the Licensee executes a NSHA (subject only to any necessary modifications in terminology required for the tenure); and (C) The Licensee provides a copy of the NSHA to the Native Title Agreement Group or Regional Corporation (as the case requires) for the relevant ILUA for execution; if the Native Title Agreement Group or Regional Corporation (as the case requires) does not execute the NSHA and provide a copy of the executed NSHA to the Licensee within 20 Business Days of receipt of the NSHA, the requirements of paragraph (i) do not apply; and

  • (iii) provide to the Department of Mines, Industry Regulation and Safety (DMIRS) a statutory declaration from the Licensee (or if the Licensee is a corporation, from a director of that corporation on its behalf)] in the form contained in Annexure U to the Settlement Terms (as defined in the relevant ILUA), as evidence that the Licensee has complied with the requirements of paragraph (i) of this condition or that paragraph (ii) of this condition applies.

  • Survey.

  • All surface holes drilled for the purpose of exploration are to be capped, filled or otherwise made safe immediately after completion

  • The lessee submitting a plan of proposed operations and measures to safeguard the environment to the Director, Environment, DoIR for his assessment and written approval prior to commencing any developmental or productive mining or construction activity.

  • The Lessee notifying the holder of any underlying pastoral or grazing lease by telephone or in person, or by registered post if contact cannot be made, prior to undertaking airborne geophysical surveys or any ground disturbing activities utilising equipment such as scrapers, graders, bulldozers, backhoes, drilling rigs; water carting equipment or other mechanised equipment.

  • Mining on any road, road verge or road reserve being confined to below a depth of 15 metres from the natural surface.

  • The rights of ingress to and egress from Miscellaneous Licence 37/195 being at all times preserved to the licensee and no interference with the purpose or installations connected to the licence.

Tengraph interests

Land Type Description
1. Pastoral Lease A pastoral lease is a lease of Crown land that has been granted under Section 114 of the Land Act 1933 (WA), which provides
that any Crown land within the State which is not withdrawn from the selection for pastoral purposes, and which is not required
to be reserved, may be leased for pastoral purposes.
The following Tenements overlap with Pastoral Lease PL N049676:

E37/1421 – 51.6%;

E37/1422 – 97.25%;

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Land Type Description

E37/1423 – 100%; and

E37/893 – 99.9%.
The following Tenements overlap with Pastoral Lease PL N09506:

E37/1421 – 48.4%; and

E37/1422 – 2.75%.
The following Tenements overlap with Pastoral Lease N049712:

M37/1202 – 100%;

P37/9475 – 100%;

P37/9476 – 100%;

P37/9477 – 100%;

P37/9448 – 96.03%;

P37/9449 – 97.34%;

P37/8901 – 100%; and

L37/251 – 96.96%.
E24/232 overlaps with Pastoral Lease PL N050272 by 99.21%.
The following Tenements overlap with Historical Pastoral Lease 395 490 with 100% of their area:

P37/9475;

P37/9476;

P37/9447;

P37/9448;

P37/8901; and

P37/9449.
2. Unallocated Crown
Land
The following tenements overlap with unallocated crown land:

E74/662 – 6048.5591HA (99.6%);

E74/717 – 144.9616HA (100%);

E74/718 – 289.0747HA (100%);

P24/5568 – 45.8412HA (88.09%); and

E24/232 – 32.8806HA (0.65%).
3. Class Reserves E37/1424 overlaps the following Class Reserves:

“C” Class Reserve Water Supply R 10867 – 0.19%;

“C” Class Reserve Water Supply 11267 – 66.07%; and

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Land Type Description

“C” Class Reserve Peak Hill Stock Route – 27.44%.
P24/5568 overlaps “C” Class Reserve Common by 11.91%.
4. Aboriginal Heritage
Survey
Aboriginal Heritage Survey Areas are areas in which an Aboriginal Heritage Survey has been undertaken and results are
described in a Heritage Survey Report. The Department of Indigenous Affairs holds copies of these reports.
A heritage survey conducted in a particular area does not necessarily mean that another heritage survey does not need to be
undertaken. This will depend on the type of survey undertaken and also when the original survey was undertaken. Not all
Aboriginal sites within a survey area are necessarily recorded in the survey. The type of survey undertaken, such as site
identification or Site Avoidance, is decided by the professional heritage consultant engaged by the proponent and depends
upon the scope and nature of the project. What is appropriate for one project may not be for a different project.
E37/1421 overlaps with the survey area 102104 2 by 15.74%
E37/1422 overlaps with the following survey areas:

102104 2 – 8.06%;

102255 1 – 29.27%;

21195 1 – 10.39%; and

21195 2 – 10.39%.
E37/1423 overlaps with the following survey areas:

102255 1 – 17.08%;

21195 1 – 2.01%; and

21195 2 – 2.01%.
E37/1424 overlaps with the following survey areas:

102255 1 – 7.78%;

104908 1 - <0.01%;

104908 2 – 12.47%;

21195 1 – 7.78%;

21195 2 – 7.78%;

21329 1 – 33.9%; and

22714 1 – 6.56%.
M37/1202 overlaps survey area 200987 1 by 0.99%.
E37/893 overlaps with the following survey areas:

102255 1 – 27.3%;

21195 1 – 15.52%; and

21195 2 – 15.52%.
P37/9475 overlaps with survey area 200817 1 by 54.2%.

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Land Type Description
P37/9476 overlaps with the following survey areas:

200817 1 – 13.32%; and

22722 1 - <0.01%.
P37/9447 overlaps with the following survey areas:

102067 1 – 0.21%;

102255 1 – 44.99%; and

22668 1 – 3.08%.
P37/9448 overlaps with the following survey areas:

102067 1 – 60.39%%;

102255 1 – 63.78%;

21195 2 – 54.3%

22668 1 – 49.21%.
P37/8901 overlaps with the following survey areas:

106339 1 - <0.01%; and

200987 1 – 0.01%.
P37/9449 overlaps with the following survey areas:

102067 1 – 36.98%;

102255 1 – 48.54%;

21195 2 – 31.85%

22668 1 – 72.21%.
L32/251 overlaps with the following survey areas:

102067 1 – 27.34%%;

102255 1 – 46.13%;

21195 2 – 23.66%

22668 1 – 18.95%.
P24/5568 overlaps with survey area 105309 1 by 0.02%.
The remaining Tenements do not overlap with any survey areas.
5. Ground Water Area Groundwater is a reserve of water beneath the earth's surface in pores and crevices of rocks and soil. Recharge of
groundwater aquifers is slow and can take many years. Groundwater often supports wetland and stream ecosystems.
Groundwater areas are proclaimed under the Rights in Water and Irrigation Act, 1914.
There are 45 proclaimed groundwater areas in Western Australia where licences are required to construct or alter a well and to
take groundwater. The Department of Water is responsible for managing proclaimed areas under the Act.

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Land Type Description
GWA 27 encroaches 100% of the area of the the following Tenements:

E74/662;

E74/717; and

E74/718.
GWA 21 encroaches 100% of the area of the following Tenements:

E37/1421;

E37/1422;

E37/1423;

E37/1424;

M37/1202;

E37/893;

P37/9475;

P37/9476;

P37/9447;

P37/9448;

P37/8901;

P37/9449;

L37/251;

P24/5568; and

E24/232.
6. Mineralisation Zone
(Non-Section 57 (2AA))
Area in which applications of Exploration Licences are restricted to a maximum of 70 blocks (required by s57(1) Mining Act).
Section 57(2aa) Mining Act states that if the area of land is in an area of the state designated under s57A(1) it shall not be more
than 200 blocks.
MZ 2, Non-Section 57(2AA), Southern Section was identified on all Tenements and overlaps 100% of the area of each Tenement.
7. Proposed Nature
Reserve
E74/717 overlaps with Proposed Nature Reserve 58 by 23.48%.
State Government policy provides that mining should not occur on national parks, nature reserves, conservation parks or state
forests and, where possible, a tenement applicant is encouraged to excise the conservation area from the area of the
application.
If a conservation area is not excised, the DMIRS will refer the application to the Department of Environment Regulation (DER) for
comment and or consent. Under the Mining Act, mineral exploration on national parks, class “A” nature reserves and certain
conservation parks requires the concurrence of the Minister for Environment. In relation to nature reserves other than class “A”
reserves, and certain conservation parks, the Minister for the Environment and Conservation is required to give his
recommendation in relation to the grant.

