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Cygnus Metals Ltd M&A Activity 2025

Jan 30, 2025

48554_rns_2025-01-30_fe177b48-570b-40f3-872e-d540667377dc.pdf

M&A Activity

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FORM 51-102F4

BUSINESS ACQUISITION REPORT

Item 1. Name and Address of Company

1.1 Name and Address of Company

Cygnus Metals Limited (“Cygnus”)
Level 2, 8 Richardson Street
West Perth, Western Australia 6005

1.2 Executive Officer

Maddison Cramer
Joint Corporate Secretary
+61 (0)8 6118 1627

Item 2. Details of Acquisition

2.1 Nature of Business Acquired

On December 31, 2024, Cygnus completed its acquisition of all the issued and outstanding shares of Doré Copper Mining Corp. (formerly listed on the TSXV under the symbol “DCMC”) (“Doré”) pursuant to a plan of arrangement under the Canada Business Corporations Act (the “Arrangement”). For additional information about the Arrangement, please see Doré’s management information circular dated November 13, 2024 (the “Circular”) and available under Doré’s SEDAR+ profile at www.sedarplus.com. Doré owns the Chibougamau copper and gold project in Quebec.

The Arrangement was completed pursuant to the terms and conditions contained in an arrangement agreement dated October 14, 2024 between Cygnus, Doré and 1505901 B.C. Ltd. (the “Arrangement Agreement”). Pursuant to the terms of the Arrangement Agreement, Doré became a wholly-owned subsidiary of Cygnus.

2.2 Date of Acquisition

December 31, 2024.

2.3 Consideration

In consideration for the acquisition of all of the issued and outstanding common shares of Doré, Cygnus issued 1.8297 ordinary shares in the capital of Cygnus for each issued and outstanding common share of Doré (the “Exchange Ratio”).

Pursuant to the Arrangement, all outstanding options and warrants of Doré were replaced with options to acquire ordinary shares of Cygnus, adjusted in accordance with the Exchange Ratio.


  • 2 -

2.4 Effect on Financial Position

As a result of the acquisition of Doré, Cygnus diversified its portfolio of projects by adding the Chibougamau copper and gold project of Doré.

Cygnus does not at present have any plans or proposals for material changes in its business affairs or the affairs of Doré which may have a significant impact on the financial performance and financial position of Cygnus.

The effect of the Arrangement on Cygnus’ financial position is outlined in the pro forma financial statements attached to this Business Acquisition Report.

2.5 Prior Valuations

None.

2.6 Parties to Transaction

The acquisition was not with an informed person, associate or affiliate of Cygnus.

2.6 Date of Report

January 30, 2025.

Item 3. Financial Statements and Other Information

The following financial statements attached as Schedule “A” hereto are included in this Business Acquisition Report:

  1. The annual report of Cygnus with respect to the financial year ended December 31, 2023;
  2. The interim consolidated financial report of Cygnus for the half-year ended June 30, 2024; and
  3. The pro forma condensed consolidated financial statements for the half-year ended June 30, 2024.

The auditors of Cygnus have not given their consent to include their audit report in this report.


  • 3 -
    Schedule A to Business Acquisition Report of Cygnus Metals Limited.

[See attached]


CYGNUS METALS

ANNUAL | 20
REPORT | 23

ABN: 80 609 094 653


CORPORATE DIRECTORY

PRINCIPAL PLACE OF BUSINESS & REGISTERED OFFICE
Level 2, 8 Richardson Street, West Perth, WA 6005

CONTACT INFORMATION
Phone: +61 8 6118 1627
Email: [email protected]
Website: www.cygnusmetals.com

AUSTRALIAN BUSINESS NUMBER
80 609 094 653

DIRECTORS
Mr Kevin Tomlinson Non-Executive Chairman
Mr David Southam Managing Director
Mr Michael Naylor Non-Executive Director
Mr Michael Bohm Non-Executive Director
Mr Raymond Shorrocks Non-Executive Director

JOINT COMPANY SECRETARIES
Ms Maddison Cramer
Mr Carl Travaglini

AUDITORS
Ernst & Young
11 Mounts Bay Road, Perth WA 6000

STOCK EXCHANGE LISTING
Primary listing: Australian Securities Exchange
ASX Code: CY5

SHARE REGISTER
Computershare Investor Services Pty Ltd
Level 17, 221 St Georges Tce, Perth WA 6000
Phone: +61 8 9323 2000
+61 3 9415 4000 (Outside Australia)
Fax: +61 3 9473 2500

BANKERS
National Australia Bank
100 St Georges Tce, Perth WA 6000

SOLICITORS
Hamilton Locke
Central Park, Level 48
152-158 St Georges Tce, Perth WA 6000

I-B-3


CONTENTS

Corporate Directory 2
Chairman & Managing Director's Message 4
Investment Highlights 6
Operations Review 9
Directors' Report 37
Annual Mineral Resource Statement 59
Auditor's Independence Declaration 60
Consolidated Statement of Profit and Loss and Other Comprehensive Income 62
Consolidated Statement of Financial Position 63
Consolidated Statement of Changes in Equity 64
Consolidated Statement of Cash Flows 65
Notes to the Consolidated Financial Statements 66
Directors' Declaration 94
Independent Auditor's Report 95
ASX Additional Shareholder Information 100
Schedule of Tenements 103


CHAIRMAN & MANAGING DIRECTOR'S MESSAGE

Dear Fellow Shareholder,

We are pleased to present the 2023 Annual Report for Cygnus Metals Limited (ASX: CY5), our first since becoming Cygnus' Chairman and Managing Director in April 2023 and February 2023 respectively. We take this opportunity to reflect on a year that saw our Company continue to uncover the potential of its expansive portfolio of lithium exploration projects in Canada, as well as making a new clay-hosted rare earths discovery at our Bencubbin Project in Western Australia.

The lithium sector has been subject to tougher market conditions over recent months compared to the highs seen in 2022 but there is no doubt of lithium's importance to the global energy transition. While there is currently oversupply in the market, we expect this to even out over the next few years, which should tie in well with the development timeline expected for our projects.

We made rapid and exciting progress on our projects in Quebec's James Bay region – one of the world's most promising lithium districts – during the year. This included delivering an inaugural inferred Mineral Resource Estimate (MRE) of 10 million tonnes at $1.04\%$ $\mathrm{Li}_2\mathrm{O}$ at our Pontax project, defined in just 12 months from acquisition, at an exceptionally low discovery cost of A$0.55 per tonne of Resource. Mineralisation remains open in all directions at Pontax, and spodumene mineralisation was confirmed up to 9km from the Pontax Central resource, which demonstrates just how much exploration upside we have at Pontax.

We achieved a breakthrough in initial activities at our new Auclair project, with the discovery of three significant spodumene-bearing pegmatite outcrops – Pegasus, Lyra and Auriga.

We've defined the Auriga outcrop over a strike length of $1.9\mathrm{km}$, with multiple parallel pegmatites intersected, providing us with an exciting target to follow up in the months to come.

Pegasus consists of two parallel outcrops measuring $75\mathrm{m}$ and $65\mathrm{m}$ long respectively and up to $50\mathrm{m}$ wide. We have commenced drilling this discovery, encouraged by earlier sampling which returned results up to $6.6\%$ $\mathrm{Li}_2\mathrm{O}$. Pegasus is a priority target, and we want to test its strike and depth extent, aiming to expand the footprint of mineralisation at surface. Post financial year we announced thick visual intercepts of spodumene and are awaiting assays.

Exploration at our Sakami project was somewhat constrained in the second half of 2023 with wildfires followed by early snowfall in the area, however we completed some sampling which will help us shape exploration plans in 2024.

High-grade clay-hosted rare earth element (REE) mineralisation at our Bencubbin project has continued to grow, now extending over 22km in length and nearly 3km wide. We have received results up to 7,243 parts per million (ppm) total rare earth oxides (TREO) from drilling, confirming both the high-grade nature and substantial size of this deposit, which appears to be close to surface.

We have commenced initial metallurgical test work with ANSTO, the Australian Nuclear Science and Technology Organisation, in the first testing program of its kind undertaken in this mostly unexplored region of Western Australia.

We are well funded to continue our exploration programs in Canada and Australia through 2024, finishing 2023 with a cash balance of $9.3 million. We thank our Shareholders who have continued to share in our journey through the year, and particularly those who supported our capital raising activities, including C$7.0m raised via Canadian flow-through share provisions and a A$3.0m Share Placement. With this strong financial position, we will be able to build on our success in 2023, With outstanding opportunities to deliver value for our Shareholders

L-B-5
Annual Report


throughout the year ahead.

We thank our Board and management team for their efforts and unwavering commitment over the past 12 months, as we have continued to explore and mature our exciting project portfolio. Our team has considerable experience in resource discovery and project delivery, and we are confident we can achieve our goals in 2024 as our projects continue to take shape.

We look forward to your continued interest and support through the year to come as Cygnus continues its strong news flow and delivery of exploration milestones.

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Kevin Tomlinson
Non-Executive Chairman
Cygnus Metals Limited

David Southam
Managing Director
Cygnus Metals Limited

L-B-6
Annual Report


INVESTMENT HIGHLIGHTS

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MAIDEN RESOURCE

Maiden Inferred Resource¹ of 10.1Mt @ 1.04%
Li₂O achieved at Pontax in just over a year since acquisition of the project

Establishing Cygnus in James Bay

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PROJECT ACQUISITION

Three major projects in James Bay with acquisition of Auclair and Sakami for a total ground position of ~823km²

Establishes Cygnus as one of the largest ASX-listed explorers in Quebec

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MULTIPLE DISCOVERIES

Spodumene-bearing pegmatites discovered at Pontax and Auclair with three discoveries made at Auclair in the last field season

One of the most active ASX listed explorers in James Bay

Plus, clay REE discovery in Western Australia

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GROWTH OF LEADERSHIP TEAM

Growth of in-country leadership team with the addition of:

Non-Executive Chairman - Kevin Tomlinson and Country Manager - Laurence Huss

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INVESTMENT IN DRILL BIT

Over 18,000m drilled at Pontax and Auclair in the last 12 months and over 500 prospecting samples collected

Ongoing commitment to in-ground expenditure

Annual Report | 6


OPERATIONS REVIEW

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EXPLORATION - CANADA

Cygnus Metals Limited is exploring for lithium in the world-class James Bay lithium region of Quebec. The Company has secured an extensive package of prospective greenstone belts covering 823km², making it one of the largest landholders in the region. Cygnus is focused on generating shareholder value by exploring the:

  • Pontax Lithium Project (maiden resource published in August 2023)
  • Auclair Lithium Project (significant new lithium discoveries from surface mapping)
  • Sakami Project (an early-stage lithium exploration project in the La Grande greenstone belt which also hosts the substantial Corvette Deposit)

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Figure 1: Location of the Pontax, Auclair and Sakami Lithium Projects in relation to other significant lithium deposits in the James Bay Area and major access routes through the region.²

J-B-10

Annual Report | 9


PONTAX LITHIUM PROJECT (51% CYS, EARNING UP TO 70%)

In July 2022, Cygnus announced it had entered into a binding agreement to acquire up to 70 percent of the Pontax Lithium Project ("Pontax") in Quebec, Canada.

Pontax is located in the prolific Superior Province of Quebec, within the James Bay region. Despite being one of the most endowed lithium terranes in the world, minimal modern lithium exploration has been conducted there over the past 20 years.

Advanced significant lithium projects of northern Quebec² include:

  • Abitibi Lithium Hub (119.1Mt @ 1.1% Li₂O) operated by Sayona Mining Limited/Piedmont Lithium Inc
  • James Bay (110.2Mt @ 1.3% Li₂O) operated by Arcadium Lithium Plc
  • Corvette (109.2Mt @ 1.42% Li₂O) operated by Patriot Battery Metals Inc
  • Whabouchi (55.7Mt @ 1.4% Li₂O) operated by Nemaska Lithium Inc
  • Rose (34.2Mt @ 0.9% Li₂O) operated by Critical Elements Lithium Corp
  • Moblan (70.9Mt @ 1.2% Li₂O) operated by Sayona Mining/SOQUEM Inc

In July 2023, Cygnus announced that it had earned 51% of Pontax by spending C$4 million on exploration at the project in accordance with the first milestone under the earn-in agreement with Stria Lithium Inc. Cygnus can earn up to 70% of Pontax.

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In August 2023, Cygnus published an inferred maiden Resource for Pontax of 10.1Mt at 1.04% Li₂O (refer ASX release dated 14 August 2023), making it just the fourth ASX-listed company in Quebec with a lithium resource after Arcadium (ASX:LTM), Sayona (ASX:SYA) and Patriot Battery Metals (ASX:PMT).

This was the culmination of 11,328m of drilling over 5 months with the resource released only 12 months following the Company's acquisition of the project. Significant intersections from this drilling campaign include;

  • 23.4m @ 1.4% Li₂O from 367.8m including 11.8m @ 1.9% Li₂O and 2.9m @ 2.3% Li₂O
  • 16.5m @ 1.1% Li₂O from 239.8m (including an interval of 6.0m @ 1.8% Li₂O) and 4.3m @ 1.8% Li₂O from 227.6m
  • 13.3m @ 1.3% Li₂O from 300.2m (including an interval of 3.7m @ 2.1% Li₂O) and 5.7m @ 1.4% Li₂O from 194.3m
  • 11.1m @ 1.2% Li₂O from 146.3m (including 2.5m @ 2.6% Li₂O), 3.6m @ 1.4% Li₂O from 65.6m & 6.3m @ 1.0% Li₂O from 94.9m

PONTAX BACKGROUND

Geology and Mineralisation

Pontax is located in the Archean Superior Province of the Canadian Shield proximal to the Causabiscau shear zone that separates the La Grande and Nemiscau Subprovinces. The Causabiscau shear zone is a major NE-SW deep-seated regional structure that is 50 to 200m wide and over 160km long.

Pontax sits within a supracrustal sequence made up of mafic volcanics and metagreywackes known as the Chambois Greenstone Belt located on the northern edge of the La Grande Subprovince. This belt wraps around the southern margin of the largely felsic intrusive block of the Nemiscau Subprovince to link up with the Lower and Middle Eastmain Greenstone Belt. The central Nemiscau Subprovince felsic block includes multiple granitoids (including the Kapiwak Pluton) considered to be a post tectonic intrusion, likely younger than 2.697 Ga. The Kapiwak pluton is interpreted to be the major source of lithium-bearing fluids in the region. The Chambois Greenstone Belt trends north-east and has been metamorphosed to upper greenschist to amphibolite facies.

The Central Pontax Pegmatite Swarm is hosted in multiple parallel dykes which individually are up to 15m thick. The pegmatites of the Central Pontax Swarm are LCT type pegmatites with high amounts of the lithium bearing mineral spodumene, which in places can reach up to 40% of the rock mass.³ The spodumene forms aggregate crystal masses with individual crystals up to 40cm in length, characterised by a light green colour. Spodumene is the only known lithium bearing mineral hosted in the pegmatites at Central Pontax.

J-B-11 Annual Report | 10


Location and Infrastructure

Pontax is well situated in the emerging James Bay territory in northern Quebec, which is the focus of significant investment from the Quebec government under Quebec's "Plan Nord" economic development strategy that offers significant tax incentives for mining companies to invest in and explore the province's vast northern mineral wealth.

Pontax is situated just 4km off the James Bay Road (State Route 109) which connects Matagami, 350km to the south, to the village of Radisson, 240km to the north. Matagami has both an airport and major railway which connects directly to major infrastructure throughout North America. Major development projects surround Pontax including James Bay, Rose and Whabouchi which only enhances the viability of commercial production from the area with continued investment from major lithium companies.

In addition, Quebec is strategically well-positioned regarding the critical transitioning energy and e-mobility markets in Europe and the United States and boasts excellent infrastructure, including low cost and low carbon electricity through Hydro-Quebec.

Metallurgy

Two series of preliminary metallurgical test work, aimed at demonstrating the amenability of the Pontax pegmatites to standard beneficiation techniques, were carried out in 2015/2016 at SGS laboratories in Lakefield, Ontario.³ Samples for variability and bulk testing were largely obtained from channel sampling of near surface and outcrop pegmatites from within the identified spodumene bearing zones.

The first test series utilised the recognised heavy liquid separation ("HLS") technique to test the response to a more economic gravity process flowsheet. These tests indicated 6% Li₂O concentrates, at a mass yield of 10%, could be produced after crushing to either 9.5mm or 6.3mm.

Mineralogical examination of the ore by x-ray diffraction (XRD) confirmed the main lithium bearing mineral was spodumene, while physical testing confirmed the mineralisation was of medium hardness and it was further demonstrated that overall lithium recovery may be increased by flotation of the fine material.

In the second test series, a bulk sample of 14 tonnes with a head grade of 1.48% Li₂O, was processed through a pilot scale dense medium separation plant (DMS) and flotation facilities and not only confirmed the findings of the first test series but indicated an improved performance of 84% overall lithium recovery into 6% Li₂O concentrates.

The program also included a sighter test on the amenability of the spodumene concentrates to downstream production of lithium carbonate or hydroxide with almost 100% conversion of the spodumene to the acid soluble version being achieved under standard conditions of heating to 1050°C for 30 minutes.

The results reported from these tests and the manner in which they were performed have provided Cygnus with insight into suitability of the Pontax pegmatites to economic recovery.

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J-B-12 Annual Report | 11


COMPLETION OF PONTAX MAIDEN RESOURCE DRILLING

Exploration has progressed rapidly since acquisition in July 2022 with completed geophysics, LiDAR, high resolution orthophotography and mapping culminating in the completion of an 11,328m drill program.

In April 2023, Cygnus completed its maiden drill program at Pontax with 38 holes drilled for 11,328m. The program was completed using up to three diamond rigs with access through a 37km ice road from the highway to the main Pontax Central drill site. The program was designed to systematically step out from known mineralisation at Pontax Central, an extensive spodumene-bearing pegmatite swarm which outcrops over 700m of strike. Holes were drilled on 100m spaced sections stepping out 50m to 100m below existing mineralisation.

The drilling confirmed Pontax Central to be a significant stacked spodumene-bearing pegmatite system which is continuous and open from surface down to 300m vertical depth. The pegmatites remain open along strike, extending over 700m before being concealed beneath shallow cover.

Drilling results also confirmed that mineralisation at Pontax Central is hosted in a sub-vertical, spodumene-bearing pegmatite swarm with multiple pegmatite dykes over a zone up to 75m wide. Individual pegmatite dykes returned up to 23.4m intersections, with multiple pegmatites intercepted in each drillhole. In drillhole 975-22-027, multiple intersections returned a cumulative thickness of 36.3m of spodumene-bearing pegmatite.³

Assay results³ include:

  • 23.4m @ 1.4% Li₂O from 367.8m including 11.8m @ 1.9% Li₂O and 2.9m @ 2.3% Li₂O (DDH975-23-040);
  • 16.5m @ 1.1% Li₂O from 239.8m (including an interval of 6.0m @ 1.8% Li₂O) and 4.3m @ 1.8% Li₂O from 227.6m (DDH975-22-027);
  • 13.3m @ 1.3% Li₂O from 300.2m (including an interval of 3.7m @ 2.1% Li₂O) and 5.7m @ 1.4% Li₂O from 194.3m (DDH975-22-028);
  • 11.1m @ 1.2% Li₂O from 146.3m (including 2.5m @ 2.6% Li₂O), 3.6m @ 1.4% Li₂O from 65.6m & 6.3m @ 1.0% Li₂O from 94.9m (DDH975-22-029);
  • 5.5m @ 1.4% Li₂O from 178.7m & 5.9m @ 1.0% Li₂O from 262.0m (DDH975-22-032); and
  • 3.3m @ 2.8% Li₂O from 107m (including 1.0m @ 5.0% Li₂O) & 4.2m @ 0.9% Li₂O from 124.4m (DDH975-22-026).

Results include high grade intervals of up to 5.0% Li₂O from individual samples. These high-grade results are associated with densely concentrated centimetric spodumene mineralisation rather than large individual crystals, resulting in a representative and even grade distribution.

These results are supported by significant historical intersections³ which include:

  • 9.0m @ 1.7% Li₂O from 46.9m
  • 15.6m @ 1.6% Li₂O from 83.9m;
  • 8.0m @ 2.6% Li₂O from 19.4m; and
  • 13.0m @ 1.4% Li₂O from 36.0m

The assays demonstrate the continuity from surface of mineralisation through multiple stacked pegmatites to 300m in vertical depth (previously 230m).

J-B-13
Annual Report | 12


B-14


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Figure 2: Cross section though Pontax Central looking towards the NE, showing both shallow historic drillholes and the recent deeper drillholes completed by Cygnus. Observed geology illustrating multiple spodumene-bearing pegmatites focused over a 75m wide zone. The deepest drilling on the project to date steps out over 100m from existing drilling with mineralisation remaining open in all directions.

MAIDEN RESOURCE

In August of 2023, Cygnus published an inferred maiden Resource for Pontax of 10.1Mt at $1.04\%$ $\mathrm{Li}_2\mathrm{O}$ (refer ASX release dated 14 August 2023). This was based only on the central area of the known mineralisation. The mineralisation is open in all directions and spodumene has been confirmed up to 9km from the Pontax Central resource, highlighting the huge upside potential at Pontax.

Table 1: Maiden Mineral Resource Estimate for Pontax Central.

Resource Category Cut-off Grade (Li2O) Tonnes (Mt) Grade (Li2O) Contained Li2O (Tonnes) Grade (Ta2O5ppm)
Inferred 0.5% 10.1 1.04% 105,280 74.79

Table 2: Pontax Resource grade and tonnage reporting above a range of cut-off grades.

Cut-off Grade (Li2O) Tonnes (Mt) Grade (Li2O) Grade (Ta2O5ppm)
0.5% 10.1 1.04% 74.79
0.7% 9.3 1.07% 74.46
1.0% 5.2 1.23% 75.15

J-B-15 Annual Report


The Resource was defined in just 12 months from project acquisition at an exceptionally low discovery cost of A55c per tonne of Resource and with only 11,328m of drilling. It also made Cygnus just the fourth ASX-listed company in Quebec with a lithium resource after Arcadium (ASX:LTM), Sayona (ASX:SYA) and Patriot Battery Metals (ASX:PMT).

The MRE is defined over 1.2km of strike, demonstrating significant growth through recent exploration from a previously defined strike length of 700m. Mineralisation remains open in all directions with significant upside for immediate resource growth through step out drilling. On a regional scale, there is huge exploration upside with recent resampling of historic drill core on recently acquired ground, confirming spodumene mineralisation up to 9km from the Pontax Central Resource. Limited historic drilling has been completed along this trend to date, much of which is under shallow cover.

Immediate Resource Growth Potential

The Pontax Central Resource remains open in all directions and the immediate focus of the Company is to expand the current known mineralisation through step out drilling along strike. Recent exploration has enabled the team to successfully define the continuation of mineralisation beneath shallow cover, extending the Pontax Central pegmatite swarm to 1.2km of strike, 50% of which does not outcrop at surface.

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Figure 3: Mineralisation at Pontax Central is completely OPEN with limited drilling along a highly prospective trend.³ Spodumene mineralisation now confirmed over 9km. Photograph from hole PX-07-008.

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Annual Report | 15


Regional Upside

Pontax continues to demonstrate significant upside potential on a regional scale with highly fractionated LCT pegmatites confirmed over 25km and spodumene mineralisation confirmed over 9km of the belt.

The recent acquisition of highly prospective ground to the northeast of Pontax Central increased the Pontax Project to 182km² and provides 20km of continuous strike length of the Chambois greenstone belt. Recent relogging of available historic drill core on the recently acquired ground confirmed spodumene mineralisation to be present in LCT pegmatites returning up to 0.6% Li₂O and 308ppm Ta₂O₅ (refer to ASX release dated 14 August 2023). This confirms the significant scale of the LCT pegmatite system at Pontax with spodumene mineralisation now confirmed up to 9km from the mineralisation at Pontax Central. Importantly, minimal exploration has been completed along this trend with only 5 drillholes and drill gaps of up to 6km.

During the winter campaign, five diamond drill holes were completed to the north-east of Pontax Central, stepping out up to 1.6km from the MRE in an area with no outcrop. This was blind drilling based on conceptual targets using the high-resolution magnetics to target the same prospective trend that hosts the mineralisation at Pontax Central. This drilling successfully intersected multiple highly fractionated LCT pegmatites, up to 11.1m wide with high grade tantalum mineralisation. This includes an interval of 11.1m @ 92.2ppm Ta₂O₅ including 1m @ 243ppm Ta₂O₅ (refer to ASX release dated 14 August 2023).

Tantalum mineralisation alongside low K:Rb ratios indicate highly fractionated pegmatites and a favourable environment for lithium mineralisation. With the lack of exploration along this trend and evidence of a large unexplored LCT pegmatite system, there is immense potential for further discovery through focussed exploration.

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Figure 4: The 182km² Pontax Project with significant scale for further discovery.⁴ In the same geological setting as Arcadium's James Bay Project (110.2Mt @ 1.3% Li₂O),² close to the major sealed road and hydro Quebec powerlines. Photograph from hole PX-07-008.

J-B-17 Annual Report


Project Development Strategy

To align with strong global interest in James Bay lithium, the Company initiated its development strategy at Pontax, reflecting its high level of confidence in the project. This work commenced with both environmental baseline assessments and geochemical studies through highly-regarded engineering consultants BBA Inc.

BBA Inc. was engaged to prepare an Environmental and Social Scoping Report ("ESSR"), which is the initial step towards completing environmental baseline studies on the path to a Preliminary Economic Assessment ("PEA"). An initial geochemical assessment of the ore and waste rock will also be completed. This is a key requirement for mine permitting and plays an integral role in supporting mine planning and development at the PEA level.

These early-stage studies will be part funded by an approved grant of up to C$275,000 from Quebec's Ministry of Energy and Natural Resources ("MERN"). The grant was awarded as part of the Government of Quebec's program to support mineral exploration for minerals needed for green and renewable energy technologies as outlined in its 2020-25 Plan for the Development of Critical and Strategic Minerals.

The location of Pontax provides a distinct advantage and significantly increases the development prospects. Not only is the project located just 4km from a main highway with Hydro-Quebec power infrastructure running through the project, but it also sits in central James Bay just 30km from Arcadium's James Bay deposit. James Bay is currently in development stage with federal ESIA approval, ongoing engineering works and completion of Hydro-Quebec powerlines installed to site.

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MEDICAL EXPOSURE

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ONGOING EXPLORATION

Further exploration campaigns are planned at Pontax, with the key focus being to utilise diamond drilling for both resource growth and further discoveries.

Alongside drilling, the Company is also planning further airborne magnetics, LiDAR, and high resolution orthophotography to assist with target generation on the wider Pontax Project which now sits at 182km². These techniques have been highly effective in identifying outcrop, both exposed and under thin cover amid dense vegetation and marshland. The surveys will be followed by on ground field teams conducting mapping and prospecting in areas which have never been a focus of lithium exploration in the past.

PONTAX LAND ACQUISITION

In February 2023, Cygnus significantly increased its land position at the Pontax Lithium Project to 182km².

The additional land, comprising 70 individual claims covering 40km², was acquired from TSXV-listed Sirios Resources Inc. ("Sirios") and sits immediately north-east of, and adjacent to, Cygnus' Pontax Project. The acquisition provides Cygnus a further ~9km of continuous strike length (now 20km continuous) of the highly prospective Chambois Greenstone Belt which hosts the spodumene-bearing pegmatites at Pontax, taking the Company's total strike length to ~44km.

Exploration by previous explorers has focused on silver-lead-zinc anomalies to the south-east of the greenstone belt with no lithium exploration recorded on the property.

As with the Pontax project area, much of the newly acquired property is covered by shallow glacial cover and thick vegetation with very little outcrop. This is particularly notable along the trend of the greenstone belt and provides potential for utilising modern geophysics to target pegmatites under cover. An initial program planned for Q3, 2023 comprising magnetics and LiDAR will be carried out to assist with regional targeting and follow up reconnaissance mapping.

Transaction Details

On 17 February 2023, Cygnus announced the acquisition of 100% of the additional ground through an outright purchase from Sirios comprising:

An upfront payment of C$1.2m in cash plus 750,000 shares (50% of the shares escrowed for 12 months);

  • Milestone payment 1: On defining a JORC Resource of 4 million tonnes of Li₂O (minimum grade of 0.8%), a further payment of C$1.0 million plus 500,000 shares; and
  • Milestone payment 2: On defining a JORC Resource of 6 million tonnes of Li₂O (minimum grade of 0.8%), a further payment of C$2.0 million plus 500,000 shares.

The project has an existing 0.5% net smelter return royalty, with the right to buy back half for C$200,000. Cygnus has also entered into a Royalty Deed with Sirios for a 1.5% net smelter return royalty payable on base metals and precious metals extracted from the Sirios tenements. Cygnus has the right to buy half the royalty back for C$600,000.

The transaction successfully closed early April 2023.

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Figure 5: Showing the acquisition north-east of Pontax, increasing strike length of project to $44\mathrm{km}^2$ (refer ASX release dated 17 February 2023).

AUCLAIR LITHIUM PROJECT (100% CYS)

In early 2023, the Auclair Lithium Project ("Auclair") was added to the Cygnus lithium project portfolio in James Bay. It was acquired in February 2023 from Osisko Development Corp ("Osisko"). The initial acquisition from Osisko covered $25.5\mathrm{km}^2$ and during the year the Company moved rapidly to expand the project to $417\mathrm{km}^2$ through two separate acquisitions ("Auclair Extension") and the staking of vacant ground thereby providing a dominant land position across the highly prospective Eastmain greenstone belt.

No lithium exploration or analysis has ever been conducted at the project, with previous work focused on gold with a total of 12 diamond drill holes completed on the property for 3,173m up 2010. As such, Cygnus is the first company to complete lithium exploration across the project.

A review of historical drill logs identified multiple unsampled pegmatite intervals within the historic drillholes from Auclair. Subsequent validation and sampling identified spodumene mineralisation with an interval of 9.8m @ 0.8% Li₂O from 212.8m, including 5.1m @ 1.0% Li₂O and 1m @ 1.2% Li₂O from drillhole AC-2010-004 (refer to ASX release dated 28 February 2024).

The Auriga Discovery and Channel Sampling

In August 2023, the Company announced the discovery of a significant outcrop up to $80\mathrm{m}$ long by $9\mathrm{m}$ wide which is now called Auriga. The outcrop was blind and covered by dense vegetation and located $1.1\mathrm{km}$ to the southwest of the historic intercept in drillhole AC-2010-004.

Subsequent sampling of the outcrop returned high grades of up to $6.5\%$ $\mathrm{Li}_2\mathrm{O}$ from grab samples alongside high-grade channel samples, demonstrating consistent grade distribution across the pegmatite (refer to ASX release dated 19 October 2023). Channel sample results include:

4.3m @ 2.3% Li₂O;
5.7m @ 1.7% Li₂O;
4.6m @ 1.2% Li₂O; and
3.6m @ 1.6% Li₂O.

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The high-grade results of up to 6.5% Li₂O are associated with coarse grained spodumene mineralisation, which includes individual crystals up to 50cm in length. The coarse grained spodumene forms in multiple sub parallel zones forming centrally within the dyke. Significantly, results outside these zones also demonstrate consistent high-grade mineralisation with all channel samples returning average grades of over 1.2% Li₂O. The grade and quality of the mineralisation seen to date at Auclair are highly encouraging and point towards a potential highly fertile system.

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Figure 6: 1.9km of visual spodumene-bearing pegmatites intesected in the recent drilling. Plus results from surface sampling return up to 6.5% Li₂O. Refer to ASX release dated 22 May and 19 October 2023 for historic and recent drillhole results.

2023 Auriga Drill Program

A diamond drill program was undertaken at Auclair between the months of August and October 2023. This program aimed to follow up on spodumene mineralisation in historic diamond hole AC-2010-004 and the 90m long discovery outcrop at Auriga. Diamond drilling covered 1.9km of strike along the Auriga trend with 28 holes drilled for 6,873m.

This drilling, which was conducted on a wide spacing of up to 400m, successfully intersected multiple parallel spodumene-bearing pegmatites over the entire 1.9km strike length establishing that a significant mineralised system is present at Auclair. Initial results (Refer to ASX release dated 10 January 2024) from this drilling include:

  • 13.9m @ 1.3% Li₂O from 42.8m;
  • 9.6m @ 1.4% Li₂O from 61.3m; and
  • 9.5m @ 1.4% Li₂O from 217.3m

Most of these pegmatites are blind and concealed beneath shallow glacial overburden, which is widespread across the Auclair Project. Recent success in drilling beneath cover provides encouragement to the Cygnus exploration team, and also highlights the unknown potential of the project which may not be exhibited at surface. Further work is required to understand the structural complexity of the area and how it fits into the bigger picture of the mineralised system at Auclair.

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Annual Report


I.D-23


Pegasus and Lyra Discoveries

In October 2023, results were received from the initial prospecting and mapping campaign across the wider tenement. These results from 70 rock chips highlight a highly fractionated pegmatite trend over $10\mathrm{km}$ with low K/Rb ratios in the southwest of the project area. As a result of this regional work the exploration team refocussed prospecting efforts in this area which led to the discovery of the Pegasus and Lyra outcrops.

These discoveries significantly expanded the area of known spodumene mineralisation at Auclair to 6km of strike with now three areas of known spodumene bearing outcrop at Auriga, Pegasus and Lyra.

The Pegasus discovery consists of two significant outcrops that sit side by side, separated by $15\mathrm{m}$ of vegetation. The southern outcrop has exposed dimensions $75\mathrm{m}$ long by up to $50\mathrm{m}$ wide while the northern outcrop is $65\mathrm{m}$ in length by up to $30\mathrm{m}$ wide. Recent rock chip results from Pegasus include grades of $6.6\%$ $\mathrm{Li}_2\mathrm{O}$ , $5.5\%$ $\mathrm{Li}_2\mathrm{O}$ , $5.3\%$ $\mathrm{Li}_2\mathrm{O}$ , $4.6\%$ $\mathrm{Li}_2\mathrm{O}$ , $2.2\%$ $\mathrm{Li}_2\mathrm{O}$ , $1.8\%$ $\mathrm{Li}_2\mathrm{O}$ , $1.5\%$ $\mathrm{Li}_2\mathrm{O}$ , and $0.7\%$ $\mathrm{Li}_2\mathrm{O}$ .

The Lyra discovery is a single outcrop with exposed dimensions of $60\mathrm{m}$ by $15\mathrm{m}$ wide and is mostly covered by vegetation. Stripping back the moss revealed zones of dense spodumene mineralisation which returned results from rock chips of up to $6.7\%$ $\mathrm{Li}_2\mathrm{O}$ and $2.0\%$ $\mathrm{Li}_2\mathrm{O}$ .

These recent discoveries continue to demonstrate the significant upside potential at Auclair, with a large fertile system, high grades of up to $6.7\%$ $\mathrm{Li}_2\mathrm{O}^3$ and now significant mineralised pegmatites up to 50m in width.

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Figure 7: Rock chip samples returning up to $6.6\%$ $\mathrm{Li}_2\mathrm{O}$ at the newly discovered Pegasus pegmatites at the Auclair Project. $^3$

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Figure 8: Illustrating multiple spodumene-bearing pegmatites discoveries across $6\mathrm{km}$ of strike with the Auriga, Lyra and Pegasus outcrops. Results from Auriga over $1.9\mathrm{km}$ of strike and open in all directions. $^3$

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Figure 9: Abundant coarse spodumene crystals from the Pegasus discovery.²

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Figure 10: Over 1m long spodumene crystals from the Pegasus discovery.

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Figure 11: Coarse grained spodumene crystals at the Lyra discovery. Sample 155790403 (6.7% Li $_2$ O).

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Planned Exploration

Auclair will be the main focus of exploration for Q1 2024, with drilling to test both the Pegasus and Lyra targets. Drilling will aim to test both the strike and depth extent of the mineralisation seen at surface, expand the mineralised footprint and build an understanding of the dyke morphology and structural setting.

In addition, the Company will continue ongoing targeting work across the wider project area. This will include utilising both geochemical and geophysical datasets. Recently, 257 till samples were taken across the high priority 10km fractionation trend aiming to generate targets through glacial overburden. The Company will use the results of this program in conjunction with the structural interpretation of the high-resolution magnetics to generate blind targets. The structural interpretation of the Auclair project is being conducted by NewGen Geo, a consultancy specialising in the application of contemporary geophysical techniques in exploration for lithium bearing pegmatites.

Location and Infrastructure

The Auclair property is ideally located just 80km northeast of the Nemiscau airport and 50km northeast of Whabouchi (55.7Mt @ 1.4% Li₂O), which is owned and operated by Nemaska Lithium.² The property can be accessed all-year round by all-weather roads and has Hydro Quebec high-voltage transmission lines running north-south through the project area.

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SAKAMI LITHIUM PROJECT (100% CYS)

In March 2023, Cygnus announced the acquisition of the Sakami Lithium Project ("Sakami"). Located in the La Grande greenstone belt, one of the most prolific lithium districts in the world, Sakami is just 44km west of Patriot Battery Metals' Corvette project and adjacent to Winsome Resources' Cancet deposit. The project also has excellent infrastructure with both Hydro Quebec powerlines and the Tran-Taiga highway running through the project area.

Following acquisition, the Company completed an initial desktop study at Sakami which revealed multiple pegmatite targets visible in satellite imagery, with outcrops up to 140m long and 30m wide which have never been sampled. No lithium exploration has ever been completed at Sakami. The only drilling undertaken on the property was for gold and base metals in 1976 and comprised 5 diamond drill holes. The lack of targeted lithium exploration in this highly prospective greenstone belt presents Cygnus with an exceptional opportunity to make the next significant discovery in the region.

During FY2024 the Company completed a high resolution airborne magnetics survey alongside detailed LiDAR. The results of these surveys will be used to generate additional structural targets.

The 2023 exploration field season was severely impacted by an exceptional wildfire season in Quebec. This resulted in only a very short prospecting campaign which was completed at the end of October and curtailed due to early snow across the project. During this 10-day campaign 110 samples were collected, results from this work will be used to generate fractionation trends across the project and assist with targeted exploration.

During the 2024 field season, Cygnus plans to complete a prospecting and pegmatite sampling program.

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Figure 12: Multiple pegmatite targets across the Sakami Project.² Sakami is located just 44km from Patriot Battery Metals' Corvette Project and in the same greenstone belt.

TRANSACTION DETAILS

On 28 March 2023, Cygnus announced that it had entered into option agreements with 9219-8845 QC. Inc. (Canadian Mining House) ("CMH"), Anna Rosa Giglio and Steve Labranche (together, the "Vendors") to acquire the additional ground comprised of two projects: Sakami and Auclair Extension (Beryl Property). The terms of these option agreements are outlined below.

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Sakami Project

In order for Cygnus to earn a 100% interest (in all mineral rights) at Sakami, Cygnus will be required to pay the Vendors C$300,000 in cash and issue 3,450,000 fully paid ordinary shares in Cygnus, in aggregate. In addition to the above payments, Cygnus must incur exploration expenditure to the amount of C$1,000,000 within the first 36 months of closing the Option Agreement.

The consideration is payable via the following stages, at the election of Cygnus (other than stage 1):

Option Stage Cash Shares
1. Within 5 business days following satisfaction of the last of the conditions precedent (“Sakami Approval Date”) C$75,000 1,500,000^{1}
2. The date that is 12 months from the Sakami Approval Date C$75,000 900,000
3. The date that is 24 months from the Sakami Approval Date C$75,000 600,000
4. The date that is 36 months from the Sakami Approval Date C$120,000 450,000
TOTAL C$300,000 3,450,000

Note: Subject to a 6-month voluntary escrow period from the issue date.

Auclair Extension (Beryl Property)

In order for Cygnus to acquire a 100% interest in the project and all mineral rights, Cygnus will be required to pay the Vendors C$395,000 in cash and issue 4,000,000 fully paid ordinary shares in Cygnus, in aggregate. In addition to the above payments, Cygnus must incur exploration expenditure of the amount of C$1,000,000 within the first 36 months following the closing of the Option Agreement.

The consideration is payable via the following stages, at the election of Cygnus (other than stages 1 and 2):

Option Stage Cash Shares
1. Within 5 business days following satisfaction of the last of the conditions precedent (“Beryl Approval Date”) C$125,000 1,500,000^{1}
2. The date that is 12 months from the Beryl Approval Date C$75,000 900,000
3. The date that is 24 months from the Beryl Approval Date C$75,000 1,000,000
4. The date that is 36 months from the Beryl Approval Date C$120,000 600,000
TOTAL C$395,000 4,000,000

Note: Subject to a 6-month voluntary escrow period from the issue date.

The above acquisitions are subject to the Company obtaining shareholder approval for the stage 1 consideration shares of the Sakami acquisition and stage 1 and 2 consideration shares of the Beryl acquisition, respectively, but if Cygnus elects to proceed with the remaining option stages, the remaining consideration shares are intended to be issued using the Company's available placement capacity under ASX Listing Rule 7.1.

Cygnus will grant a 2% net smelter royalty on both the Sakami Project and the Auclair Extension Project, payable to CMH and Anna Rosa Giglio in equal proportions. Completion occurred following receipt of shareholder approval at the Company's annual general meeting held in May 2023.

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EXPLORATION - AUSTRALIA

Cygnus Metals' Australian exploration activities are focused in the Southwest Terrane (SWT), an underexplored region of highly prospective geology within the prolific Yilgarn Craton, Western Australia.

The Company has approximately $1,750\mathrm{km}^2$ (100% Cygnus) of granted tenements covering interpreted and known greenstone belts where previous explorers identified numerous prospects with widespread high grade, near surface gold and/or base metals mineralisation.

Cygnus is actively exploring key prospective tenure for lithium as well as rare earth elements (REEs), nickel, copper, gold and PGEs.

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Figure 13: Cygnus current Australian tenure with background geology from GSWA mapped regional geology (1:500,000)

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BENCUBBIN PROJECT (100% CYS)

The ~800km² Bencubbin Project is located ~220km northeast of Perth and covers the Bencubbin Greenstone Belt, an underexplored greenstone sequence extending for over 70km of strike and up to 5km in width. Greenstone belts such as Bencubbin are highly prospective for gold, LCT pegmatites, nickel, VMS and REEs.

During 2023 two separate campaigns of air-core drilling were completed at the Bencubbin REE discovery which continued to define mineralisation; this is now identified over 22km. Drilling campaigns in 2023 followed up on an initial 34-hole air core program drilled in December 2022 which led to the discovery of REEs at Bencubbin.