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Page 33

Land Type Description
The remaining Tenements do not overlap any Proposed Nature Reserves.
8. File Notation Area The following Tenements overlap with File Notation Area 16295

E37/1421 – 48.4%; and

E37/1422 – 2.75%.
The remaining Tenements do not overlap any File Notation Areas.
9. Water Reserve The following Tenements overlap with Leonora Water Reserve WR 65:

E37/1423 – 66.44%;

E37/1424 – 100%; and

E37/893 – 89.52%.
The remaining Tenements do not overlap any Water Reserves.
10. Special Category Land
(Section 57(4))
Section 57(4) of the Mining Act governs that where in any particular area extensive mining is being carried on, the Minister may,
from time to time, by notice published in the_Government Gazette_declare that no application for an exploration licence shall
be made or granted with respect to any land comprising the area or any land within such area as is specified in the notice.
S57 11 Leonora Special Category Land was identified on 100% of the area of the following Tenements:

M37/1202;

P37/9475;

P37/9476;

P37/9447;

P37/9448;

P37/8901;

P37/9449; and

L37/251.
S57 1 Broad Arrow Special Category Land was identified on 100% of the area of P24/5568.

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Page 34

PART II – NATIVE TITLE CLAIMS

TRIBUNAL
NUMBER
FEDERAL
COURT
NUMBER
APPLICATION
NAME
REGISTERED IN MEDIATION STATUS
WCD2021/010 WAD78/001 South West
Settlement
Yes No Active
WC2018/005 WAD142/2018 Darlot Yes No Active
WC2019/002 WAD91/2019 Nyalpa Pirniku Yes No Active
WC2017/001 WAD186/2017 Muduwongga Yes No Active
WC2017/007 WAD647/2017 Marlinyu
Ghoorlie
Yes No Active
WC2020/005 WAD297/2020 Karra Part A Yes No Active

NATIVE TITLE DETERMINATIONS

WCD2021/010 determined that Native Title does not exist over the area.

ILUAs

The land under E74/662, E74/717 and E74/718 is subject to the Ballardong People Indigenous Land Use Agreement WI2017/012. Due to standard confidentiality provisions, the terms and conditions of an ILUA are not available for public access.

HERITAGE & COMPENSATION AGREEMENTS

The Company notes that E38/3384 is subject to a heritage agreement currently between Matrix Exploration Pty Ltd and the South West Aboriginal Land & Sea Council Aboriginal Corporation for and on behalf of the members of the Ballardong Agreement Group ( Heritage Agreement ).

The Heritage Agreement contains standard terms for an agreement of its nature, including the ability for Bluebrook Nominees to assign its title and right under the Heritage Agreement to the Company on completion of the Company’s proposed acquisition of E38/3384 as set out in section 9.2.1 of the Prospectus.

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ABORIGINAL HERITAGE SITES

ID Tenement
Effected
Name Restrictions Status Type Knowledge
Holder
Coordinate
1177 E37/1422
E37/893
Makata No
Gender
Restrictions
Registered
Site
Mythological,
Water Source
Registered
Knowledge
Holder
names
available
from the
DPL
Not
available
17973 E37/1424 Saw Pit
Creek
Male
Access
Only
Registered
Site
Mythological Registered
Knowledge
Holder
names
available
from the
DPL
Not
available
15263 E24/232 Woodcutters
01
No
Gender
Restrictions
Registered
Site
Artefacts /
Scatter,
Water Source
Registered
Knowledge
Holder
names
available
from the
DPL
345037mE
6648538mN
Zone 51

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Page 36

PART III – MATERIAL CONTRACT SUMMARIES

Matrix Exploration Option Agreement

On 27 October 2021, the Company entered into an option agreement with Matrix by which Matrix Exploration Pty Ltd (ACN 645 306 627) ( Matrix ) agreed to grant the Company an option to acquire 100% of the legal and beneficial interest in E74/662 ( Matrix Option ), which comprises the Ella’s Rock Nickel-Gold Project ( Matrix Exploration Option Agreement ). The material terms and conditions of the Matrix Exploration Option Agreement are set out below:

Option Period Matrix agrees to grant the Company an initial 12 month option
period over the tenements, which may be extended for an
additional 3 months by written agreement between the parties.
Consideration In consideration for the grant of the Matrix Option, the Company
agrees to pay Matrix $15,000 cash.
On exercise of the Matrix Option, the Company further agrees to:
(a)
pay Matrix $50,000 cash; and
(b)
issue Matrix 875,000 Shares.
Heritage
Agreement
The Company agrees:
(a)
during the option period and on exercise of the Matrix
Option, that it will observe and comply with the terms of
the noongar alterative heritage agreement between
South West Aboriginal Land & Sea Council Aboriginal
Corporation (ICN 3832) for and on behalf of the
Ballardong Agreement Group and Matrix dated 25 August
2020 (Heritage Agreement); and
(b)
following completion of the Matrix Exploration Option
Agreement, become a party to the Heritage Agreement
through a deed of novation or deed of assignment.