During 2023, 103 air core holes were drilled for a total of 4,543m. Results included;

  • 79m @ 1,576ppm TREO from 32m including 8m @ 7,243ppm TREO;
  • 40m @ 1,628ppm TREO from 8m;
  • 19m @ 1,959ppm TREO from 4m including 4m @ 4,743ppm TREO;
  • 25m @ 2,745ppm TREO from 52m, including 8m @ 5,617ppm TREO;
  • 51m @ 1,108ppm TREO from 39m, including 14m @ 2,032ppm TREO; and
  • 41m @ 1,219ppm TREO from 47m.

These results are in addition to results⁶ from drilling in late 2022 of;

  • 23m @ 1,862ppm TREO from 12m including 12m @ 2,405ppm TREO;
  • 34m @ 1,276ppm TREO from 8m including 4m @ 2,112ppm TREO;
  • 19m @ 1,541ppm TREO from 8m including 11m @ 1,960ppm TREO and 4m @ 2,356ppm TREO; and
  • 25m @ 1,117ppm TREO from 32m including 9m @ 1,608ppm TREO.

To date a total of 137 holes for 5,125 metres have been completed at the Bencubbin REE discovery. Recent results continue to identify thick clay profile which is mineralised in areas from close to surface and extends along the granite margin over widths of up to 2.8km within the body.

The latest results have returned some of the highest grades seen to date with results up to 7,243ppm TREO but have also significantly increased the scale of the mineralisation, extending it from a strike length of 4.5km to now greater than 22km and still open.⁶ Importantly, the mineralisation continues to demonstrate enrichment above the entire granite intrusion, which is believed to be the potential source of mineralisation.

Samples have been selected for an initial metallurgy program to be conducted through industry leader ANSTO Minerals, the Australian Nuclear Science and Technology Organisation, which has extensive experience in REE processing.

These samples were selected from numerous drill-holes over the entire project, with a focus on variation down-hole and regionally, in line with best practice guidelines from ANSTO Minerals. This program has been developed through ANSTO to test the leachability of the rare earth and magnetic rare earth elements and is the first to be undertaken in the Bencubbin area.

Over the recent past, ANSTO Minerals has consulted for an increasing number of clay-hosted REE projects, including the Ionic Rare Earths (Uganda), Australian Rare Earths (South Australia) and Meteoric Resources (Brazil) projects. Work on these projects has included early leaching/desorption

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Figure 14: Significant clay profile up to $79\mathrm{m}$ developed over rare earth enriched granite. Mineralisation is high grade and near surface with very low stripping. Vertical exaggeration x2.

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Figure 15: Location of collars highlighted by grades displaying an interpreted enriched zone over the distinct $22\mathrm{km}$ long magnetic anomaly. $^4$ Interpreted red target area showing greater than $5\mathrm{m}$ of clay development over the granite. Dashed box highlights the initial discovery area, being the area previously announced with near surface TREO results $>1000\mathrm{ppm}$ over $4.6\mathrm{km}$ of strike and $2\mathrm{km}$ width.

At Bencubbin North the Company completed 32 reverse circulation drillholes for $1,483\mathrm{m}$ targeting auger anomalous defined in 2022. The auger anomaly identified elevated geochemical signature of Li, Ta and Nb, typically associated with LCT pegmatite mineralisation. Peak values of up to $152\mathrm{ppm}$ $\mathrm{Li}_2\mathrm{O}$ , $55\mathrm{ppm}$ $\mathrm{Ta}_2\mathrm{O}_5$ and $152\mathrm{ppm}$ $\mathrm{Nb}_2\mathrm{O}_5$ , were identified across two large coherent anomalies defined over $2.2\mathrm{km}$ of strike, both proximal to late granite intrusions (refer ASX release dated 30 May 2022).

Results from reverse circulation drilling in March 2023 identified only simple pegmatites alongside some large tantalum enriched granites which are thought to be the source of the geochemical anomalous. No further follow up drilling is planned at this stage.

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SNAKE ROCK PROJECT (100% CYS)

The Snake Rock Project (E70/4911, E70/5098, E70/4990, E70/6386 & E70/6385) is located 230km east of Perth, Western Australia in the South West Terrane of the Yilgarn Craton. The project covers 448km² of an area considered highly prospective for Ni, Cu and PGEs; covering the south eastern extent of the same mobile belt which hosts the Julimar Ni-Cu-PGE discovery (ASX:CHN). The project is also prospective for gold mineralisation, located just 30km south west and along the same structural lineament as the 700Koz Tampia gold deposit (ASX:RMS).

In March 2023, the Company completed a five-hole reverse circulation (RC) drill programme for 855m which was co-funded by the West Australian Government Exploration Initiative Scheme. Drilling was designed to target the intersections of the regional gravity high with northeast and northwest trending magnetic anomaly ridges.

Although no material results were received from the drill assays, geochemical analysis proved the existence of a mafic-ultramafic layered intrusion with coincidental magnetic and gravity anomalies. A total of 8 samples of both drill core and rock chips from EIS drilling were sent for petrographic thin section analysis with one sample for XRD analysis. The conclusions from this work indicated the presence of metamorphosed ultramafic rocks and fractionated mafic to ultramafic samples in the Snake Rock area.

Due to the lack of historical exploration for PGEs and Ni-Cu there remains excellent potential to identify a substantial layered intrusion containing either (high Cr) chromite reefs, economic PGE's and/or nickel-copper sulphides beneath a cover of Cenozoic and Quaternary regolith.

During 2023 the Company expanded the Snake Rock project with the addition of three new tenements and 19 blocks of E70/5098 were voluntarily surrendered on areas which were deemed too difficult to explore, including reserves and salt lakes.

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Figure 16: Map of the Snake Rock Project (E70/4911, E70/5098, E70/4990, E70/6386 & E70/6385). Location of the EIS drilling in the north is shown with black collar points.

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CORPORATE

NAME CHANGE TO "CYGNUS METALS LIMITED"

The Company's change of name from Cygnus Gold Limited to Cygnus Metals Limited was implemented in February 2023 following official confirmation from the Australian Securities and Investments Commission.

The new name more accurately reflects the diversification of the commodities for which the Company is now actively exploring, in particular lithium in the James Bay region of Canada.

PLACEMENTS

C$7,000,000 Flow-Through Share Placement

In August 2023, the Company raised approximately C$7,000,000 (A$8,094,402) through the issue of 18,934,273 fully paid ordinary shares at an issue price of C$0.37 (A$0.4275) per share ("Flow-Through Shares") as Canadian "flow-through shares", which provide tax incentives to those investors for expenditures that qualify as flow-through mining expenditures under the Income Tax Act (Canada). The Flow-Through Shares were issued at a premium to market pursuant to the Canadian flow-through shares regime. The term "flow-through share" is a defined term in the Income Tax Act (Canada) and is not a special type of share under corporate law.

Pursuant to a block trade agreement between PearTree Securities Inc ("Peartree"), Canaccord Genuity (Australia) Limited ("Canaccord") and Euroz Hartleys Limited ("Euroz"), Canaccord and Euroz facilitated the secondary sale of the Flow-Through Shares acquired by PearTree clients under the Flow-Through Share Placement to sophisticated and professional investors in Australia and certain other countries by way of a block trade at A$0.225 per Placement Share.

A cleansing prospectus under section 713 of the Corporations Act 2001 (Cth) was issued in connection with the Flow-Through Share Placement to facilitate secondary trading of the Flow-Through Shares.

The tax benefits associated with the Flow-Through Shares are available only to the original investors (who are Canadian residents) and not to any other person who acquires the Flow-Through Shares through the on-sale or transfer of those Flow-Through Shares.

A$3,000,000 Traditional Placement

In August 2023, Cygnus completed an additional placement to sophisticated and professional investors to raise approximately A$3,000,000 (before costs) through the issue of 13,333,333 fully paid ordinary shares in the Company at an issue price of A$0.225 per share.

Funds raised from the Flow-Through Share Placement and Traditional Placement have been and will be used for:

  • Exploration activities at all three core Canadian Lithium Projects of Pontax, Auclair and Sakami in 2024; and
  • General working capital and transaction costs

BOARD AND MANAGEMENT CHANGES

David Southam appointed Managing Director

On 13 February 2023, David Southam commenced as Managing Director, having previously been appointed Non-Executive Director in November 2022.

Mr Southam's distinguished career as a senior executive of listed resources and industrial companies culminated in his appointment in 2019 as Managing Director of Mincor Resources (ASX: MCR), where he led that Company's highly successful return to the ranks of Australian nickel producers within a three-year period, overseeing a major greenfields discovery, resource definition, the completion of off-take arrangements, feasibility studies, project financing and construction of the Kambalda Nickel Operations, nearly all of which was completed during a global pandemic. During Mr Southam's tenure, the market capitalisation of Mincor increased from circa $70 million to $1 billion.

Importantly, he also has significant experience in battery metals through his non-executive director role at Kidman Resources, which was ultimately acquired by Wesfarmers, and through his work over a decade in the nickel industry.

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Michael Naylor board position change

On 1 March 2023, Michael Naylor transitioned from Executive Director to Non-Executive Director, following David Southam's appointment as Managing Director.

Kevin Tomlinson appointed Independent Non-Executive Chairman and Raymond Shorrocks board position change

On 3 April 2023, Kevin Tomlinson joined the Board as Independent Non-Executive Chairman, replacing Raymond Shorrocks who transitioned to Non-Executive Director.

Mr Tomlinson is a highly regarded Director who has led numerous Australian and Canadian resources companies from the early-exploration phase through to production and cashflow. As a Canadian resident, Kevin has many years experience of working with local stakeholders, institutions, and capital markets, at a time when Cygnus is rapidly growing its footprint in James Bay, Quebec. Kevin has more than three decades' experience in major discoveries, exploration and resource growth, mine development and financing of mining projects globally. He has also played leading roles in many successful mergers and acquisitions, including leading ASX/TSX-listed Cardinal Resources Ltd's C$587 million sale to Shandong Gold as former Chair of that entity.

He is currently Non-Executive Chairman of ASX300 company Bellevue Gold Limited (ASX: BGL) and FireFly Metals Ltd (ASX:FFM), and a Non-Executive Director of Kodiak Copper Corp (TSX-V:KDK).

Resignation of Shaun Hardcastle

On 3 April 2023, Shaun Hardcastle resigned from the Board of Directors after 3 years of service.

Carl Travaglini appointed Chief Financial Officer and Joint Company Secretary

Carl Travaglini was appointed Chief Financial Officer and Joint Company Secretary on 1 February 2023.

Mr Travaglini is a Chartered Accountant and Chartered Company Secretary with over 15 years' experience in the resources sector, having served in various finance and company secretarial roles in Australia, Canada and Africa. Mr Travaglini is currently Chief Financial Officer of Bellavista Resources Limited (ASX: BVR), Midas Minerals Limited (ASX: MM1) and Non Executive Director of Mitre Mining Corporation Ltd (ASX:MMC).

Before joining Cygnus, Mr Travaglini worked for and assisted a number of publicly listed lithium and gold companies through exploration, project development and production phases. Prior to that, he worked in assurance services. Mr Travaglini brings extensive experience in financial reporting, corporate governance and risk management.

LISTED INVESTMENTS

The Company holds 1,400,000 TSX-V listed shares in unincorporated joint venture partner Stria Lithium Inc ("Stria") which represents approximately 7% of the total issued capital in Stria.

As at 31 December 2023, the value of the investment (based on a closing price of Stria of C$0.13) is $0.2m (2022: $0.4m).

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END NOTES

  1. Refer to Cygnus' ASX announcement dated 14 August 2023, titled 'Maiden Resource at Pontax Project'.

  2. For: James Bay (40Mt @ 1.4% Li2O) operated by Arcadium Lithium Plc (refer to Arcadium's ASX Announcement dated 21 December 2021); Whabouchi (55.7Mt @ 1.4% Li2O) operated by Nemaska Lithium Inc (refer to Nemaska Lithium NI 43-101 dated 31 May 2019); Rose (34.2Mt @ 0.9% Li2O) operated by Critical Elements Lithium Corp (refer to Critical Elements' TSX-V Announcement dated 13 June 2022); Abitibi Lithium Hub (119.1Mt @ 1.1% Li2O) operated by Sayona Mining Limited/Piedmont Lithium Inc (refer to Sayona Mining's Annual Report ASX Release dated 13 October 2022); Moblan (70.9Mt @ 1.2% Li2O) operated by Sayona Mining/SOQUEM Inc (refer to Sayona Mining's ASX release dated 17 April 2023).

  3. Refer to Cygnus' ASX announcements dated 29 July 2022, 14 February 2023, 28 February 2023, 21 March 2023, 19 April 2023, 22 May 2023, 4 July 2023, 12 July 2023, 29 August 2023, 21 September 2023, 19 October 2023, 25 October 2023, and 28 November 2023.

  4. Refer to Cygnus' ASX announcement dated 18 January 2023 and Brunswick Exploration Inc's TSX-V announcement dated 24 May 2023.

  5. In relation to the disclosure of visual intersections of pegmatite and spodumene, the Company cautions that visual intersections should never be considered a proxy or substitute for laboratory analysis. Laboratory assay results are required to confirm the widths and grade of visual intersections of pegmatite reported in the preliminary geological logging. The Company will update the market when laboratory analytical results become available.

  6. Refer to Cygnus' ASX announcements dated 7 June 2023, 20 June 2023, 22 September 2023 and 8 January 2024.

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DIRECTORS' REPORT

CYGNUS METALS

The Directors of Cygnus Metals Limited ("Cygnus" or "the Company") (formerly Cygnus Gold Limited) and its controlled entities ("Group") present their report, together with the financial statements for the year ended 31 December 2023.

DIRECTORS

The names and details of the Group's directors in office during the financial year and until the date of this report (unless otherwise stated) are as follows:

KEVIN TOMLINSON
Position Non-Executive Chairman
Qualifications HSBc. MSc. Geology, Grad Dip. Finance and Investment, Banking, Corporate Finance and Securities Law
Appointment date 3 April 2023
Resignation date N/A
Length of service 1 year
Biography Mr Tomlinson has more than three decades' experience in major discoveries, exploration and resource growth, mine development and financing of mining projects globally. He has also played leading roles in many successful mergers and acquisitions.
Mr Tomlinson is currently Non-Executive Director of FireFly Metals Limited, Bellevue Gold Corp and Kodiak Copper Corp.
Mr Tomlinson was previously Managing Director of Investment Banking at Westwind Partners and Stifel Nicolaus (2006-2012), raising significant equity and providing M&A corporate advice, and is the former Chair of ASX/TSX-listed Cardinal Resources Ltd, leading its C$587 million sale to Shandong Gold. He was also a Non-Executive Director at Centamin Plc, which discovered and built a significant gold mine in Egypt.
Mr Tomlinson is a Fellow of the Charted Institute of Directors and a Liveryman of the Worshipful Company of International Bankers (UK).
Current ASX listed directorships FireFly Metals Limited – December 2022 to present
Bellevue Gold Ltd - September 2019 to present
Kodiak Copper Corp – December 2020 to present
Former ASX and TSX listed directorships in the last three years Churchill Resources Inc (TSX listed) – June 2021 – March 2023
C3 Metals Inc (TSX listed) – January 2021 – June 2022
Samco Gold Limited (TSX listed) – January 2012 – April 2021

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DIRECTORS' REPORT

CYGNUS METALS

RAYMOND SHORROCKS

Position Non-Executive Director
Qualifications BA (Hons), MBA (Finance)
Appointment date 17 May 2023, previously appointed Non-Executive Director on 30 June 2020 and Executive Chairman on 8 November 2021
Resignation date N/A
Length of service 4 years 10 months
Biography Ray Shorrocks has over 28 years' experience working in the investment banking industry. He is highly conversant and experienced in all areas of mergers and acquisitions and equity capital markets, including a significant track record of transactions in the metals and mining sectors. He was previously Chairman of ASX listed Bellevue Gold Limited and Republic Gold Limited.
Mr Shorrocks is Interim Executive Director of Mitre Mining Corporation and Non-Executive Chairman of Alicanto Minerals Limited, Galilee Energy Limited and a number of private companies. Mr Shorrocks is former Director and Head of the Corporate Finance department of a major Australian investment services company based in Sydney.
Current ASX listed directorships Galilee Energy Limited – December 2013 to present
HCD Limited – January 2016 to present
Alicanto Minerals Limited – August 2020 to present
Mitre Mining Corporation Limited – February 2023 to present
Former ASX listed directorships in the last three years FireFly Metals Limited – January 2020 to March 2024

DAVID SOUTHAM

Position Managing Director
Qualifications B.Comm, FCPA, MAICD
Appointment date 13 February 2023, previously appointed Non-Executive Director on 1 November 2022
Resignation date N/A
Length of service 1 year 5 months
Biography Mr Southam is a CPA with more than 30 years' experience in accounting, operations, capital markets and finance across the resources and industrial sectors. He was previously Managing Director of Mincor Resources NL. Prior to Mincor, David was Executive Director of ASX200 nickel company Western Areas Limited and has held senior executive roles within Brambles Group, ANZ Investment Bank and WMC Resources. David is currently a non-executive director of Ramelius Resources Ltd.
Current ASX listed directorships Ramelius Resources Ltd – July 2018 to present
Former ASX listed directorships in the last three years Mincor Resources NL – February 2019 to August 2022

Annual Report | 38

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DIRECTORS' REPORT

CYGNUS

METALS

MICHAEL NAYLOR
Position Non-Executive Director
Qualifications B.Com, CA
Appointment date 1 March 2023, previously appointed Executive Director on 25 May 2022.
Resignation date N/A
Length of service 1 years 10 months
Biography Mr Naylor has 26 years' experience in corporate advisory and public company management since commencing his career and qualifying as a Chartered Accountant with Ernst & Young. He has been involved in the financial management of mineral and resources focused public companies, serving on both the Board and Executive Management Team. He has significant experience in focusing on advancing and developing mineral resource assets and business development.
Michael has worked in Australia and Canada and has extensive experience in financial reporting, capital raisings, debt financings and treasury management of resource companies.
Current ASX listed directorships Bellevue Gold Limited – July 2018 to present
FireFly Metals Limited – November 2018 to present
Midas Minerals Limited – June 2018 to present
Bellavista Resources Ltd – March 2023 to present
Former ASX listed directorships in the last three years None
MICHAEL BOHM
Position Non-Executive Director
Qualifications B.AppSc (Mining Eng), MAusIMM, MAICD
Appointment date 8 November 2021, previously appointed Non-Executive Chairman on 30 September 2016
Resignation date N/A
Length of service 7 years 6 months
Biography Mr Bohm is a qualified mining professional with significant corporate and operations experience. He has had extensive minerals industry experience in Australia, South East Asia, Africa, Chile, Canada and Europe. A graduate of WA School of Mines, Mr Bohm has worked as a mining engineer, mine manager, study manager, project manager, project director and managing director and has been directly involved in a number of new mine developments.
Mr Bohm currently serves as a Director of a number of ASX-listed companies and sits on their Audit Risk and Sustainability Committees and Chairs their Remuneration Committees. Prior to this, he has held a number of directorships including those with Perseus Mining Limited, Argyle Diamonds Mines, Sally Malay Mining Limited and Ashton Mining of Canada.
Current ASX listed directorships Riedel Resources Limited – December 2020 to present
Former ASX listed directorships in the last three years Ramelius Resources Limited – November 2012 to May 2022
Mincor Resources Limited – January 2017 to July 2023

Annual Report | 39


DIRECTORS' REPORT

CYGNUS METALS

SHAUN HARDCASTLE
Position Non-Executive Director
Qualifications LLB, BA
Appointment date 30 June 2020
Resignation date 3 April 2023
Length of service 2 years 9 months
Biography Mr Hardcastle has over 15 years' experience as a corporate lawyer and extensive experience in corporate governance, risk management and compliance. He has been involved in a broad range of cross border and domestic transactions including equity capital markets, mergers & acquisitions, corporate governance and project finance. Mr Hardcastle has practised law both in Australia and overseas and currently works as a Partner with Hamilton Locke. He graduated from the University of Western Australia in 2005 with a Bachelor of Laws and Bachelor of Arts.

INTERESTS IN THE SHARES AND OPTIONS OF THE COMPANY

As at the date of this report, the interests of the directors in the shares (direct and indirect) of the Company were:

Director Ordinary fully paid shares Unlisted options Unlisted performance rights
Mr Kevin Tomlinson 375,000 - 700,000
Mr Raymond Shorrocks 4,388,449 3,500,000 -
Mr David Southam 4,285,715 - 17,178,809
Mr Michael Naylor 16,518,894 2,250,000 -
Mr Michael Bohm 7,860,036 - -

Annual Report | 40
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DIRECTORS' REPORT

CYGNUS METALS

COMPANY SECRETARIES

MADDISON CRAMER
Qualifications LLB, BA (Hons)
Appointment date 1 November 2022
Resignation date N/A
Length of service 1 year 5 months
Biography Ms Cramer is a corporate lawyer with a focus on mining and resources. She is a co-founder of boutique corporate services business Belltree Corporate and is currently a company secretary of a number of ASX-listed mining and resources companies. Ms Cramer is a former company secretary of ASX300 company Bellevue Gold Limited (ASX:BGL) and prior to this was an associate at Bellanhouse Legal and HWL Ebsworth Lawyers.
CARL TRAVAGLINI
--- ---
Qualifications CA, ACG (CS)
Appointment date 1 February 2023
Resignation date N/A
Length of service 1 year 2 months
Biography Mr Travaglini is a Chartered Accountant and Chartered Company Secretary with over 15 years’ experience in the resources sector, having served in various finance and company secretarial roles in Australia, Canada and Africa. Mr Travaglini is currently Chief Financial Officer of Bellavista Resources Ltd (ASX: BVR) and Midas Minerals Limited (ASX: MM1) and a Non-Executive Director for Mitre Mining Limited (ASX: MMC).
SUSAN FIELD
--- ---
Qualifications CA
Appointment date 23 December 2020
Resignation date 1 February 2023
Length of service 2 years 1 month

OPERATING RESULTS

The Group’s consolidated net loss for the year ended 31 December 2023 after providing for income tax amounted to $13,500,296 (2022: $2,761,228).

The loss included the following items:

  • Share-based payments of $10,185,535 (2022: $394,157), refer Note 10(b)
  • Exploration and evaluation expenditure written off of $634,937 (2022: $23,879), refer Note 19
  • Payroll tax expense of $419,510 (2022: Nil)

REVIEW OF FINANCIAL POSITION

The Group held net assets of $26,977,396 as at 31 December 2023 (2022: $17,402,441).

At year end the Group remains well financed with $9,316,782 in cash and cash equivalents (2022: $13,530,678).

Annual Report | 41


DIRECTORS' REPORT

CYGNUS METALS

PRINCIPAL ACTIVITIES

Cygnus Metals Limited's principal activities consist of exploration and evaluation of lithium deposits in the world class James Bay lithium district in Canada, and rare earth and base metals deposits in Western Australia.

There have been no significant changes in the nature of these activities during the period.

LIKELY DEVELOPMENTS AND EXPECTED RESULTS

The Group is committed to:

  • exploration of the Group's key assets in the James Bay district of Canada;
  • exploration of the Group's assets in the Wheatbelt region of Western Australia; and
  • implementing a strategy to seek out further exploration, acquisition and joint venture opportunities.

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

There have been no changes in the state of affairs of the Group other than those outlined in the Operations Review.

POST REPORTING DATE EVENTS

There have not been any events that have arisen between 31 December 2023 and the date of this report or any other item, transaction or event of a material and unusual nature likely, in the opinion of the directors, to materially affect the operations of the Group, the results of those operations or the state of affairs of the Group, in subsequent financial years.

ENVIRONMENTAL ISSUES

The Group is aware of its environmental obligations with regards to its exploration activities and ensures that it complies with all regulations when carrying out any exploration work. The directors have considered the National Greenhouse and Energy Reporting Act 2007 ('the NGER Act') and at the current stage of exploration and based on the locations of the Group's operations, the directors have determined that the NGER Act will have no effect on the Group for the current or subsequent financial year. The directors will reassess this position as and when the need arises.

No environmental breaches have occurred or have been notified by any Government agencies during the year ended 31 December 2023.

CORPORATE GOVERNANCE

The directors of Cygnus believe that effective corporate governance improves company performance, enhances corporate social responsibility and benefits all stakeholders. Changes and improvements are made in a substance over form manner, which appropriately reflect the changing circumstances of the company as it grows and evolves. Accordingly, the Board has established a number of practices and policies to ensure that these intentions are met and that all shareholders are fully informed about the affairs of the Group.

The Company reviews all of its corporate governance practices and policies on an annual basis to ensure they are appropriate for the Company's current stage of exploration. This year, the review was made against the new ASX Corporate Governance Council's Principles and Recommendations (4th edition).

The Board has reviewed and approved its Corporate Governance Statement on 28 March 2024, and this is available on the Company's website at https://www.cygnusmetals.com/corporate-governancedetail

The Company has a corporate governance section on the website which includes details on the Company's governance arrangements and copies of relevant policies and charters.

Annual Report | 42


DIRECTORS' REPORT

CYGNUS METALS

CAPITAL STRUCTURE

LISTED SHARES ON ISSUE

In August 2023, the Company raised approximately C$7,000,000 (A$8,094,401) through the issue of 18,934,273 fully paid ordinary shares ("Shares") at an issue price of C$0.37 (A$0.4275) each as Canadian "flow-through shares" which provide tax incentives to those investors for expenditures that qualify as flow-through mining expenditures under the Income Tax Act (Canada) ("Flow-Through Placement"). The Flow-Through Shares were issued at a premium to market pursuant to the Canadian flow-through shares regime. The term "flow-through share" is a defined term in the Income Tax Act (Canada) and is not a special type of share under corporate law.

Pursuant to a block trade agreement between PearTree Securities Inc ("Peartree"), Canaccord Genuity (Australia) Limited ("Canaccord") and Euroz Hartleys Limited ("Euroz"), Canaccord and Euroz facilitated the secondary sale of the Shares acquired by PearTree clients under the Flow-Through Placement to sophisticated and professional investors in Australia and certain other countries by way of a block trade at A$0.225 per Share.

In addition to the Flow-Through Placement the Company also completed a traditional placement to sophisticated and professional investors to raise approximately A$3,000,000 (before costs) through the issue of 13,333,333 fully paid ordinary shares in the Company at an issue price of A$0.225 per share.

As at the date of this report, the Company had 291,559,139 fully paid ordinary shares on issue (ASX: CY5) (2022: 183,874,212).

SHARES UNDER OPTION OR TO BE ISSUED ON CONVERSION OF PERFORMANCE RIGHTS

Details of share options and performance rights on issue as at the date of this report are:

Number Security type Exercise price Expiry date Class of shares Issuing entity
1,500,000 Share Option $0.25 21/10/2025 Ordinary Cygnus Metals Limited
1,500,000 Share Option $0.50 21/10/2025 Ordinary Cygnus Metals Limited
1,500,000 Share Option $0.75 21/10/2025 Ordinary Cygnus Metals Limited
1,500,000 Share Option $1.00 21/10/2025 Ordinary Cygnus Metals Limited
3,500,000 Share Option $0.16 20/01/2025 Ordinary Cygnus Metals Limited
5,000,000 Share Option $0.16 15/11/2024 Ordinary Cygnus Metals Limited
250,000 Performance Right N/A 30/07/2025 Ordinary Cygnus Metals Limited
100,000 Performance Right N/A 30/11/2026 Ordinary Cygnus Metals Limited
300,000 Performance Right N/A 3/04/2028 Ordinary Cygnus Metals Limited
3,000,000 Performance Right N/A 21/10/2027 Ordinary Cygnus Metals Limited
14,400,000 Performance Right N/A 13/02/2028 Ordinary Cygnus Metals Limited
3,178,809 Performance Right N/A 5/09/2028 Ordinary Cygnus Metals Limited
150,000 Performance Right N/A 4/05/2028 Ordinary Cygnus Metals Limited

The holders of these share options and performance rights do not have the right, by virtue of the option or right, to participate in any share issue or interest issue of the Company or of any other body corporate or registered scheme.

PERFORMANCE RIGHTS CONVERTED

There were 29,850,000 vested performance rights converted to 29,704,496 fully paid ordinary shares during 2023 (2022: Nil).

SHARE OPTIONS EXERCISED

There were 27,400,000 unquoted share options exercised during 2023 (2022: Nil), and 2,100,000 lapsed (2022: Nil).

DIVIDENDS PAID OR RECOMMENDED

The directors do not recommend the payment of a dividend and no amount has been paid or declared by way of a dividend to the date of this report.

Annual Report | 43

I-B-44


DIRECTORS' REPORT

CYGNUS METALS

MATERIAL BUSINESS RISKS

The following describes the material business risks that could affect the Company, including any material exposure to economic, environmental and social sustainability risks, and how the Company seeks to manage them.

CONTRACT RISK

The Company is party to various option and acquisition agreements to acquire interests in mining claims ("Mining Claims") in Canada ("Agreements"), which require further option exercise or deferred consideration payments to be made in the future in order to secure the rights to the Mining Claims, by way of further share issues and/or payments in cash. Some of the share issues are subject to future shareholder approvals. In the event that the Company is unable to satisfy the option exercise payments or issue the deferred consideration (including in circumstances where shareholder vote down proposed shareholder approvals), or the Company is unable to meet the mandatory expenditure obligations under the Agreements, the Company may not be able to complete some or all of the Agreements, which may reduce the number of Mining Claims in Canada it is able to acquire, or alternatively, reduce the interest it holds in these claims.

FUTURE CAPITAL REQUIREMENTS AND MARKET RISKS

As an exploration entity, the Company is not generating net cash flow, meaning it is reliant on raising funds from investors or lenders in order to continue to fund its operations and to scale growth. The Company will require further funding in the future.

The Company is exposed to external market forces that impact on specific commodity prices and overarching market sentiment that may restrict the Company's access to new flows of capital if the Company's project pipeline is not ascribed value in the market at any given time. The Company manages this risk by ensuring a constant focus on the Company's current financial position and forecast working capital requirements. Discretionary exploration activities are focused on commodities and in jurisdictions that will ensure access to higher levels of capital in times of broader market depression.

Any additional equity financing may be dilutive to Shareholders, may be undertaken at lower prices than the current market price or may involve restrictive covenants which limit the Company's operations and business strategy. Debt financing (while not currently a focus), if available, may involve restrictions on financing and operating activities.

Although the Company believes that additional capital can be obtained, no assurances can be made that appropriate capital or funding, if and when needed, will be available on terms favourable to the Company or at all. If the Company is unable to obtain additional financing as needed, the Company may be required to reduce the scope of its activities, which could have a material adverse effect on the Company's activities and could affect the Company's ability to continue as a going concern.

TENURE, ACCESS AND GRANT OF LICENCES / PERMITS

The Company's operations are subject to receiving and maintaining licences and permits from appropriate governmental authorities. There is no assurance that delays will not occur in connection with obtaining all necessary grants or renewals of licences / permits for the proposed operations, additional licences / permits for any possible future changes to operations, or additional permits associated with new legislation.

Prior to any development on any of its properties, subsidiaries of the Company must receive licences / permits from appropriate governmental authorities. There is no certainty that the Company will hold all licences / permits necessary to develop or continue operating at any particular property.

LAND ACCESS RISK

Land access is critical for exploration and exploitation to succeed. It requires both access to the mineral rights and access to the surface rights. Minerals rights may be negotiated and acquired. In all cases, the acquisition of prospective exploration and mining licences is a competitive business in which proprietary knowledge or information is critical, and the ability to negotiate satisfactory commercial arrangements with other parties is often essential. The Company may not be successful in acquiring or obtaining the necessary licences to conduct exploration or evaluation activities outside of the mineral tenements that it owns or seeks to acquire.

Annual Report | 44
I-B-45


DIRECTORS' REPORT

CYGNUS METALS

Access to land for exploration and evaluation purposes can be obtained by:

(i) private access and compensation agreement with the landowner;
(ii) purchase of surface rights; or
(iii) through judicial rulings.

However, access rights to licences can be affected by many factors, including:

(i) surface title land ownership negotiations, which are required before ground disturbing exploration activities can commence within the jurisdictions in which the Company operates;
(ii) permitting for exploration activities, which are required in order to undertake most exploration and exploitation activities within the jurisdictions in which the Company operates; and
(iii) natural occurrences, including inclement weather, volcanic eruptions, lahars and earthquakes.

All of these issues have the potential to delay, curtail and preclude the Company's operations. While the Company will have the potential to influence some of these access issues, and retains staff to manage those instances where negotiations are required to gain access, it is not possible for the Company to predict the extent to which the above-mentioned risks and uncertainties may adversely impact the Company's operations.

ACCESS TO SUFFICIENT USED AND NEW EQUIPMENT

The Company is dependent on access to used and new mining equipment. In the event that the Company has difficulty in securing adequate supplies of mining equipment at appropriate prices, or if the quality of the equipment is not acceptable or suitable, its ability to perform or commence new projects may be adversely affected. This difficulty may have an adverse impact on the financial performance and financial position of the Company.

DATA MANAGEMENT

The risk of retaining or managing the Company's corporate data in a way that is inconsistent with the Company's regulatory obligations. This is considered to be a growing risk as the Company and related data volumes grow and cyber-security threats become more sophisticated. Failure to properly manage the Company's corporate data could result in significant financial and regulatory implications. The Company has implemented a number of company-wide controls to manage this risk, including the continuous review and updating of security controls on the Company's network based on known security threats and the latest intelligence.

REGULATORY ENVIRONMENT

The risk of failing to adapt and adhere to rapidly evolving regulatory environments in Australia and Canada. This can result in the increased complexity and cost of doing business and the risk of forfeiture of exploration and mining claims from the failure of complying with these complex regulatory environments. In Australia, significant compliance risk may arise from emerging changes to regulatory frameworks, including the Work Health and Safety (Mines) Regulations 2022. The Company's risk management strategy is designed to monitor and limit the adverse consequences of existing and new regulations in a way that is efficient and minimizes compliance costs.

PEOPLE CAPABILITY

The risk that the Company fails to attract and retain the talent and leadership required to execute the Company's strategies and objectives, including the technical expertise to explore for and discover economic mineral deposits, and the corporate talent to achieve value for shareholders via corporate activities, including project acquisitions, project divestments and joint venture activities. The intention of the Company's remuneration framework is to ensure remuneration and reward structures are aligned with shareholders' interests by being market competitive to attract and retain high calibre individuals, rewarding superior individual performance, recognising the contribution of each executive to the continued growth and success of the Company, and linking long-term incentives to shareholder value.

Annual Report | 45
I-B-46


DIRECTORS' REPORT

CYGNUS METALS

GENERAL ECONOMIC CLIMATE

Factors such as inflation, currency fluctuations, interest rates, legislative changes, political decisions and industrial disruption have an impact on operating costs. The Company's future income, asset values and share price can be affected by these factors.

CLIMATE CHANGE

There are a number of climate-related factors that may affect the Company's business. Climate change or prolonged periods of adverse weather and climatic conditions (including rising sea levels, floods, hail, drought, water scarcity, temperature extremes, frosts, earthquakes and pestilences) may have an adverse effect on the ability of the Company to access and utilise its tenements and therefore the Company's ability to carry out operations.

Changes in policy, technological innovation, and consumer or investor preferences could adversely impact the Company's business strategy, particularly in the event of a transition (which may occur in unpredictable ways) to a lower-carbon economy.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE

The Company is committed to protecting and respecting the environment and local communities within which it operates and looks forward to enhancing its positive impact in these areas.

As the Company advances its strategies, it will be sharing its ESG efforts and impact regularly, in line with its annual reporting cycle.

Annual Report | 46

I-B-47


DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT

This remuneration report for the year ended 31 December 2023 outlines the remuneration arrangements of the Company and its controlled entities ("Group") in accordance with the requirements of the Corporations Act 2001 (Cth) ("Act") and its Regulations. This information has been audited as required by section 300A of the Corporations Act.

The remuneration report details the remuneration arrangements for Directors and other Key Management Personnel ("KMP"), who are defined as those persons having authority and responsibility for planning, directing, and controlling the major activities of the Company and Group, directly or indirectly, including any director (whether executive or otherwise) of the parent entity.

The table below outlines the Directors and other KMP of the Company during the financial year ended 31 December 2023. Unless otherwise indicated, the individuals were Directors or other KMP for the entire financial year.

For the purposes of this report, the term "Executive" includes the executive directors and senior executives of the Company.

Non-Executive Directors
Kevin Tomlinson Non-Executive Chair (appointed 3 April 2023)
Raymond Shorrocks Non-Executive Director (appointed 3 April 2023, previously appointed Non-Executive Chairman on 8 November 2021)
Michael Bohm Non-Executive Director
Michael Naylor Non-Executive Director (appointed 1 March 2023, previously appointed Executive Director on 25 May 2022)
Shaun Hardcastle Non-Executive Director (resigned 3 April 2023)
Executive Directors
David Southam Managing Director (appointed 13 February 2023, previously appointed Non-Executive Director on 1 November 2022)
Other KMP
Susan Field Chief Financial Officer and Joint Company Secretary (resigned 1 February 2023)
Carl Travaglini Chief Financial Officer and Joint Company Secretary (appointed 1 February 2023)

There were no changes to Directors or other KMP after reporting date and before the date the financial report was authorised for issue.

REMUNERATION GOVERNANCE

Due to the current size of the Group, it is more efficient and effective for the functions otherwise undertaken by a remuneration committee to be performed by the Board. All directors are therefore responsible for determining and reviewing compensation arrangements for key management personnel, including periodically assessing the appropriateness of the nature and amount of remuneration by reference to relevant market conditions and prevailing practices. Directors excuse themselves from discussions that are specific to their individual remuneration components and are not in relation to the remuneration of the group of non-executive directors as a collective.

The Board may obtain professional advice where necessary to ensure that the Group attracts and retains talented and motivated directors, executives and employees who can enhance Group performance through their contributions and leadership.

Annual Report | 47

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DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT (Continued)

REMUNERATION FRAMEWORK

The Board recognises that the Group's performance and ultimate success in project delivery depends on many factors including its ability to attract and retain highly skilled, qualified and motivated people. At the same time, remuneration practices must be transparent to shareholders and be fair and competitive, taking into account the nature and size of the organisation and its current stage of activities, funding and general market conditions.

The approach to remuneration has been structured with the following objectives:

  • Fairness: provide a fair level of reward to all employees;
  • Transparency: establish transparent links between reward and performance;
  • Alignment: promote mutually beneficial outcomes by aligning employee, and shareholder interests; and
  • Culture: drive leadership performance and behaviours that promote safety, diversity and employee engagement.

The remuneration for executives may have several components, including:

  • Fixed remuneration, inclusive of superannuation and allowances;
  • Short Term Incentives ("STI") under a performance-based cash or equity bonus incentive plan; and
  • Long Term Incentives ("LTI") through participation in the Company's approved equity incentive plan.

These three components comprise each executive's total annual remuneration.

To link executive remuneration with the Group's performance, the Company's policy is to endeavour to provide a portion of each executive's total remuneration as "at risk".

2023 MIX OF REMUNERATION FOR DIRECTORS AND OTHER KMP - PERCENTAGE OF TOTAL REMUNERATION

img-5.jpeg

As demonstrated above, the mix of remuneration for executive KMP is weighted towards variable long-term incentives in the interests of preserving cash and aligning KMP performance outcomes with the growth of shareholder wealth. Long-term incentive remuneration is comprised of the accounting based valuation of performance rights. These valuations are calculated at the time of grant and are based on the Company's share price and other market factors evident at that time. For clarity, the components of David Southam's share-based (LTI) remuneration for 2023 includes the following:

  • $2,000,000 in remuneration relates to 4,000,000 performance rights that were valued at 50c at the time of grant, which vested and were converted into 4,000,000 shares during the year upon the Company successfully reporting a maiden JORC Inferred Mineral Resource Estimate of 10Mt for the Pontax Lithium Project. The Company's share price at the time of conversion was 27c. Mr Southam continues to hold these shares as at the date of this report.
  • $1,692,141 in remuneration relates to 10,000,000 performance rights that were valued at between 46.3c and 50c at the time of grant. As at the date of this report, the related vesting conditions have not yet been met and these performance rights are not yet convertible into shares.
  • $75,400 in remuneration relates to 3,178,809 performance rights that were valued at between 17c and 18.5c at the time of grant. As at the date of this report, the vesting conditions have not yet been met and these performance rights are not yet convertible into shares.

Annual Report | 48


DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT (Continued)

OVERVIEW OF COMPANY PERFORMANCE

In considering the Company's performance and benefits for shareholder wealth, the Board has regard to the following indices in respect of the current and the previous four financial years:

2023 2022 2021 2020 2019
Income $2,875,304 $685,203 $30,311 $439,311 $231,203
Net loss after tax $13,500,296 $2,761,228 $2,081,181 $7,720,430 $870,917
Share price at 31 December $0.135 $0.380 $0.175 $0.180 $0.044

Currently, there is a portion of remuneration of certain executive KMP that is linked to share price performance. The rationale for this approach is that the Group is in the exploration phase, and it is currently not appropriate to link remuneration to any other factors such as profitability.

KMP REMUNERATION

A combination of fixed and variable reward may be provided to KMPs, based on their responsibility within the Group in relation to the achievement of its strategic objectives and their capacity to contribute to the generation of long-term shareholder value.

The components of KMP remuneration may consist of:

Fixed Remuneration

KMP receive either an annual fixed base cash salary or fee and other associated benefits depending on the nature of their contract. Fixed remuneration includes statutory superannuation guarantee contributions required by Australian legislation, which was 10.5% up to 30 June 2023, and then increased to 11% from 1 July 2023. Directors and KMP do not receive any other retirement benefits.

Fixed remuneration of KMP will be set by the Board each year and is based on a number of factors. In setting fixed remuneration for KMP, individual performance, skills, expertise and experience are taken into account as well as the Group's current level of activity and funding.

Where appropriate, external remuneration consultants may be engaged to assist the Board.

Short-Term Incentives

Under the Company's remuneration policy, employees are eligible to participate in the Company's Short-Term Incentive Program ("STIP") and earn short-term bonuses of up to a fixed percentage of their fixed total remuneration package, subject to achievement of STIP hurdles.