The Matrix Exploration Option Agreement otherwise contains provisions considered standard for an agreement of its nature.

Maximal Investments Option Agreement

On 27 October 2021, the Company entered into an option agreement with Maximal Investments Pty Ltd (ACN 645 306 627) ( Maximal ) by which Maximal agreed to grant the Company an option to acquire 100% of the legal and beneficial interest in the following tenements:

  • (a) E37/1421;

  • (b) E37/1422;

  • (c) E37/1423; and (d) E37/1424,

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( Maximal Option ), which comprise part of the Gambier Lass North Project ( Maximal Investments Option Agreement ). The material terms and conditions of the Maximal Investments Option Agreement are set out below:

Option Period Maximal agrees to grant the Company an initial 12 month option
period over the tenements, which may be extended for an
additional 3 months by written agreement between the parties.
Consideration In consideration for the grant of the Maximal Option, the
Company agrees to pay Maximal $5,000 cash.
On exercise of the Maximal Option, the Company further agrees
to:
(a)
pay Maximal $10,000 cash; and
(b)
issue Maximal 200,000 Shares.
Heritage
Agreement
The Company agrees:
(a)
during the option period and on exercise of the Matrix
Option, that it will observe and comply with the terms of
the noongar alterative heritage agreement between
South West Aboriginal Land & Sea Council Aboriginal
Corporation (ICN 3832) for and on behalf of the
Ballardong Agreement Group and Matrix dated 25 August
2020 (Heritage Agreement); and
(b)
following completion of the Matrix Exploration Option
Agreement, become a party to the Heritage Agreement
through a deed of novation or deed of assignment.

The Matrix Investments Option Agreement otherwise contains provisions considered standard for an agreement of its nature.

Tenement Sale Agreements – Crawford Gold Project

Roman Kings Pty Ltd (ACN 610 839 346) ( Roman Kings ) is a wholly owned subsidiary of Kingwest Resources Limited (ASX: KWR) ( Kingwest ). Roman King and Messina Resources Limited (ACN 149 083 330) ( Messina ) entered into unincorporated joint venture arrangements on 17 November 2016 and 11 May 2018, pursuant to which Roman Kings and Messina agreed to commence exploration on tenements M37/1202 and E37/893 ( JV Tenements ) that comprise part of the Crawford Gold Project (which forms part of the Leonora Gold Project).

Under the initial joint venture arrangements, the JV Tenements were jointly held by Kingwest (indirectly via Roman Kings) (85%) and Messina (15%).

On 22 July 2020, the Company entered into separate tenement sale agreements with Roman Kings and Messina to acquire 100% of the legal and beneficial interests in the JV Tenements and 100% of Roman Kings’ and Messina’s interest in the joint venture arrangements.

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Roman Kings Tenement Sale Agreement

As set out above, the Company entered into a tenement sale agreement with Roman Kings by which Roman Kings agreed to sell and the Company agreed to acquire interest in the following tenements from Roman Kings:

  • (a) 100% interest in P37/8901; and

  • (b) 85% interest in the JV Tenements,

(the Roman Kings Tenement Sale Agreement ).

The material terms and conditions of the Roman Kings Tenement Sale Agreement are set out below:

Completion Completion of the Roman Kings Tenement Sale Agreement
occurred on 9thOctober 2020.
Consideration In consideration for the acquisition, the Company agreed to pay
Roman Kings:
(a) a deposit of $10,000 cash to be paid on execution of the
agreement; and
(b) $180,000 cash on completion of the Roman Kings Tenement
Sale Agreement.
Deferred
Consideration
The Company agreed to pay Roman Kings $100,000 cash as
deferred consideration if a decision to mine was not made on the
JV Tenements by 21 July 2021. On 1 July 2021, the Company made
the decision to mine and consequently was not obligated to pay
the deferred consideration to Roman Kings.
Royalty Payments The Company agreed to pay Roman Kings the following royalty
payments:
(a) $100,000 cash if mining operations have not commenced on
the JV Tenements by 22 July 2022;
(b) $100,000 cash if mining operations have not commenced on
the JV Tenements by 22 July 2023; and
(c) a 1.75% net-smelter return payable every 3 calendar months
on and from 22 July 2020.
It is noted that the parties further agreed that any advanced
royalty payment made under paragraphs (a) and (b) above will
be deducted from any net-smelter return royalty payment
following 22 July 2023.