The objective of the STIP is to provide the opportunity to earn a cash or equity bonus by rewarding those employees who successfully achieve, in the opinion of the Board, the critical short-term objectives of the Company over a twelve-month period. Those short-term objectives for each employee are pre-determined and approved by the Board as being aligned with the Company's stated strategy to derive shareholder return.

For an employee who resigns or is terminated for cause before the end of the financial year, no STI is awarded for that year. Similarly, any deferred STI awards are forfeited, unless otherwise determined by the Board.

If an employee ceases employment during the performance period by reason of redundancy, ill health, death, or other circumstance approved by the Board, the employee will be entitled to a pro-rata cash payment based on an assessment of performance up to the date of ceasing employment for that year and any deferred STI awards will be retained (subject to Board discretion).

Annual Report | 49

I-B-50


DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT (Continued)

2023 STI Awarded

After the end of the current reporting period the Board agreed to award Mr Southam an STI bonus of $120,000 including superannuation upon the successful achievement of the following critical short-term performance targets by 31 December 2023:

Performance Target Summary % of total fixed remuneration Weighting
Acquisition of further tenure outside the main Pontax trend that is prospective for lithium in the James Bay region 5% 20%
Establishing adequate health and safety standards in Quebec 7.5% 30%
Establishing good Canadian community relations, including Canadian first nations strategy and meeting the first nations group. 7.5% 30%
Building an appropriate team that can adequately assist in implementing the Company’s Canadian exploration strategy. 5% 20%
Total 100%

In the interests of conserving cash reserves, the Board agreed to pay Mr Southam this STI bonus in equity instruments, subject to receiving Shareholder approval at the Company's 2024 Annual General Meeting. Should Shareholders not approve the equity issue, the STI will become payable in cash.

This equated to 100% of the potential STI payable to Mr Southam in relation to the 2023 reporting period. Accordingly, there was no STI amount forfeited by Mr Southam for the 2023 reporting period.

Long-Term Incentives

The Group also awards its KMP with Long-Term Incentives (“LTIs”). LTIs are issued under the Company’s Employee Incentives Securities Plan which was approved by Shareholders on 31 January 2023. The objective of LTIs is to provide potential rewards to KMP in a manner which aligns this element of remuneration with the creation of shareholder wealth. As such LTIs can be awarded to KMP who are able to influence the generation of shareholder wealth and thus have an impact on the Group’s performance.

If an employee resigns or is terminated for cause before the end of the financial year, no LTIs will vest for that year. Similarly, any vested and unexercised LTI awards are forfeited, unless otherwise determined by the Board.

If an employee ceases employment during the performance period by reason of redundancy, ill health, death, or other circumstance approved by the Board, the employee will be entitled to receive any vested but unexercised LTIs as at the date of ceasing employment, subject to Board discretion.

The treatment of vested and unexercised awards in all other circumstances will be determined by the Board with reference to the circumstances of cessation.

The Company prohibits directors or employees from entering into arrangements to protect the value of any Company shares, options or performance rights that the director or employee has become entitled to as part of their remuneration package. This includes entering into a contract to hedge their exposure.

Unlisted Share Options

There were no unlisted share options issued in 2023.

Annual Report | 50


DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT (Continued)

Performance Rights

During 2023 the Company granted 22,678,809 Performance Rights to Director and other KMP as detailed on page 53. These rights were granted with a nil exercise price and a time to expiry of approximately five years. The following vesting conditions apply to various tranches of the total number of rights granted during 2023:

  1. The Company reporting a JORC compliant Inferred Mineral Resource on any project of at least 5MT at a minimum grade of 0.8% Li₂O on or before the vesting date.
  2. The Company reporting a JORC compliant Inferred Mineral Resource on any project other (than the Pontax Project) of at least 5MT at a minimum grade of 0.8% Li₂O on or before 31 December 2025
  3. The Company reporting a JORC compliant Inferred Mineral Resource of at least 10MT at a minimum grade of 0.8% Li₂O on or before the vesting date.
  4. The Company reporting a JORC compliant Inferred Mineral Resource of at least 20MT at a minimum grade of 0.8% Li₂O on or before 13 February 2028.
  5. The Company has a market capitalisation of at least $150 million over at least 10 consecutive trading days on which trades actually occur.
  6. The Company has a 10-day VWAP of at least $1.00 or a market capitalisation of at least $250 million over at least 10 consecutive trading days on which trades actually occur.
  7. The Company’s TSR exceeds the median TSR of its Peer Group for period 1 July 2023 to 31 December 2025.
  8. Remaining an officeholder, employee or consultant of the Company (or a wholly owned subsidiary) at all times up to and including the vesting date.

In respect of items 1 and 3 above, the conditions for the performance rights were met and 14,300,000 performance rights were vested to KMP and converted into shares during the reporting period.

NON-EXECUTIVE DIRECTOR REMUNERATION

Non-Executive Director fees are paid within an aggregate limit which is approved by the shareholders from time to time. Retirement payments, if any, are determined in accordance with the rules set out in the Group’s Constitution and the Corporations Act at the time of the director’s retirement or termination.

Non-Executive Director remuneration may include an incentive portion consisting of performance rights and/or share options, as considered appropriate by the Board, which is subject to shareholder approval in accordance with the ASX Listing Rules.

The aggregate remuneration, and the manner in which it is apportioned amongst Non-Executive Directors, is reviewed annually. The Board considers the amount of director fees being paid by comparable companies with similar responsibilities and levels of experience of the Non-Executive Directors when undertaking the annual review process.

The maximum amount of Non-Executive Director fees payable is fixed at $600,000 in total, for each 12-month period commencing 1 January each year, until varied by ordinary resolution of shareholders. This amount of $600,000 was approved by shareholders in January 2023, up from $300,000.

Non-Executive Directors are not entitled to any termination payments.

Director Fees 2023 Fees Per Director Inclusive of Superannuation $A Per Annum 2022 Fees Per Director Inclusive of Superannuation $A Per Annum
Chair of the Board 150,000 82,875
Other Non-Executive Directors 55,249 55,000

USE OF REMUNERATION CONSULTANTS

During the year ended 31 December 2023, the Board did not engage the services of remuneration consultants (2022: None). This was considered appropriate whilst the Group is in the exploration phase.

Annual Report | 51


DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT (Continued)

THE REMUNERATION OF THE DIRECTORS AND OTHER KEY MANAGEMENT PERSONNEL

The Directors and other KMP of the Company, alongside their remuneration for the period, are set out in the following tables:

Fixed remuneration Variable remuneration
2023 Base Salary and Fees $ Annual leave $ Super-annuation $ Bonus (non-cash) $ Performance rights (non-cash) $ Total $ Performance based %
Non-Executive Directors
K Tomlinson¹ 149,889 - - - 101,818 251,707 40%
R Shorrocks 57,956 - 4,044 - 193,109 255,109 76%
M Bohm 55,375 - - - - 55,375 -
M Naylor 93,356 2,564 9,730 - 1,544,872 1,650,522 94%
S Hardcastle² 13,750 - - - - 13,750 -
Executive Directors
D Southam³ 422,429 29,053 32,179 120,000 3,767,541 4,371,202 89%
Other KMP
C Travaglini⁴ 137,500 5,433 14,813 - 245,000 402,746 61%
S Field⁴ 6,000⁵ - - - 240,837 246,837 98%
Totals 936,255 37,050 60,766 120,000 6,093,177⁵ 7,247,248 86%

Notes:

  1. Mr Tomlinson was appointed Non-Executive Chairman on 3 April 2023.
  2. Mr Hardcastle resigned 3 April 2023. During 2023 Mr Hardcastle's non-executive director fees were paid up until his resignation date.
  3. Mr Southam was appointed as Managing Director on 13 February 2023, previously appointed Non-Executive Director 1 November 2022.
  4. Ms Field resigned and Mr Travaglini was appointed as Chief Financial Officer and Joint Company Secretary on 1 February 2023.
  5. Ms Field's fees were paid by the Company to Blue Leaf Corporate Pty Ltd, a Company controlled by Mr Naylor.
  6. The share price used in the valuation of share-based remuneration reported in the current period was required to be set at the time of the grant of the related performance right. The Company's share price at the time of each grant of performance rights to KMP was as follows:

a. Kevin Tomlinson 22c
b. Ray Shorrocks 25c
c. Michael Naylor 25c
d. David Southam 50c
e. Carl Travaglini 49c
f. Sue Field 24c

Fixed remuneration Variable remuneration Total $ Performance based %
2022 Base Salary $ Director and consultant fees $ Annual leave $ Super-annuation $ Bonus (cash) $ Performance rights (non-cash) $
Non-Executive Directors
R Shorrocks¹ 69,375 6,875 - 6,375 - 12,149 94,774 13%
D Southam² - 9,167 - - - - 9,167 -
M Bohm - 55,000 - - - - 55,000 -
S Hardcastle - 42,500 - - - - 42,500 -
S Jackson³ - 11,855 - - - - 11,855 -
Executive Directors
M Naylor 92,258 - 9,264 9,626 100,000⁴ 97,194 308,342 64%
Other KMP
S Field - 60,000⁵ - - - 11,663 71,663 16%
Totals 161,633 185,397 9,264 16,001 100,000 121,006 593,301 37%

Notes:

  1. Mr Shorrocks was appointed Non-Executive Director on 25 May 2022, previously appointed Executive Chairman on 8 November 2021.
  2. Mr Southam was appointed as Non-Executive Director 1 November 2022.
  3. Mr Jackson resigned 25 May 2022. During 2022 Mr Jackson's non-executive director fees were paid up until his resignation date to Whistler Consulting Pty Ltd, a Company controlled by Mr Jackson.
  4. Mr Naylor received a discretionary bonus as approved by the Board of Directors in recognition for his significant efforts throughout 2022.
  5. Ms Field's fees were paid by the Company to Blue Leaf Corporate Pty Ltd, a company controlled by Mr Naylor.

Annual Report | 52

I-B-53


DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT (Continued)

SHARES HELD BY DIRECTORS AND OTHER KMP, INCLUDING THEIR RELATED PARTIES

Balance at start of year Held upon commencing as KMP Acquired Disposed Held upon cessation as KMP Balance at the end of the year
Directors
Kevin Tomlinson - - 375,000 - - 375,000
Ray Shorrocks 3,258,449 - 3,000,000 (1,870,000) - 4,388,449
Michael Naylor 7,158,894 - 10,000,000 (640,000) - 16,518,894
David Southam 285,715 - 4,000,000 - - 4,285,715
Michael Bohm 6,500,036 - 2,000,000 (640,000) - 7,860,036
Shaun Hardcastle 1,415,645 - (1,415,645) -
Other KMP
Carl Travaglini - 50,000 500,000 - - 550,000
Susan Field - - - - - -
Totals 18,618,739 50,000 19,875,000 (3,150,000) (1,415,645) 33,978,094

SHARES ISSUED ON EXERCISE OF OPTIONS AND PERFORMANCE RIGHTS

During 2023, there were 13,800,000 shares issued from the conversion of performance rights (2022: None) and 6,000,000 shares issued from the exercise of share options (2022: None) by KMP.

UNLISTED OPTIONS HELD BY DIRECTORS AND OTHER KMP, INCLUDING THEIR RELATED PARTIES

Grant date Expiry date Fair value Exercise price Balance 1 Jan 2023 Exercised Held on resignation Balance 31 Dec 2023 Vested and conversion 31 Dec 2023
Directors
Ray Shorrocks 23/12/21 20/01/25 $0.0917 $0.16 3,500,000 - - 3,500,000 3,500,000
Ray Shorrocks 20/09/20 20/09/23 $0.1458 $0.08 2,000,000 (2,000,000) - - -
Michael Naylor 07/11/21 15/11/24 $0.9500 $0.16 2,250,000 - - 2,250,000 2,250,000
Michael Naylor 20/09/20 20/09/23 $0.1458 $0.08 2,000,000 (2,000,000) - - -
Michael Bohm 20/09/20 20/09/23 $0.1458 $0.08 2,000,000 (2,000,000) - - -
Shaun Hardcastle 20/09/20 20/09/23 $0.1458 $0.08 2,000,000 - (2,000,000) - -
Other KMP
Susan Field 07/11/21 15/11/24 $0.095 $0.16 250,000 - (250,000) - -
Totals 6,000,000 (6,000,000) (2,250,000) 5,750,000 5,750,000

PERFORMANCE RIGHTS HELD BY DIRECTORS AND OTHER KMP, INCLUDING THEIR RELATED PARTIES

Grant date Expiry date Fair value Exercise price Balance 1 Jan 2023 Granted Exercised Lapsed Balance 31 Dec 2023 Vested and conversion 31 Dec 2023
Directors
K Tomlinson 26/03/2023 13/02/2028 $0.2200 N/A - 300,000 (300,000) - - -
K Tomlinson 26/03/2023 3/04/2028 $0.2200 N/A - 300,000 - - 300,000 -
K Tomlinson 26/03/2023 13/02/2028 $0.1723 N/A - 400,000 - - 400,000 -
R Shorrocks 28/09/2022 21/10/2027 $0.2500 N/A 1,000,000 - (1,000,000) - - -
M Naylor 28/09/2022 21/10/2027 $0.2500 N/A 8,000,000 - (8,000,000) - - -
D Southam 1/11/2023 13/02/2028 $0.5000 N/A - 5,000,000 - - 5,000,000 -
D Southam 31/01/2023 13/02/2028 $0.5000 N/A - 8,000,000 (4,000,000) - 4,000,000 -
D Southam 31/01/2023 13/02/2028 $0.4750 N/A - 2,500,000 - - 2,500,000 -
D Southam 31/01/2023 13/02/2028 $0.4630 N/A - 2,500,000 - - 2,500,000 -
D Southam 28/08/2023 5/09/2028 $0.2825 N/A - 1,059,603 - - 1,059,603 -
D Southam 28/08/2023 5/09/2028 $0.2950 N/A - 2,119,206 - - 2,119,206 -
Other KMP
C Travaglini 7/02/2023 21/10/2027 $0.4900 N/A - 500,000 (500,000) - - -
S Field 15/08/2022 21/10/2027 $0.2400 N/A 1,000,000 - (500,000) (500,000) - -
Totals 10,000,000 22,678,809 (14,300,000) (500,000) 17,878,809 -

Annual Report | 53


DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT (Continued)

APPOINTMENT OF MANAGING DIRECTOR

On 13 February 2023 Mr Southam commenced as Managing Director. The material terms of Mr Southam’s Managing Director employment contract are:

  • Commencement Date: 13 February 2023 on a part-time basis with transition arrangements to move to full-time.
  • Term / Notice Period: Ongoing term, with termination by the Company on six months’ written notice and termination by the Managing Director on three months’ written notice. The Company may terminate the employment without notice in certain circumstances.
  • Remuneration: A fixed Total Remuneration Package (“TRP”) of $600,000 (Full Time Equivalent), inclusive of superannuation contributions.
  • Short Term Incentive Program (“STIP”): Eligible to participate in a STIP of up to 25% of TRP subject to achievement of STIP hurdles.
  • Employee Incentives Securities Plan (“EISP”): Eligible to participate in the EISP. The Company agreed to issue 18,000,000 performance rights to Mr Southam which are linked to his commencement in the role as Managing Director. Those performance rights were issued on 13 February 2023 following receipt of shareholder approval with the following vesting conditions:
Director Performance Rights Number Vesting Condition Expiry Date
Tranche M 5,000,000 2 years continuous employment with the Company from the date of appointment (being 1 November 2022) 13 February 2028
Tranche N 2,000,000 The Company, in respect of any of the mining tenements or projects it holds an interest in at the issue date of the Performance Rights or acquires at any date in the future, announces a JORC 2012 compliant Li₂O resource of at least 5Mt at a grade of no less than 0.8% lithium 13 February 2028
Tranche O 2,000,000 The Company, in respect of any of the mining tenements or projects it holds an interest in at the issue date of the Performance Rights or acquires at any date in the future, announces a JORC 2012 compliant Li₂O resource of at least 10Mt at a grade of no less than 0.8% lithium 13 February 2028
Tranche P 4,000,000 The Company, in respect of any of the mining tenements or projects it holds an interest in at the issue date of the Performance Rights or acquires at any date in the future, announces a JORC 2012 compliant Li₂O resource of at least 20Mt at a grade of no less than 0.8% lithium 13 February 2028
Tranche Q 2,500,000 The Company achieving a market capitalisation of at least A$150,000,000 over a period of not less than 10 consecutive trading days on which trades in the Company’s Shares actually occur 13 February 2028
Tranche R 2,500,000 The Company’s share price having a 10-day VWAP of at least $1.00 or a market capitalisation of at least $250,000,000 over a period of not less than 10 consecutive trading days on which trades in the Company’s Shares actually occur 13 February 2028

Annual Report | 54
I-B-55


DIRECTORS' REPORT

CYGNUS METALS

During the reporting period, the conditions of Tranches N and O were met and 4,000,000 performance rights were vested and subsequently exercised into shares which continue to be held by Mr Southam. All remaining 14,000,000 performance rights remain unvested as conditions have not yet been achieved.

SERVICE AGREEMENTS

Remuneration and other terms of employment for Executive Directors are formalised in service agreements. The service agreements specify the components of remuneration, benefits and notice periods. Participation in short term and long-term incentives are at the discretion of the Board. Other major provisions of the agreements relating to remuneration are set out below.

Name and Position Term of Agreement Base Salary Including Superannuation Company/Employee Termination Notice Period Termination Benefit
David Southam Managing Director Ongoing commencing 13 February 2023 $600,000 p.a. (Full-time equivalent) 6 / 3 months 6 months' base salary plus superannuation

LOANS TO DIRECTOR RELATED PARTIES

There were no loans to Directors of the Company, including their personally related parties, as at 31 December 2023 (2022: None).

OTHER TRANSACTIONS WITH DIRECTOR RELATED PARTIES

The following transactions and arrangements with Director related parties occurred during the current and comparative reporting periods:

Former Director Shaun Hardcastle is a Partner of Hamilton Locke Lawyers which provided legal services to the Company to the value of $155,307 during 2023 (2022: $137,025). There was $995 owing to Hamilton Locke Lawyers by the Company at 31 December 2023 (2022: $36,910).

Blue Leaf Corporate Pty Ltd, a company owned by Michael Naylor, provided company secretarial and financial management services to the Company during 2023 to the value of $42,000 (2022: $118,500). Acting as joint company secretary up to her resignation on 1 February 2023, Susan Field was under contract with Blue Leaf Corporate Pty Ltd and was remunerated $5,000 (2022: $60,000) for her contribution of services to Cygnus Metals Limited which has been disclosed as remuneration in the table on page 52. There were no amounts owing to Blue Leaf Corporate Pty Ltd by the Company at 31 December 2023 (2022: Nil).

Belltree Corporate Pty Ltd, a company that Michael Naylor is a director of, and Michael Naylor and former Director Shaun Hardcastle have an indirect interest in, provided company secretarial services to the Company during the year ended 31 December 2023 totalling $89,500 (2022: $7,000). There were no amounts owing to Belltree Corporate Pty Ltd by the Company at 31 December 2023 (2022: Nil).

Exia-IT Pty Ltd, of which Belltree Corporate Pty Ltd holds an interest and Michael Naylor holds an interest in Belltree Corporate Pty Ltd, provided information technology management services to the Company during the year ended 31 December 2023 totalling $68,923 (2022: Nil). There were no amounts owing to Exia-IT Pty Ltd by the Company at 31 December 2023 (2022: Nil).

During the year ended 31 December 2023 the Company paid $196,960 (2022: $266,599) for shared administrative, head office rent and head office fit-out costs to FireFly Metals Limited (formerly Auteco Minerals Limited), of which Ray Shorrocks and Michael Naylor were directors in 2023. $25,385 was owing to FireFly Metals Limited by the Company at 31 December 2023 (2022: $151,716).

Bellavista Resources Ltd, a company that Michael Naylor is a director of, recharged shared office costs to the Company during the year ended 31 December 2023 totalling $64,987 (2022: $16,674). $3,399 was owing to Bellavista Resources Ltd by the Company at 31 December 2023 (2022: $13,114).

Annual Report | 55

I-B-56


DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT (Continued)

OTHER TRANSACTIONS WITH DIRECTOR RELATED PARTIES (Continued)

Bellevue Gold Limited, a company that Michael Naylor is a director of, recharged shared administrative costs to the Company during the year ended 31 December 2023 totalling $20,480 (2022: $10,694). $14,440 was owing to Bellevue Gold Limited by the Company at 31 December 2023 (2022: Nil).

Mitre Mining Corporation Ltd, a company that Ray Shorrocks is a director of, recharged shared office costs to the Company during the year ended 31 December 2023 totalling $8,325 (2022: Nil). $8,325 was owing to Mitre Mining Corporation Ltd by the Company at 31 December 2023 (2022: Nil).

Terms and conditions of transactions with related parties

Transactions with related parties are made on terms equivalent to those that prevail in arm's length transactions. Outstanding balances at year-end are unsecured and interest-free and settlement occurs in cash and are presented as part of trade payables. There have been no bank guarantees provided for any related party payables. Amounts shown are net of GST paid or payable.

VOTING AND COMMENTS MADE AT THE COMPANY'S LAST ANNUAL GENERAL MEETING

Cygnus received 80.17% "yes" votes on its Remuneration Report for the year ended 31 December 2022.

END OF AUDITED REMUNERATION REPORT

MEETINGS OF DIRECTORS

During the financial year, seven meetings of directors were held and attendances by each director during the year were as follows:

Number attended Number eligible to attend
Kevin Tomlinson 5 5
Michael Bohm 7 7
David Southam 7 7
Michael Naylor 7 7
Ray Shorrocks 6 7
Shaun Hardcastle 2 2

Given the size of the Board, the Company has decided that there are no efficiencies to be gained from forming separate board committees.

SHARE OPTIONS AND PERFORMANCE RIGHTS

There are 14,500,000 share options on issue (2022: 44,000,000) and 21,378,809 performance rights on issue (2022: 47,900,000) at the date of this report.

INDEMNIFYING OFFICERS

In accordance with the constitution, except as may be prohibited by the Corporations Act 2001, every officer of the Company shall be indemnified out of the property of the Company against any liability incurred by him in his capacity as officer or agent of the Company or any related corporation in respect of any act or omission whatsoever and howsoever occurring or in defending any proceedings, whether civil or criminal. The terms of the policy prevent disclosure of the amount of the premium payable and the level of indemnification under the insurance contract.

Annual Report | 56

I-B-57


DIRECTORS' REPORT

CYGNUS METALS

INDEMNIFICATION OF AUDITORS

To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young Australia, as part of the terms of its audit engagement agreement, against claims by third parties arising from the audit (for an unspecified amount). No payments have been made to indemnify Ernst & Young to the date of this report.

PROCEEDINGS ON BEHALF OF THE COMPANY

No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of these proceedings.

The Company was not a party to any such proceedings during the year.

NON-AUDIT SERVICES

Ernst & Young, the Company's auditors, have not performed any other services in addition to their statutory audit duties.

The total remuneration for audit services provided during the prior and current financial years is set out in note 12 of the financial statements.

AUDITOR'S INDEPENDENCE DECLARATION

The lead auditor's independence declaration for the year ended 31 December 2023 has been received and is attached to this Directors' Report.

COMPLIANCE STATEMENTS AND DISCLAIMERS

Exploration Results - Canada

The information in this annual report relating to Exploration Results in Canada is based on, and fairly represents, information and supporting documentation reviewed by Ms Laurence Huss, Quebec In-Country Manager of Cygnus Metals Ltd. Ms Huss also holds performance rights in the Company. Ms Huss is a member of the Quebec Order of Geologists (OGQ #486), a Registered Overseas Professional Organisation as defined in the ASX Listing Rules, and has sufficient experience which is relevant to the style of mineralisation and type of deposits under consideration and to the activity which has been 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". Ms Huss consents to the inclusion in this report of the matters based on the information in the form and context in which they appear.

Exploration Results - Australia

The information in this annual report that relates to Exploration Results in Australia is based on and fairly represents information and supporting documentation compiled by Mr Duncan Grieve, a Competent Person who is a member of The Australasian Institute of Geoscientists. Mr Grieve is Chief Geologist and a full-time employee of Cygnus Metals and holds shares in the Company.

Mr Grieve has sufficient experience relevant to the style of mineralisation 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". Mr Grieve consents to the inclusion in this announcement of the matters based on this information in the form and context in which it appears.

Annual Report | 57


DIRECTORS' REPORT

CYGNUS METALS

Mineral Resource Estimates

The information in this annual report that relates to the Pontax Lithium Project Mineral Resource Estimate is based on and fairly represents information and supporting documentation compiled by Mr Brian Wolfe, a Competent Person who is a member of The Australasian Institute of Geoscientists. Mr Brian Wolfe is an independent consultant specialising in Mineral Resource estimation, evaluation and exploration. Mr Brian Wolfe does not hold any interest in Cygnus Metals Limited, its related parties, or in any of the mineral properties that are the subject of this report.

Mr Brian Wolfe is a member of the Australasian Institute of Mining and Metallurgy and 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 Brian Wolfe consents to the inclusion in this report of the matters based on this information in the form and context in which it appears.

Forward Looking Statements

This report may contain certain forward-looking statements and projections regarding estimated, resources and reserves; planned production and operating costs profiles; planned capital requirements; and planned strategies and corporate objectives. Such forward looking statements/ projections are estimates for discussion purposes only and should not be relied upon. They are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors many of which are beyond the control of Cygnus Metals Limited. The forward-looking statements/projections are inherently uncertain and may therefore differ materially from results ultimately achieved.

Cygnus Metals Limited does not make any representations and provides no warranties concerning the accuracy of the projections, and disclaims any obligation to update or revise any forward-looking statements/projects based on new information, future events or otherwise except to the extent required by applicable laws. While the information contained in this report has been prepared in good faith, neither Cygnus Metals or any of its directors, officers, agents, employees or advisors give any representation or warranty, express or implied, as to the fairness, accuracy, completeness or correctness of the information, opinions and conclusions contained in this presentation. Accordingly, to the maximum extent permitted by law, none of Cygnus Metals Limited, its directors, employees or agents, advisers, nor any other person accepts any liability whether direct or indirect, express or limited, contractual, tortuous, statutory or otherwise, in respect of, the accuracy or completeness of the information or for any of the opinions contained in this presentation or for any errors, omissions or misstatements or for any loss, howsoever arising, from the use of this report.

DIRECTORS' DECLARATION

This report is made in accordance with a resolution of the directors.

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David Southam

Managing Director

Dated in Perth this 28th day of March 2024.

Annual Report | 58

I-B-59


ANNUAL MINERAL RESOURCE STATEMENT

CYGNUS METALS

The Mineral Resource Estimate was prepared in accordance with the 2012 Edition of the Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code) by Mr Brian Wolfe, an independent consultant specialising in Mineral Resource estimation, evaluation and exploration, with oversight from Cygnus personnel.

The Mineral Resource Estimate as at 31 December 2023 which was released on 14 August 2023 is presented in the table below:

Resource Category Cut-off Grade (LxO) Tonnes (Mt) Grade (LxO) Contained LxO (Tonnes) Grade (Tax0s ppm)
Inferred 0.5% 10.1 1.04% 105,280 74.79

Notes: Mineral Resources that are not Ore Reserves have not demonstrated economic viability and an Inferred Mineral Resource carries a lower level of confidence than that applying to an Indicated Mineral Resource and must not be converted to an Ore Reserve. The estimate of Mineral Resources may be materially affected by environmental, permitting, legal, title, taxation, socio-political, marketing, or other relevant issues.

The Mineral Resource Estimate has been independently estimated by Mr Brian Wolfe (see Competent Person statement).

Classification

The Mineral Resource Estimate has been classified in accordance with guidelines contained in the JORC Code (2012). This classification is based on assessment and understanding of the deposit style, geological and grade continuity, drill-hole spacing, input data quality (including drill collar surveys and bulk density).

The Mineral Resource Estimate was classified as Inferred, accounting for the level of geological understanding of the deposit, quality of samples, density data, drill-hole spacing and sampling, analytical and metallurgical processes. Material classified as Inferred was considered sufficiently informed by geological and sampling data to imply geological, grade and quality continuity between data points.

The classification reflects the level of data available for the estimate, including input drill-hole data spacing, and high level of confidence in geological continuity for this particular style of deposit.

Governance Controls

All Mineral Resource estimates are prepared by Competent Persons using data that they have reviewed and consider to have been collected using industry standard practices and which, to the most practical degree possible are representative, unbiased, and collected with appropriate QA/QC practices in place. The Mineral Resource Estimate quoted above has been estimated by Mr Brian Wolfe.

Mr Brian Wolfe is an independent consultant specialising in Mineral Resource estimation, evaluation and exploration. Mr Brian Wolfe does not hold any interest in Cygnus Metals Limited, its related parties, or in any of the mineral properties that are the subject of this report. Mr Brian Wolfe is a member of the Australasian Institute of Mining and Metallurgy and 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.

Annual Report | 59

I-B-60


EY

Building a better working world

Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843

Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au

Auditor's independence declaration to the Directors of Cygnus Metals Limited

As lead auditor for the audit of the financial report of Cygnus Metals Limited for the financial year ended 31 December 2023, I declare to the best of my knowledge and belief, there have been:

a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit;
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
c. No non-audit services provided that contravene any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Cygnus Metals Limited and the entities it controlled during the financial year.

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D Hall
Partner
28 March 2024

A member firm of Ernst & Young Global Limited

Liability limited by a scheme approved under Professional Standards Legislation


2023 Financial Report
For the Year ended 31 December 2023
CYgnus METALS

CONTENTS

Consolidated Statement of Profit or Loss and Other Comprehensive Income 62
Consolidated Statement of Financial Position 63
Consolidated Statement of Changes in Equity 64
Consolidated Statement of Cash Flows 65
Notes to the Consolidated Financial Statements 66
Directors' Declaration 94
Independent Auditor's Report 95

These financial statements are the consolidated financial statements of the consolidated entity consisting of Cygnus Metals Limited (formerly Cygnus Gold Limited) and its subsidiaries. The financial statements are presented in the Australian currency.

Cygnus Metals Limited is a Company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is:

Cygnus Metals Limited
Level 2, 8 Richardson Street
WEST PERTH WA 6005

A description of the nature of the consolidated entity's operations and its principal activities is included in pages 9 to 36 of the Operations Review on and pages 41 to 42 of the Directors' report, which is not part of these financial statements.

The financial statements were authorised for issue by the directors on 28 March 2024.

Through the use of the internet, the Company has ensured that its corporate reporting is timely, complete, and available globally at minimum cost to the Company. All press releases, financial statements and other information are available on our website: www.cygnusmetals.com.

Annual Report | 61
I-B-62


Consolidated Statement of Profit or Loss & Other Comprehensive Income

For the year ended 31 December 2023

CYGNUS METALS

Notes 2023 $ 2022 $
OTHER INCOME 3 2,875,304 685,203
2,875,304 685,203
EXPENSES
Audit and accounting (86,297) (40,800)
Compliance expenses (130,884) (94,402)
Consultants and contractors (486,979) (491,519)
Corporate costs (561,864) (443,820)
Depreciation – Property, plant and equipment (51,482) (40,818)
Depreciation - Right of use assets - (26,266)
Employee benefits expense (1,208,644) (641,093)
Exploration expenditure written off 19 (634,937) (23,879)
Exploration expensed (62,041) (59,167)
Interest expense on lease liability - (4,479)
Office rent & outgoings (155,479) (38,823)
Payroll Tax expense (419,510) -
Share-based payments 10(b) (10,185,535) (394,157)
Travel and accommodation (249,301) (405,161)
Foreign exchange losses (242,633) (306,397)
(14,475,586) (3,010,781)
Results from operating activities (11,600,282) (2,325,578)
Finance income 118,519 5,123
Loss before income tax (11,481,763) (2,320,455)
Income tax expense 22 (2,018,533) (440,773)
Loss after income tax for the year attributable to equity holders of the Company (13,500,296) (2,761,228)
Other comprehensive loss
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations (113,473) -
Items that will not be reclassified subsequently to profit or loss:
Changes in fair value of financial assets (196,198) (56,934)
Total comprehensive loss for the year, net of tax attributable to equity holders of the Company (13,809,967) (2,818,162)
Loss per share attributable to equity holders of the Company
Basic and diluted loss per share (cents per share) 11 (5.84) (0.45)

The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the Notes to the Consolidated Financial Statements.

Annual Report | 62


Consolidated Statement of Financial Position
As at 31 December 2023
CYGNUS METALS

| | Notes | 2023
$ | 2022
$ |
| --- | --- | --- | --- |
| ASSETS | | | |
| Current assets | | | |
| Cash and cash equivalents | 4 | 9,316,782 | 13,530,678 |
| Trade and other receivables | 5 | 1,507,476 | 1,779,273 |
| Total current assets | | 10,824,258 | 15,309,951 |
| Non-current assets | | | |
| Exploration and evaluation | 19 | 23,926,379 | 5,538,857 |
| Property, plant and equipment | | 132,847 | 154,967 |
| Investments | | 201,698 | 397,895 |
| Total non-current assets | | 24,260,924 | 6,091,719 |
| TOTAL ASSETS | | 35,085,182 | 21,401,670 |
| LIABILITIES | | | |
| Current liabilities | | | |
| Trade and other payables | 6 | 5,528,242 | 3,530,497 |
| Provisions | | 120,238 | 27,959 |
| Total current liabilities | | 5,648,480 | 3,558,456 |
| Non-current liabilities | | | |
| Deferred tax liabilities | 7 | 2,459,306 | 440,773 |
| Total non-current liabilities | | 2,459,306 | 440,773 |
| TOTAL LIABILITIES | | 8,107,786 | 3,999,229 |
| NET ASSETS | | 26,977,396 | 17,402,441 |
| EQUITY | | | |
| Contributed equity | 8 | 47,607,870 | 25,260,644 |
| Reserves | 9 | 7,779,313 | 7,051,288 |
| Accumulated losses | | (28,409,787) | (14,909,491) |
| TOTAL EQUITY | | 26,977,396 | 17,402,441 |

The above Consolidated Statement of Financial Position should be read in conjunction with the Notes to the Consolidated Financial Statements.

Annual Report | 63
I-B-64


Consolidated Statement of Changes in Equity

For the year ended 31 December 2023

CYGNUS METALS

Notes Share Capital $ Other Contributed Equity $ Share-based Payment Reserve $ Investment Revaluation Reserve $ Foreign Currency Translation Reserve $ Accumulated Losses $ Total Equity $
Balance at 1 January 2022 10,044,146 105,000 5,109,203 - - (12,148,263) 3,110,086
Loss for the year - - - - - (2,761,228) (2,761,228)
Other comprehensive loss:
Fair value adjustment of financial assets - - - (56,934) - - (56,934)
Total comprehensive loss - - - (56,934) - (2,761,228) (2,818,162)
Transactions with owners:
Placement of ordinary shares 13,195,913 - - - - - 13,195,913
Placement of Flow-Through shares 6,334,806 - - - - - 6,334,806
Flow-Through share placement premium (2,052,304) - - - - - (2,052,304)
Broker option issue expense (1,604,862) - 1,604,862 - - - -
Share issue expense (762,055) - - - - - (762,055)
Prior Placement approved by Shareholders 105,000 (105,000) - - - - -
Share-based payments - - 394,157 - - - 394,157
Balance at 31 December 2022 8 25,260,644 - 7,108,222 (56,934) - (14,909,491) 17,402,441
Loss for the year - - - - - (13,500,296) (13,500,296)
Other comprehensive loss:
Fair value adjustment of financial assets - - - (196,198) - - (196,198)
Exchange differences on foreign operations - - - - (113,473) - (113,473)
Total comprehensive loss - - - (196,198) (113,473) (13,494,223) (13,809,967)
Transactions with owners:
Placement of ordinary shares 3,000,000 - - - - - 3,000,000
Placement of Flow-Through shares 8,022,721 - - - - - 8,022,721
Flow-Through share placement premium (3,858,181) - - - - - (3,858,181)
Issue of shares - Project acquisitions 4,552,486 - - - - - 4,552,486
Issue of shares - Option conversions 2,192,000 - - - - - 2,192,000
Issue of shares - Exercise of performance rights 9,119,251 - (9,119,251) - - - -
Share issue expense (710,620) - - - - - (710,620)
Share-based payments 29,569 - 10,156,947 - - - 10,186,516
Balance at 31 December 2023 8 47,607,870 - 8,145,918 (253,132) (113,473) (28,409,787) 26,977,396

The above Consolidated Statement of Changes in Equity should be read in conjunction with the Notes to the Consolidated Financial Statements.

Annual Report | 64


Consolidated Statement of Cash Flows

For the year ended 31 December 2023

CYGNUS METALS

| | Notes | 2023
$ | 2022
$ |
| --- | --- | --- | --- |
| Operating activities | | | |
| Payments to suppliers and employees | | (3,188,633) | (2,124,114) |
| Payments for exploration expenditure | | (63,155) | (49,844) |
| Interest received | | 57,094 | 5,276 |
| Interest payments | | - | (4,510) |
| Other income | | 33,000 | 64,919 |
| Net refundable sales tax payments made | | (392,507) | - |
| Net cash used in operating activities | 13 | (3,554,201) | (2,108,273) |
| Investing activities | | | |
| Payments for acquisition of mining tenements | | (1,848,054) | (1,315,210) |
| Payments for capitalised exploration expenditure | | (10,998,818) | (3,292,312) |
| Purchase of property plant and equipment | | (28,779) | (22,704) |
| Payments to establish security deposits | | (128,950) | - |
| Receipts from sale of mining tenements | | - | 18,060 |
| Purchase of listed investments | | - | (454,830) |
| Net cash used in investing activities | | (13,004,601) | (5,066,996) |
| Financing activities | | | |
| Proceeds from shares issued | | 11,022,700 | 18,991,203 |
| Proceeds from exercise of options | | 2,192,000 | - |
| Share issue costs | 8 | (710,620) | (761,830) |
| Principal payment for leases | | - | (28,502) |
| Net cash provided by financing activities | | 12,504,080 | 18,200,871 |
| Net change in cash and cash equivalents | | (4,054,722) | 11,025,602 |
| Effect of movement in exchange rates on cash held | | (159,174) | (306,260) |
| Cash and cash equivalents, beginning of period | | 13,530,678 | 2,811,336 |
| Cash and cash equivalents, end of year | 4 | 9,316,782 | 13,530,678 |

The above Consolidated Statement of Cash Flows should be read in conjunction with the Notes to the Consolidated Financial Statements.

Annual Report | 65

I-B-66


Notes to the Consolidated Financial Statements
For the year ended 31 December 2023
CYGNUS METALS

1. Summary of Material Accounting Policies

The material accounting policies adopted in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to the financial years presented, unless otherwise stated. These financial statements cover Cygnus Metals Limited (formerly Cygnus Gold Limited) as a consolidated, for-profit entity consisting of Cygnus Metals Limited and its subsidiaries ('the consolidated entity' or 'the Group').

(a) Basis of preparation

These general purpose financial statements have been prepared in accordance with Australian Accounting Standards, other authoritative pronouncements and the Corporations Act 2001.

(i) Compliance with IFRS

The financial statements of Cygnus Metals Limited also comply with International Financial Reporting Standards (IFRS).

(ii) Historical cost convention

These financial statements have been prepared under the historical cost convention except for investments held at fair value through other comprehensive income.

(iii) Going Concern

As at 31 December 2023 the Group had current assets of $10,824,258 (31 December 2022: $15,309,951), including cash and cash equivalents of $9,316,782 (31 December 2022: $13,530,678), and current liabilities of $5,648,480 (31 December 2022: $3,558,456).

The Group's cashflow forecasts through to the period ended 31 March 2025 reflect that the Group will be required to raise additional capital during this period to enable it to continue to meet its operational and planned exploration activities.

The Directors are satisfied that there is a reasonable basis to conclude that the Group can raise additional capital as and when required and thus it is appropriate to prepare the consolidated financial report on a going concern basis as the Group has potential options available to manage liquidity, including one or a combination of, a placement of shares, option conversion, entitlement offer or a change in the Company's expenditure profile.

In the event that all of the funding options available to the Group do not transpire and there is no change to the forecasted spending pattern, there is material uncertainty about whether the Group is able to continue as a going concern and, therefore, realise its assets and discharge its liabilities in the normal course of business at the amounts stated in the financial report.

The financial statements do not include any adjustment relating to the recoverability or classification of recorded asset amounts or to the amounts or classification of liabilities that might be necessary should the Group not be able to continue as a going concern.

Principles of consolidation

The consolidated financial statements comprise the financial statements of the Group. A list of controlled entities (subsidiaries) at year end is contained in note 15. The financial statements of subsidiaries are prepared for the same reporting period as the parent entity, using consistent accounting policies.

Changes in the Group's interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions.

Annual Report | 66
I-B-67


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

1. Summary of Material Accounting Policies (continued)

Parent entity disclosure

The financial information for the parent entity, Cygnus Metals Limited, disclosed in Note 16 has been prepared on the same basis as the consolidated financial statements, other than investments in subsidiaries, which have been recorded at cost less impairments.

(b) Functional and presentation currency

The functional currency of each entity within the group is measured using the currency of the primary economic environment in which that entity operates. The consolidated financial statements are presented in Australian dollars which is the parent entity's functional and presentation currency.

(c) Other income

(i) Administrative and geology services

The Company has recognised other income for the provision of administrative and geology services. In the comparative period the Group provided vehicles for hire under short-term (daily) arrangements and geology services. Other income was recognised over time as service was delivered or provided respectively.

(ii) Settlement of Flow-Through Share Liability

The issue of Flow-Through Shares ("FTS") includes an issue of ordinary shares and the sale of tax deductions. At the time the FTS are issued, the sale of tax deductions is deferred and presented as current liabilities in the statement of financial position because the Company has not yet fulfilled its obligations to pass on the tax deductions to the investor. When the Company fulfills its obligation the sale of tax deductions is recognised in the income statement as other income.

(d) Operating expenses

Operating expenses are recognised in profit or loss on an accruals basis.

(e) Cash and cash equivalents

Cash and short-term deposits in the statement of financial position comprise cash at bank and on hand and short-term deposits with a maturity of three months or less, which are subject to an insignificant risk of changes in value. For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above, which are considered an integral part of the Group's cash management.

(f) Equity and reserves

Share capital represents the fair value of consideration received for shares that have been issued. Any transaction costs associated with the issuing of shares are deducted from share capital, net of any related income tax benefits.

Where, at balance date, the Group has received applications for shares and the corresponding subscription monies before issuing shares, the Group accounts for the receipt of funds at the fair value of the consideration received as Other Contributed Equity.