The Roman Kings Tenement Sale Agreement otherwise contains provisions considered standard for an agreement of its nature.

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Page 39

Messina Tenement Sale Agreement

As set out above, the Company entered into a tenement sale agreement with Messina ( Messina Tenement Sale Agreement ) by which the Company agreed to acquire Messina’s 15% interest in the JV Tenements and subsequent interest in the joint venture arrangements between itself and Roman Kings ( Messina Interest )

Completion Completion of the Messina Tenement Sale Agreement occurred
on 18thOctober 2020.
Consideration In consideration for the acquisition, the Company agreed to pay
Messina $45,000 cash.

The Messina Tenement Sale Agreement otherwise contains provisions considered standard for an agreement of its nature.

IPO/96_13

ANNEXURE C – INVESTIGATING ACCOUNTANT’S REPORT

239

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1 April 2022

The Board of Directors Cavalier Resources Limited Level 2 22 Mount Street PERTH WA 6000

Dear Board Members

INDEPENDENT LIMITED ASSURANCE REPORT ON THE HISTORICAL FINANCIAL INFORMATION AND THE PRO FORMA FINANCIAL INFORMATION OF CAVALIER RESOURCES LIMITED

Introduction

This Independent Limited Assurance Report (“Report”) has been prepared for inclusion in a prospectus to be dated on or around 4 April 2022 (“Prospectus”) and issued by Cavalier Resources Limited (“Cavalier Resources” or “the Company”) in relation to the Company’s initial listing on the Australian Securities Exchange (“ASX”). The Prospectus comprises an offer of up to 25,000,000 shares at an issue price of $0.20 each to raise $5,000,000 before costs (“Offer”), with the ability to accept oversubscriptions of up to a further 10,000,000 shares at an issue price of $0.20 each to raise up to an additional $2,000,000 before costs.

This Report has been included in the Prospectus to assist potential investors and their financial advisers to make an assessment of the financial position and performance of Cavalier Resources. All amounts are expressed in Australian dollars and expressions defined in the Prospectus have the same meaning in this Report.

This Report does not address the rights attaching to the shares to be issued in accordance with the Offer, nor the risks associated with accepting the Offer. HLB Mann Judd (“HLB”) has not been requested to consider the prospects for Cavalier Resources, nor the merits and risks associated with becoming a shareholder, and accordingly has not done so, nor purports to do so. HLB has not made and will not make any recommendation, through the issue of this Report, to potential investors of the Company, as to the merits of the Offer and takes no responsibility for any matter or omission in the Prospectus other than the responsibility for this Report. Further declarations are set out in Section 7 of this Report.

Structure of Report

This Report has been divided into the following sections:

  1. Scope of Report;

  2. Directors’ Responsibility;

  3. Our Responsibility;

  4. Conclusions;

  5. Restriction on Use;

  6. Liability; and

  7. Declarations.

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Independent Limited Assurance Report

1. Scope of Report

You have requested HLB to perform a limited assurance engagement and to report on the following Financial Information as set out in Section 6 of the Prospectus:

Historical Financial Information

The Historical Financial Information, as set out in Section 6 of the Prospectus, comprises:

  • the audited historical Statements of Financial Position as at 30 June 2020 and 30 June 2021 and audited historical Statements of Profit or Loss and other Comprehensive Income and Statement of Cash Flows of the Company for the period ended 30 June 2020 and year ended 30 June 2021; and

  • the reviewed historical Statement of Financial Position as at 31 December 2021 and reviewed historical Statement of Profit or Loss and other Comprehensive Income and Statement of Cash Flows of the Company for the period then ended.

Pro Forma Financial Information

The Pro Forma Financial Information, as set out in Section 6 of the Prospectus, comprises:

  • the pro forma Statement of Financial Position of the Company as at 31 December 2021 and supporting notes which include the pro forma adjustments.

The stated basis of preparation is the recognition and measurement principles contained in Australian Accounting Standards applied to the Financial Information and the events or transactions to which the pro forma adjustments relate, as if those transactions or events had occurred as at 31 December 2021. Due to its nature, the Pro Forma Financial Information does not represent the Company’s actual or prospective financial position, financial performance or cash flows.

The Historical Financial Information and the Pro Forma Financial Information are presented in an abbreviated form insofar as they do not include all the presentation and disclosures required by Australian Accounting Standards and other mandatory professional reporting requirements applicable to general purpose financial reports prepared in Australia in accordance with the Corporations Act 2001 .