Retained earnings include all current and prior period retained profits.

Refer to Note 1(p) for the Group's accounting policy on Flow-Through Shares.

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I-B-68


Notes to the Consolidated Financial Statements
For the year ended 31 December 2023
CYGNUS METALS

  1. Summary of Material Accounting Policies (continued)

The Group maintains a share base payments reserve which accumulates the value recognised as a result of share-based awards issued to employees or contractors for services rendered. Where amounts have accumulated in the reserve and the underlying instruments expire, amounts are transferred from the reserve to retained earnings. Where amounts have accumulated in the reserve and the underlying instruments have vested or been exercised, amounts are transferred from the reserve to share capital. In the event that awards are forfeited, balances that have accumulated in the reserve are reversed through the profit or loss.

(g) Income taxes

Tax expense recognised in profit or loss comprises the sum of deferred tax and current tax not recognised in other comprehensive income or directly in equity.

Current income tax assets and/or liabilities comprise those obligations to, or claims from, the Australian Taxation Office ('ATO') and other fiscal authorities relating to the current or prior reporting periods that are unpaid at the reporting date. Current tax is payable on taxable profit, which differs from profit or loss in the financial statements. Calculation of current tax is based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period.

Deferred income taxes are calculated using the liability method on temporary differences between the carrying amounts of assets and liabilities and their tax bases. However, deferred tax is not provided on the initial recognition of goodwill or on the initial recognition of an asset or liability unless the related transaction is a business combination or affects tax or accounting profit. Deferred tax on temporary differences associated with investments in subsidiaries and joint arrangements is not provided if reversal of these temporary differences can be controlled by the Group and it is probable that reversal will not occur in the foreseeable future.

Deferred tax assets and liabilities are calculated, without discounting, at tax rates that are expected to apply to their respective period of realisation, provided they are enacted or substantively enacted by the end of the reporting period.

Deferred tax liabilities are always provided for in full. The Group offsets deferred tax assets and deferred tax liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Changes in deferred tax assets or liabilities are recognised as a component of tax income or expense in profit or loss, except where they relate to items that are recognised in other comprehensive income (such as the revaluation of land) or directly in equity, in which case the related deferred tax is also recognised in other comprehensive income or equity, respectively.

(h) Employee benefits

Wages and salaries and annual leave:

Short-term employee benefits are benefits, other than termination benefits, that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service. Examples of such benefits include wages and salaries, non-monetary benefits and accumulating sick leave. Short-term employee benefits are measured at the undiscounted amounts expected to be paid when the liabilities are settled.

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I-B-69


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

1. Summary of Material Accounting Policies (continued)

(i) Financial instruments

Financial assets and financial liabilities are recognised in the Group’s statement of financial position when the Group becomes a party to the contractual provisions of the instrument.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets or financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or loss.

Financial Assets

All recognised financial assets are measured subsequently in their entirety at either amortised cost or fair value, depending on the classification of the financial assets.

Classification of financial assets

Debt instruments that meet the following conditions are measured subsequently at amortised cost:

  • The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
  • The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

(i) Amortised costs and effective interest method

The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest income over the relevant period.

For financial assets other than purchased or originated credit-impaired financial assets (i.e. assets that are credit-impaired on initial recognition), the effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) excluding expected credit losses, through the expected life of the debt instrument, or, where appropriate, a shorter period, to the gross carrying amount of the debt instrument on initial recognition.

The amortised cost of a financial asset is the amount at which the financial asset is measured at initial recognition minus the principal repayments, plus the cumulative amortisation using the effective interest method of any difference between that initial amount and the maturity amount, adjusted for any loss allowance. The gross carrying amount of a financial asset is the amortised cost of a financial asset before adjusting for any loss allowance.

Interest income is recognised using the effective interest method for debt instruments measured subsequently at amortised cost and at FVTOCI. For financial assets other than purchased or originated credit-impaired financial assets, interest income is calculated by applying the effective interest rate to the gross carrying amount of a financial asset, except for financial assets that have subsequently become credit-impaired.

Interest income is recognised in profit or loss and is included in the ‘finance income’ line item.

Annual Report | 69

I-B-70


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

1. Summary of Material Accounting Policies (continued)

(ii) Equity instruments designated as at FVTOCI

On initial recognition, the Group may make an irrevocable election (on an instrument-by-instrument basis) to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognised by an acquirer in a business combination.

A financial asset is held for trading if:

  • it has been acquired principally for the purpose of selling it in the near term; or
  • on initial recognition it is part of a portfolio of identified financial instruments that the Group manages together and has evidence of a recent actual pattern of short-term profit-taking; or
  • it is a derivative (except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument).

Investments in equity instruments at FVTOCI are initially measured at fair value plus transaction costs. Subsequently, they are measured at fair value with gains and losses arising from changes in fair value recognised in other comprehensive income and accumulated in the Investment Revaluation Reserve. The cumulative gain or loss is not reclassified to profit or loss on disposal of the equity investments, instead, it is transferred to retained earnings.

Dividends on these investments in equity instruments are recognised in profit or loss in accordance with IFRS 9, unless the dividends clearly represent a recovery of part of the cost of the investment. Dividends are included in the 'finance income' line item in profit or loss.

The Group designated all investments in equity instruments that are not held for trading as at FVTOCI on initial recognition.

Foreign exchange gains and losses

The carrying amount of financial assets that are denominated in a foreign currency is determined in that foreign currency and translated at the spot rate at the end of each reporting period. Specifically:

  • for financial assets measured at amortised cost that are not part of a designated hedging relationship, exchange differences are recognised in profit or loss in the 'other gains and losses' line item;
  • for debt instruments measured at FVTOCI that are not part of a designated hedging relationship, exchange differences on the amortised cost of the debt instrument are recognised in profit or loss. Other exchange differences are recognised in other comprehensive income in the investments revaluation reserve;
  • for financial assets measured at FVTPL that are not part of a designated hedging relationship, exchange differences are recognised in profit or loss; and
  • for equity instruments measured at FVTOCI, exchange differences are recognised in other comprehensive income in the investments revaluation reserve.

Impairment of financial assets

The Group recognises a loss allowance for expected credit losses on investments in debt instruments that are measured at amortised cost or at FVTOCI, lease receivables, trade receivables and contract assets, as well as on financial guarantee contracts. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument.

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I-B-71


Notes to the Consolidated Financial Statements
For the year ended 31 December 2023
CYGNUS METALS

1. Summary of Material Accounting Policies (continued)

The Group always recognises lifetime ECL (expected credit losses) for trade receivables, contract assets and lease receivables. The expected credit losses on these financial assets are estimated using a provision matrix based on the Group's historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate.

For all other financial instruments, the Group recognises lifetime ECL when there has been a significant increase in credit risk since initial recognition. However, if the credit risk on the financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECL.

Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECL represents the portion of lifetime ECL that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.

The Group recognises an impairment gain or loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account, except for investments in debt instruments that are measured at FVTOCI, for which the loss allowance is recognised in other comprehensive income and accumulated in the investment revaluation reserve, and does not reduce the carrying amount of the financial asset in the statement of financial position.

Derecognition of financial assets

The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognises its retained interest in the asset and an associated liability for amounts it may have to pay.

If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and also recognises collateralised borrowing for the proceeds received.

On derecognition of a financial asset measured at amortised cost, the difference between the asset's carrying amount and the sum of the consideration received and receivable is recognised in profit or loss.

In contrast, on derecognition of an investment in an equity instrument which the Group has elected on initial recognition to measure at FVTOCI, the cumulative gain or loss previously accumulated in the investments revaluation reserve is not reclassified to profit or loss, but is transferred to retained earnings.

Financial liabilities and equity

Classification as debt or equity

Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Group are recognised at the proceeds received, net of direct issue costs.

Repurchase of the Company's own equity instruments is recognised and deducted directly in equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Company's own equity instruments.

Annual Report | 71
I-B-72


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

1. Summary of Material Accounting Policies (continued)

Financial liabilities

All financial liabilities are measured subsequently at amortised cost using the effective interest method or at FVTPL. However, financial liabilities that arise when a transfer of a financial asset does not qualify for derecognition or when the continuing involvement approach applies, and financial guarantee contracts issued by the Group, are measured in accordance with the specific accounting policies set out below.

Financial liabilities measured subsequently at amortised cost

Financial liabilities that are not (i) contingent consideration of an acquirer in a business combination, (ii) held for trading, or (iii) designated as at FVTPL, are measured subsequently at amortised cost using the effective interest method.

The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to the amortised cost of a financial liability.

Foreign exchange gains and losses

For financial liabilities that are denominated in a foreign currency and are measured at amortised cost at the end of each reporting period, the foreign exchange gains and losses are determined based on the amortised cost of the instruments. These foreign exchange gains and losses are recognised in the profit or loss for financial liabilities that are not part of a designated hedging relationship. For those which are designated as a hedging instrument for a hedge of foreign currency risk, foreign exchange gains and losses are recognised in other comprehensive income and accumulated in a separate component of equity.

Derecognition of financial liabilities

The Group derecognises financial liabilities when, and only when, the Group’s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in profit or loss.

When the Group exchanges with the existing lender one debt instrument into another one with the substantially different terms, such exchange is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. Similarly, the Group accounts for substantial modification of terms of an existing liability or part of it as an extinguishment of the original financial liability and the recognition of a new liability.

It is assumed that the terms are substantially different if the discounted present value of the cash flows under the new terms, including any fees paid net of any fees received and discounted using the original effective rate is at least 10 per cent different from the discounted present value of the remaining cash flows of the original financial liability. If the modification is not substantial, the difference between: (i) the carrying amount of the liability before the modification; and (ii) the present value of the cash flows after modification is recognised in profit or loss as the modification gain or loss within other gains and losses.

Annual Report | 72

I-B-73


Notes to the Consolidated Financial Statements
For the year ended 31 December 2023
CYGNUS METALS

  1. Summary of Material Accounting Policies (continued)

(j) Impairment of assets (other than exploration and evaluation assets)

Non-financial assets

The carrying amounts of the Group’s non-financial assets, other than deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated.

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the “cash-generating unit” or “CGU”).

The Group’s corporate assets do not generate separate cash inflows. If there is an indication that a corporate asset may be impaired, then the recoverable amount is determined for the CGU to which the corporate asset belongs.

An impairment loss is recognised if the carrying amount of an asset or its CGU exceeds its estimated recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of CGUs are allocated to the carrying amounts of the assets in the unit (group of units) on a pro rata basis.

Impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

(k) Other receivables

Other receivables, which generally have 30-day terms, are recognised initially at fair value and subsequently carried at amortised cost using the effective interest method, less an allowance for expected credit loss if required. Bad debts are written off when identified.

(l) Trade and other payables

Liabilities for creditors and other amounts are carried at amortised cost, which is the present value of the consideration to be paid in the future for goods and services received, whether or not billed to the consolidated entity. The carrying period is generally between 30 to 45 days, which is within the Groups accepted terms.

(m) Exploration and evaluation expenditure

Exploration, evaluation and development expenditures incurred are capitalised in respect of each identifiable area of interest. These costs are only capitalised to the extent that they are expected to be recovered through the successful development of the area or where activities in the area have not yet reached a stage that permits reasonable assessment of the existence of economically recoverable reserves.

Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which the decision to abandon the area is made.

When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the rate of depletion of the economically recoverable reserves.

A regular review is undertaken of each area of interest to determine the appropriateness of continuing to capitalise costs in relation to that area of interest.

Annual Report | 73
I-B-74


Notes to the Consolidated Financial Statements
For the year ended 31 December 2023
CYGNUS METALS

1. Summary of Material Accounting Policies (continued)

Costs of site restoration are provided over the life of the project from when exploration commences and are included in the costs of that stage. Site restoration costs include the dismantling and removal of mining plant, equipment and building structures, waste removal, and rehabilitation of the site in accordance with local laws and regulations and clauses of permits. Such costs have been determined using estimates of future costs, current legal requirements and technology on an undiscounted basis.

Any changes in the estimates for the costs are accounted on a prospective basis. In determining the costs of site restoration, there is uncertainty regarding the nature and extent of the restoration due to community expectations and future legislation. Accordingly, the costs have been determined on the basis that the restoration will be completed within one year of abandoning the site.

(n) Share-based payments

The Group operates equity-settled share-based remuneration plans for its employees.

All goods and services received in exchange for the grant of any share-based payment are measured at their fair values. Where employees have been rewarded using share-based payments, the fair values have been determined indirectly by reference to the fair value of the equity instruments granted. Where consultants have been rewarded using share-based payments, the Group determines the fair value with direct reference to the fair value of the service unless this cannot be determined at which point the fair value is determined indirectly by reference to the fair value of the equity instrument granted. In the circumstances for this financial report, for consultants, the fair value of the services could not be readily determined with reference to a service contract and the contracts have no defined period of service to which the award pertains. Therefore, the fair value has been determined indirectly by reference to the fair value of the equity instrument granted. Fair value with reference to the equity instrument is appraised at the grant date and excludes the impact of non-market vesting conditions (for example profitability and sales growth targets and performance conditions).

All share-based remuneration is ultimately recognised as an expense in profit or loss with a corresponding credit to the share-based payment reserve. Where vesting periods exist, the total expense is recognised straight-line over the vesting period. Where vesting conditions are non-market based, the expense is based on the best available estimate of the number of instruments expected to vest. Where the vesting conditions are market based, the Group uses a pricing model to determine the fair value of each instrument.

The fair value of share-based payments to asset vendors is determined with reference to the fair value of the equity instruments issued as consideration for the assets acquired per the terms of the relevant asset purchase agreement. If the fair value of the transactions cannot be estimated with direct reference to the fair value of the asset received given limited fair value information over the asset available at the time of the transaction, the fair value of each instrument is estimated using the latest trading price of the shares relative to the date of completion of the sale.

(o) Goods and Services Tax (GST)

Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the Statement of Financial Position are shown inclusive of GST.

Cash flows are presented in the statement of cash flows on a gross basis, except for the GST components of investing and financing activities, which are disclosed as operating cash flows.

Annual Report | 74
I-B-75


Notes to the Consolidated Financial Statements
For the year ended 31 December 2023
CYGNUS METALS

  1. Summary of Material Accounting Policies (continued)

(p) Flow-Through Shares

Flow-through shares may be issued to finance a portion of an exploration program. A flow-through share agreement transfers the tax deductibility of qualifying resource expenditures to investors. On issuance, the Company divides the flow-through share into i) a flow-through share premium, equal to the estimated premium, if any, investors pay for the flow-through feature, which is recognised as a liability, and ii) issued capital. Share capital for shares issued is recognised at fair value with the residual value, or flow-through share premium, recognised as current liabilities.

The Company has elected to apply the renunciation process prospectively and has relied upon the "look-back" rule which allows the Company to renounce eligible expenditures incurred up to an entire calendar year (i.e. 2024) following the last day of the calendar year in which the FTS are issued (i.e. 2023)

At initial recognition the sale of tax deductions is deferred and presented as other liabilities in the balance sheet as the entity has not yet fulfilled its obligations to pass on the tax deductions to the investor.

Upon expenses being incurred, the Company derecognises the liability and the premium is recognised as other income. The exploration spend also gives rise to a deferred tax liability which is recognised as the difference between the carrying value and tax base of the qualifying expenditure for the amount of the tax reduction renounced to the investors.

(q) New and amended accounting standards and interpretations issued but not yet effective

Certain new and amended accounting standards and interpretations have been published that are not mandatory for 31 December 2023 reporting periods and have not been early adopted by the Company.

The Group has assessed these new and amended standards and has determined that they do not have a material impact on the current reporting period and are not expected to have a material impact on the Company when adopted in future reporting periods.

Annual Report | 75
I-B-76


Notes to the Consolidated Financial Statements
For the year ended 31 December 2023
CYGNUS METALS

2. Critical Accounting Estimates and Judgements

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

In preparing this Annual Financial Report, the significant judgements and estimates made by management in applying the Entity’s accounting policies and the key sources of estimation uncertainty are detailed below.

Critical Estimates

Exploration and Evaluation Expenditure – Impairment

Determining the recoverability of exploration and evaluation expenditure capitalised in accordance with the Group’s accounting policy requires estimates and assumptions as to future events and circumstances. In particular, whether successful development and commercial exploitation, or alternatively sale, of the respective areas of interest will be achieved. Critical to this assessment is estimates and assumptions as to the presence of mineral reserves, timing of expected cash flows, exchange rates, commodity prices and future capital requirements.

Changes in these estimates and assumptions as new information about the presence or recoverability of a mineral reserve becomes available, may impact the assessment of the recoverable amount of exploration and evaluation assets. If, after having capitalised the expenditure a judgement is made that recovery of the expenditure is unlikely, an impairment loss is recorded in the statement profit or loss and other comprehensive income.

Share-Based Payments

Share-based compensation benefits are provided to employees via the Cygnus Employee Securities Incentive Plan.

Performance rights are issued for nil consideration and the term of the performance rights is determined by the Board in its absolute discretion but will ordinarily have a three-year term up to a maximum of five years. Performance rights are subject to lapsing if performance conditions are not met by the relevant measurement date or expiry date (if no other measurement date is specified) or if employment is terminated. The fair value of performance rights has been calculated at the grant date and allocated to each reporting period evenly over the period from grant date to vesting date. The value disclosed is the portion of fair value of the rights allocated to this reporting period.

The valuation models used to fair value options and performance rights take into account the exercise price (where applicable), the term to expiry, the vesting period, the impact of dilution, the non-tradeable nature of the options or performance rights, the share price at grant date and assumptions on the expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the options and performance rights. Expected share price volatility was determined with reference to actual share price volatility over the historic term of the Company’s share price at grant date commensurate with the length of the related option or performance right’s future vesting period.

Additionally, assumptions are made about the number of options and performance rights that are expected to vest, which could change from period to period. A change in any, or a combination, of these assumptions used in the valuation model could have a material impact on the total valuation of the options and performance rights.

Critical Judgments

Exploration and Evaluation Expenditure

The entity carries exploration and evaluation expenditure as assets for expenditure accumulated on areas of interest where it is considered likely to be recoverable. The Group judges this to be the case where the Group has right of tenure over an area of interest, has substantive expenditure budgeted for the area of interest and the exploration activities have not yet resulted in sufficient information that would indicate the amounts are not recoverable up to the asset carrying value.

Annual Report | 76
I-B-77


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

  1. Other income
2023 2022
$ $
Provision of geology and administrative services 8,700 92,498
Proceeds from the sale of tenements - 18,060
Settlement of 2022 flow-through share liability 1,477,659 574,645
Settlement of 2023 flow-through share liability 1,388,945 -
Other income 2,875,304 685,203
  1. Cash and cash equivalents
2023 2022
$ $
Cash at bank and on hand 1,883,853 13,510,678
Short-term deposits 7,432,929 20,000
Cash and cash equivalents 9,316,782 13,530,678

Cash at bank earns interest at floating rates based on daily bank deposit rates. Short-term deposits are made and have original maturities of less than 3 months, depending on the immediate cash requirements of the Group, and earn interest at the respective short-term deposit rates.

  1. Trade and other receivables
2023 2022
$ $
Trade and other receivables¹ 546,130 167,267
Security deposits 149,165 20,000
Prepayments² 812,181 1,592,006
Trade and other receivables 1,507,476 1,779,273

Note:
¹ - Relates to GST/QST receivables and amounts owing from the recharged of shared administration costs.
² - $799,994 (2022: $1,516,406) relates to a deposit paid to the Company's Canadian contractor responsible for undertaking the Company's Canadian exploration campaigns.

All amounts are short-term. The carrying values of trade and other receivables are considered to be a reasonable approximation of fair value.

Annual Report | 77

I-B-78


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

6. Trade and other payables

2023 2022
$ $
Trade payables 1,931,448 1,278,254
Other payables 1,127,558 774,584
Flow-through share premium liability 2,469,236 1,477,659
Trade and other payables 5,528,242 3,530,497

All amounts are short-term. The carrying values of trade and other payables are considered to be a reasonable approximation of fair value.

7. Non-current liabilities – Deferred tax liabilities

2023 2022
Deferred tax liability comprises temporary differences attributable to: $ $
Opening balance 440,773 -
Temporary difference on relinquishment of qualifying expenditure to investors 2,018,533 440,773
Deferred tax liability 2,459,306 440,773

Annual Report | 78
I-B-79


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

8. Share capital and other contributed equity

The share capital of Cygnus consists only of fully paid ordinary shares; the shares do not have a par value. All shares are equally eligible to receive dividends and the repayment of capital and represent one vote at the shareholder meetings of the Company.