This Report has been prepared for inclusion in the Prospectus. HLB disclaims any assumption of responsibility for any reliance on this Report or on the Financial Information to which this Report relates for any purpose other than the purposes for which it was prepared. This Report should be read in conjunction with the Prospectus.

2. Directors’ Responsibility

The Directors of the Company are responsible for the preparation and presentation of the Financial Information. The Directors are also responsible for the determination of the pro forma adjustments set out in Section 6.8 of the Prospectus and the basis of preparation of the Financial Information.

This responsibility also includes compliance with applicable laws and regulations and for such internal controls as the Directors determine are necessary to enable the preparation of the Financial Information that is free from material misstatement.

3. Our Responsibility

Our responsibility is to express a limited assurance conclusion on the Financial Information based on the procedures performed and evidence we have obtained. Our engagement was conducted in accordance with Australian Auditing Standards applicable to assurance engagements. Specifically, our review was carried out in accordance with Standards on Assurance Engagements ASAE 3450 Assurance Engagements involving Corporate Fundraisings and/or Prospective Financial Information and ASAE 3420 Assurance Engagements to Report on the Compilation of Pro Forma Historical Financial Information and included such enquiries and procedures which we

Independent Limited Assurance Report

considered necessary for the purposes of this Report. Our procedures consisted of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and review procedures applied to the accounting records in support of the Financial Information.

The procedures undertaken by HLB in our role as Investigating Accountant were substantially less in scope than that of an audit examination conducted in accordance with Australian Auditing Standards. A review of this nature provides less assurance than an audit and, accordingly, this Report does not express an audit opinion on the Financial Information.

In relation to the information presented in this Report:

  • a) support by another person, corporation or an unrelated entity has not been assumed; and

  • b) the amounts shown in respect of assets do not purport to be the amounts that would have been realised if the assets were sold at the date of this Report.

4. Conclusions

Historical Financial Information

Based on our review, which was not an audit, nothing has come to our attention that causes us to believe that the Historical Financial Information of the Company as set out in Section 6 of the Prospectus does not present fairly:

  • a) the historical Statements of Financial Position of the Company as at 30 June 2020, 30 June 2021 and 31 December 2021; and

  • b) the historical Statements of Profit or Loss and Other Comprehensive Income and Statements of Cash Flows of the Company for the period ended 30 June 2020, year ended 30 June 2021 and period ended 31 December 2021;

in accordance with the measurement and recognition requirements (but not all of the presentation and disclosure requirements) of applicable Australian Accounting Standards and other mandatory professional reporting requirements.

Pro Forma Financial Information

Based on our review, which was not an audit, nothing has come to our attention that causes us to believe that the Pro Forma Financial Information of the Company as set out in Section 6 of the Prospectus does not present fairly the pro forma Statement of Financial Position of the Company as at 31 December 2021, which incorporates the pro forma adjustments as set out in Section 6.8 of the Prospectus.

5. Restriction on Use

Without modifying our conclusion, we draw attention to Section 6 of the Prospectus, which describes the purpose of the Financial Information, being for inclusion in the Prospectus. As a result, the Financial Information may not be suitable for use for another purpose.

6. Liability

The liability of HLB is limited to the inclusion of this Report in the Prospectus. HLB makes no representation regarding, and has no liability for, any other statements or other material in, or omissions from, the Prospectus.

Independent Limited Assurance Report

7. Declarations

  • a) HLB will be paid its usual professional fees based on time involvement, for the preparation of this Report and review of the Financial Information, which is estimated to be $9,000 plus GST;

  • b) Apart from the aforementioned fee, neither HLB, nor any of its associates will receive any other benefits, either directly or indirectly, for or in connection with the preparation of this Report;

  • c) Neither HLB, nor any of its employees or associated persons has any interest in Cavalier Resources or the promotion of the Company or any of its subsidiaries;

  • d) HLB Mann Judd are the Company’s auditors;

  • e) Unless specifically referred to in this Report, or elsewhere in the Prospectus, HLB was not involved in the preparation of any other part of the Prospectus and did not cause the issue of any other part of the Prospectus. Accordingly, HLB makes no representations or warranties as to the completeness or accuracy of the information contained in any other part of the Prospectus; and

  • f) HLB has consented to the inclusion of this Report in the Prospectus in the form and context in which it appears.

Yours faithfully

HLB Mann Judd Chartered Accountants

L Di Giallonardo Partner

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