Other contributed equity comprises share subscription monies received in advance of issuing of the shares.

| | 2023
Shares
on issue | 2022
Shares
on issue | 2023
$ | 2022
$ |
| --- | --- | --- | --- | --- |
| Issued capital net of share issue costs | 291,259,139 | 183,874,212 | 38,488,618 | 25,260,644 |
| | Date | Shares | Issue Price $ | Total $ |
| Opening balance 1 January 2022 | | 117,321,005 | | 10,149,146 |
| Share issue – Placement | 21/01/22 | 664,310 | 0.1150 | 76,760 |
| Share issue – Placement | 08/08/22 | 29,200,000 | 0.1250 | 3,650,000 |
| Share issue – Director placement | 21/10/22 | 4,240,000 | 0.1250 | 530,000 |
| Share issue – Advisor placement | 21/10/22 | 2,000,000 | - | - |
| Share issue – Employee placement | 18/11/22 | 500,000 | - | - |
| Share issue – Flow-through share placement | 23/11/22 | 8,677,817 | 0.7300 | 6,334,806 |
| Share issue – Director placement | 29/11/22 | 1,142,861 | 0.3500 | 400,000 |
| Share issue – Project acquisition | 29/11/22 | 1,946,400 | 0.2770 | 539,153 |
| Share issue - Placement | 16/12/22 | 18,181,819 | 0.4400 | 8,000,000 |
| Less flow-through share premium | | - | - | (2,052,304) |
| Less broker option issue cost | | - | - | (1,604,862) |
| Less share issue costs | | - | - | (762,055) |
| Closing balance at 31 December 2022 | | 183,874,212 | | 25,260,644 |
| Share issue – Project acquisition | 11/04/23 | 3,250,000 | 0.2450 | 796,250 |
| Share issue – Option conversion | 02/05/23 | 22,800,000 | 0.0800 | 1,824,000 |
| Share issue – Project acquisition | 18/05/23 | 4,216,500 | 0.2500 | 1,054,125 |
| Share issue – Project acquisition | 06/07/23 | 9,129,825 | 0.2475 | 2,265,140 |
| Share issue – Project acquisition | 25/08/23 | 500,000 | 0.2000 | 100,000 |
| Share issue - Placement | 29/08/23 | 13,333,333 | 0.2250 | 3,000,000 |
| Share issue – Flow-through share placement | 24/08/23 | 18,934,273 | 0.4275 | 8,022,721 |
| Share issue – Performance right conversion | 06/09/23 | 28,950,000 | - | 8,796,751 |
| Share issue – Performance right conversion | 22/09/23 | 300,000 | - | 145,500 |
| Share issue – Option conversion | 22/09/23 | 4,600,000 | 0.0800 | 368,000 |
| Share issue – Performance right conversion | 22/09/23 | 154,496 | - | 66,000 |
| Share issue – Project acquisition | 17/11/23 | 1,216,500 | 0.2770 | 336,971 |
| Share issue – Performance right conversion | 30/11/23 | 300,000 | - | 140,569 |
| Less flow-through share premium | | - | - | (3,858,181) |
| Less share issue costs | | - | - | (710,620) |
| Closing balance at 31 December 2023 | | 291,559,139 | | 47,607,870 |

Each share has the same right to receive dividend and the repayment of capital and represents one vote at the shareholders' meeting of Cygnus Metals Limited.

Annual Report | 79

I-B-80


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

  1. Reserves
2023 2022
$ $
Share-based payment reserve 8,145,918 7,108,222
Investment revaluation reserve (253,132) (56,934)
Foreign currency translation reserve (113,473) -
Total reserves 7,779,313 7,051,288
  1. Share-based payments

(a) Share options

The share-based payment reserve records items recognised on valuation of director, employee and contractor share options and performance rights. Information relating to options issued, exercised and lapsed during the current and comparative financial year and outstanding at the end of the current and comparative financial year, is set out below.

Grant Date Expiry date Exercise price Balance at start of year Issued Exercised Lapsed Balance at the end of the period Vested and exercisable at end of the period
2023
22/09/2020 22/09/2023 $0.08 29,500,000 - 27,400,000 (2,100,000) - -
07/11/2021 15/11/2024 $0.16 5,000,000 - - - 5,000,000 5,000,000
23/12/2021 21/01/2025 $0.16 3,500,000 - - - 3,500,000 3,500,000
21/10/2022 21/10/2025 $0.25 1,500,000 - - - 1,500,000 1,500,000
21/10/2022 21/10/2025 $0.50 1,500,000 - - - 1,500,000 1,500,000
21/10/2022 21/10/2025 $0.75 1,500,000 - - - 1,500,000 1,500,000
21/10/2022 21/10/2025 $1.00 1,500,000 - - - 1,500,000 1,500,000
44,000,000 - 27,400,000 (2,100,000) 14,500,000 14,500,000
Weighted average exercise price: $0.20 - $0.08 $0.08 $0.34 $0.34
Weighted average remaining contractual life: 1.26 years
2022
22/09/2020 22/09/2023 $0.08 29,500,000 - - - 29,500,000 29,500,000
07/11/2021 15/11/2024 $0.16 5,000,000 - - - 5,000,000 5,000,000
23/12/2021 21/01/2025 $0.16 3,500,000 - - - 3,500,000 3,500,000
21/10/2022 21/10/2025 $0.25 - 1,500,000 - - 1,500,000 1,500,000
21/10/2022 21/10/2025 $0.50 - 1,500,000 - - 1,500,000 1,500,000
21/10/2022 21/10/2025 $0.75 - 1,500,000 - - 1,500,000 1,500,000
21/10/2022 21/10/2025 $1.00 - 1,500,000 - - 1,500,000 1,500,000
38,00,000 6,000,000 - - 44,000,000 44,000,000
Weighted average exercise price: $0.14 $0.63 $0.17 $0.17
Weighted average remaining contractual life: 1.25 years

Annual Report | 80


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

10. Share-based payments (continued)

Fair value of unlisted options granted

There were no options granted during the current or comparative reporting periods.

(b) Performance rights

Information relating to performance rights issued and lapsed during the current financial year and outstanding at the end of the current financial year, is set out below.

Tranche Grant Date Vesting date Expiry date Balance at start of year Granted Exercised Lapsed Balance at end of year Vested and exercisable at end of the period Value of rights expensed during the year $
A 15/08/22 29/08/23 21/10/27 8,350,000 - (6,600,000) (250,000) 1,500,000 1,500,000 1,575,688
B 15/08/22 29/08/23 21/10/27 8,350,000 - (6,600,000) (250,000) 1,500,000 1,500,000 1,575,688
C 28/09/22 29/08/23 21/10/27 4,500,000 - (4,500,000) - - - 868,990
D 28/09/22 29/08/23 21/10/27 4,500,000 - (4,500,000) - - - 868,990
E 4/10/22 29/08/23 21/10/27 150,000 - (150,000) - - - 42,309
F 4/10/22 29/08/23 21/10/27 150,000 - (150,000) - - - 42,309
G 16/11/22 29/08/23 30/07/25 250,000 - (250,000) - - - 95,391
H 16/11/22 15/06/24 30/07/25 250,000 - - - 250,000 - 76,701
I 16/11/22 30/11/24 30/11/26 100,000 - - - 100,000 - 23,762
J 16/11/22 30/09/23 30/09/25 300,000 - (300,000) - - - 124,910
K 19/11/22 29/08/23 21/10/27 1,000,000 - (1,000,000) - - - 374,699
L 19/11/22 29/08/23 21/10/27 1,000,000 - (1,000,000) - - - 374,699
M 31/01/23 01/11/24 13/02/28 - 5,000,000* - - 5,000,000 - 1,279,904
N 31/01/23 29/08/23 13/02/28 - 2,000,000* (2,000,000) - - - 1,000,000
O 31/01/23 29/08/23 13/02/28 - 2,000,000* (2,000,000) - - - 1,000,000
P 31/01/23 13/02/28 13/02/28 - 4,000,000* - - 4,000,000 - -
Q 31/01/23 13/02/28 13/02/28 - 2,500,000* - - 2,500,000 - 208,755
R 31/01/23 13/02/28 13/02/28 - 2,500,000* - - 2,500,000 - 203,482
S 07/02/23 29/08/23 21/10/27 - 250,000 (250,000) - - - 122,500
T 07/02/23 29/08/23 21/10/27 - 250,000 (250,000) - - - 122,500
U 26/03/23 29/08/23 13/02/28 - 300,000 (300,000) - - - 66,000
V 26/03/23 13/02/28 13/02/28 - 400,000 - - 400,000 - 10,811
W 26/03/23 05/04/25 03/04/28 - 300,000 - - 300,000 - 25,007
X 02/03/23 24/02/24 04/05/28 - 50,000 - - 50,000 - 14,819
Y 02/03/23 24/02/25 04/05/28 - 50,000 - - 50,000 - 7,338
Z 02/03/23 24/02/26 04/05/28 - 50,000 - - 50,000 - 4,881
A1 20/04/23 22/05/24 04/05/28 - 50,000 - (50,000) - - -
A2 20/04/23 22/05/25 04/05/28 - 50,000 - (50,000) - - -
A3 20/04/23 22/05/26 04/05/28 - 50,000 - (50,000) - - -
A4 28/08/23 31/12/25 05/09/28 - 1,059,603* - - 1,059,603 - 36,151
A5 28/08/23 31/12/25 05/09/28 - 1,059,603* - - 1,059,603 - -
A6 28/08/23 31/12/25 05/09/28 - 1,059,603* - - 1,059,603 - 39,248
28,900,000 22,978,809 (29,850,000) (650,000) 21,378,809 3,000,000 10,185,535

Note * Approval for the issue of these securities was obtained under Listing Rule 10.14.

Annual Report | 81

I-B-82


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

10. Share-based payments (continued)

The terms of performance rights issued during the year include:

Tranche Vesting conditions
M 2 years' continuous employment with the Company from the date of appointment (ie. up to and including 1 November 2024).
S The Company reporting a JORC compliant Inferred Mineral Resource of 5MT at a minimum grade of 0.8% Li₂O on or before 21 October 2026.
N The Company reporting a JORC compliant Inferred Mineral Resource of 5MT at a minimum grade of 0.8% Li₂O on or before 13 February 2028.
T The Company reporting a JORC compliant Inferred Mineral Resource of 10MT at a minimum grade of 0.8% Li₂O on or before 21 October 2026.
O, U The Company reporting a JORC compliant Inferred Mineral Resource of 10MT at a minimum grade of 0.8% Li₂O on or before 13 February 2028.
P The Company reporting a JORC compliant Inferred Mineral Resource of 20MT at a minimum grade of 0.8% Li₂O on or before 13 February 2028.
Q,V The Company achieving a market capitalisation of at least $150,000,000 over a period of not less than 10 consecutive trading days on which trades in the Company's shares actually occur.
R The Company's share price having a 10-day VWAP of at least $1.00 or a market capitalisation of at least $250,000,000 over a period of not less than 10 consecutive trading days on which trades in the Company's shares actually occur.
W Remaining engaged by the Company as a Director for a continuous period of 24 months from the date of appointment (ie. up to and including 3 April 2025).
X Remaining an officeholder, employee or consultant of the Company (or a wholly owned subsidiary) at all times up to and including 24 February 2024.
Y Remaining an officeholder, employee or consultant of the Company (or a wholly owned subsidiary) at all times up to and including 24 February 2025.
Z Remaining an officeholder, employee or consultant of the Company (or a wholly owned subsidiary) at all times up to and including 24 February 2026.
A1 Remaining an officeholder, employee or consultant of the Company (or a wholly owned subsidiary) at all times up to and including 22 May 2024.
A2 Remaining an officeholder, employee or consultant of the Company (or a wholly owned subsidiary) at all times up to and including 22 May 2025.
A3 Remaining an officeholder, employee or consultant of the Company (or a wholly owned subsidiary) at all times up to and including 22 May 2026.
A4 The Company's TSR exceeds the median TSR of the Peer Group for the Performance Period. The proportion to vest will be calculated as:
- If TSR >50th percentile – 100% vesting
- If TSR between 25th and 50th percentile – 50% vesting
- If TSR <25% percentile – 0% vesting
A5 The Company reporting the discovery or acquisition of a JORC compliant Inferred Mineral Resource of 5MT on any project (excluding the Pontax Project) at a minimum grade of 0.8% Li₂O on or before 31 December 2025.
A6 Continuous employment with the Company up to and including 31 December 2025.

Annual Report | 82


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

10. Share-based payments (continued)

Fair value of performance rights

The following table illustrates the inputs used to calculate the fair value of performance rights issued during the current reporting period:

Tranche M N,O,P Q R S,T U
Share price at grant date $0.46 $0.46 $0.46 $0.46 $0.49 $0.22
Vesting test date 01/11/24 13/02/28 13/02/28 13/02/28 21/10/26 13/02/28
Expiry date 13/02/28 13/02/28 13/02/28 13/02/28 21/10/27 13/02/28
Days to expiry 1,505 1,505 1,505 1,505 1,390 1,505
Number issued 5,000,000 8,000,000 2,500,000 2,500,000 500,000 300,000
Valuation per right $0.50 $0.50 $0.475 $0.463 $0.49 $0.22
Probability 100% 30% 100% 100% 100% 100%
Valuation per class of rights $2,500,000 $2,600,000 $1,187,500 $1,157,500 $245,000 $66,000
Tranche V W X Y Z A1
Share price at grant date $0.22 $0.22 $0.35 $0.35 $0.35 $0.29
Vesting test date 13/02/28 03/04/25 24/02/24 24/02/25 24/02/26 22/05/24
Expiry date 13/02/28 13/02/28 04/05/28 04/05/28 04/05/28 04/05/28
Days to expiry 1,505 1,505 1,586 1,586 1,586 1,586
Number issued 400,000 300,000 50,000 50,000 50,000 50,000
Valuation per right $0.1723 $0.22 $0.35 $0.35 $0.35 $0.29
Probability 100% 100% 100% 100% 100% 0%
Valuation per class of rights $68,920 $66,000 $17,500 $17,500 $17,500 $14,500
Tranche A2 A3 A4 A5 A6
Share price at grant date $0.29 $0.29 $0.185 $0.185 $0.185
Vesting test date 22/05/25 22/05/26 31/12/25 31/12/25 31/12/25
Expiry date 04/05/28 04/05/28 05/09/28 05/09/28 05/09/28
Days to expiry 1,586 1,586 1,710 1,710 1,710
Number issued 50,000 50,000 1,059,603 1,059,603 1,059,603
Valuation per right $0.29 $0.29 $0.2825 $0.295 $0.295
Probability 0% 0% 100% 100% 100%
Valuation per class of rights $14,500 $14,500 $299,338 $312,583 $312,583

Annual Report | 83


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

11. Loss per share

Both the basic and diluted loss per share have been calculated using the loss attributable to shareholders of the Company as the numerator (i.e. no adjustments to loss were necessary in either 2023 or 2022).

2023 $ 2022 $
Net loss attributable to ordinary equity holders of the Company (13,500,296) (2,761,228)
Weighted average number of ordinary shares outstanding during the year used in calculating basic and diluted loss per share 231,027,237 132,735,993
Basic and diluted loss per share (cents per share) (5.84) (0.45)

As at 31 December 2023, the Group had 14,500,000 unlisted share options exercisable (2022: 44,000,000) and 21,378,809 performance rights (2022: 28,900,000), which are not included in diluted loss per share since they are antidilutive for the periods presented.

12. Auditor remuneration

2023 $ 2022 $
Audit and review of financial statements
Auditors of Cygnus Metals Limited – Ernst & Young 85,000 40,000
Total auditor’s remuneration 85,000 40,000

13. Reconciliation of cash flows from operating activities

2023 $ 2022 $
Loss for the period (13,500,297) (2,761,228)
Depreciation and amortisation 51,482 40,818
Depreciation on right of use assets - 26,266
Exploration and evaluation costs written-off 634,937 23,879
Share-based payment expense 10,185,535 394,157
Unrealised foreign exchange losses 242,633 306,397
Deferred tax expense 2,018,533 440,773
Net movement in Flow-Through Share liability (2,866,604) 574,645
Other 184,363 384,407
Net changes in working capital:
Change in trade and other receivables 271,797 1,704,179
Change in provisions 92,279 21,675
Change in trade and other payables (868,859) (3,264,241)
Net cash used in operating activities (3,554,201) (2,108,273)

Annual Report | 84
I-B-85


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

14. Related Party Transactions

KMP remuneration

2023 2022
$ $
Short term employee benefits 1,093,305 456,294
Post-employment benefits 60,766 16,001
Share-based payments 6,093,177 121,006
Total 7,247,248 593,301

Individual Directors' and executives' compensation disclosures

Information regarding individual directors and executive's compensation and some equity instruments disclosures as required by Corporations Regulations 2M.3.03 is provided in the Remuneration Report section of the Directors' Report on pages 47 to 56.

Apart from the details disclosed in this note, no Director has entered into a material contract with the Company since the end of the previous financial year and there were no material contracts involving directors' interests existing at the end of the current period.

14.1 Other related party transactions and arrangements

The following transactions and arrangements with Director related parties occurred during the current and comparative reporting periods:

Former Director Shaun Hardcastle is a Partner of Hamilton Locke Lawyers which provided legal services to the Company to the value of $155,307 during 2023 (2022: $137,025). There was $995 owing to Hamilton Locke Lawyers by the Company at 31 December 2023 (2022: $36,910).

Blue Leaf Corporate Pty Ltd, a company owned by Michael Naylor, provided company secretarial and financial management services to the Company during 2023 to the value of $42,000 (2022: $118,500). Acting as joint company secretary up to her resignation as joint company secretary on 1 February 2023, Susan Field was under contract with Blue Leaf Corporate Pty Ltd and was remunerated $5,000 (2022: $60,000) for her contribution of services to Cygnus Metals Limited which has been disclosed as remuneration in the table on page 46. There were no amounts owing to Blue Leaf Corporate Pty Ltd by the Company at 31 December 2023 (2022: Nil).

Belltree Corporate Pty Ltd, a company that Michael Naylor is a director of, and Michael Naylor and former Director Shaun Hardcastle have an indirect interest in, provided company secretarial services to the Company during the year ended 31 December 2023 totalling $89,500 (2022: $7,000). There were no amounts owing to Belltree Corporate Pty Ltd by the Company at 31 December 2023 (2022: Nil).

Exia-IT Pty Ltd, of which Belltree Corporate Pty Ltd holds an interest and Michael Naylor holds an interest in Belltree Corporate Pty Ltd, provided information technology management services to the Company during the year ended 31 December 2023 totalling $68,923 (2022: Nil). There were no amounts owing to Exia-IT Pty Ltd by the Company at 31 December 2023 (2022: Nil).

During the year ended 31 December 2023 the Company paid $196,960 (2022: $266,599) for shared administrative, head office rent and head office fit-out costs to FireFly Metals Limited (formerly Auteco Minerals Limited), of which Ray Shorrocks and Michael Naylor were directors in 2023. $25,385 was owing to FireFly Metals Limited by the Company at 31 December 2023 (2022: $151,716).

Bellavista Resources Ltd, a company that Michael Naylor is a director of, recharged shared office costs to the Company during the year ended 31 December 2023 totalling $64,987 (2022: Nil). $3,399 was owing to Bellavista Resources Ltd by the Company at 31 December 2023 (2022: $13,114).

Annual Report | 85

I-B-86


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

14. Related Party Transactions (continued)

Bellevue Gold Limited, a company that Michael Naylor is a director of, recharged shared administrative costs to the Company during the year ended 31 December 2023 totalling $20,480 (2022: Nil). $14,440 was owing to Bellevue Gold Limited by the Company at 31 December 2023 (2022: Nil).

Mitre Mining Corporation Ltd, a company that Ray Shorrocks is a director of, recharged shared office costs to the Company during the year ended 31 December 2023 totalling $8,325 (2022: Nil). $8,325 was owing to Mitre Mining Corporation Ltd by the Company at 31 December 2023 (2022: Nil).

Terms and conditions of transactions with related parties

Transactions with related parties are made on terms equivalent to those that prevail in arm's length transactions. Outstanding balances at year-end are unsecured and interest-free and settlement occurs in cash and are presented as part of trade payables. There have been no bank guarantees provided for any related party payables. Amounts shown are net of GST paid or payable.

15. Subsidiaries

Name of Entity Country of Incorporation 2023 % equity interest 2022 % equity interest
Parent Entity
Cygnus Metals Limited Australia 100 100
Subsidiaries
Deneb Resources Pty Ltd Australia 100 100
Cygnus Gold (Projects) Pty Ltd Australia 100 100
Cygnus (JV Projects) Pty Ltd Australia 100 100
Avenir Metals (Australia) Pty Ltd Australia 100 100
Avenir Metals (Canada) Limited Canada 100 100

Annual Report | 86


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

16. Parent entity disclosure

Result of the parent entity 2023 2022
$ $
Loss for the year after tax 27,464,733 2,716,982
Other comprehensive loss 309,672 56,934
Total comprehensive loss for the year 27,774,405 2,773,916
Financial position of the parent entity at year end:
Current assets 10,469,508 15,267,672
Non-current assets 25,842,007 6,552,212
Total assets 36,311,515 21,819,884
Current liabilities 5,553,081 3,562,117
Non-current liabilities 17,217,088 440,773
Total liabilities 22,770,169 4,002,890
Total equity of the parent entity comprising of: 13,541,126 17,816,994
Contributed equity 47,607,870 25,260,644
Reserves 7,892,787 7,051,149
Accumulated losses (41,959,531) (14,494,799)

17. Financial risk management

Credit risk

The carrying amount of the Group's financial assets represents the Group's maximum credit exposure. The Group's maximum exposure to credit risk at the reporting date was:

2023 2022
$ $
Cash and cash equivalents 9,316,782 13,530,678
Trade and other receivables 21,490 41,290

The Group's cash and cash equivalents and term deposits at call are held with bank and financial institution counterparties, which are rated at least AA-, based on rating agency S&P Global Ratings.

For trade receivables, the Group applies a simplified approach in calculating Expected Credit Losses ("ECLs"). Therefore, the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.

As at 31 December 2023, no receivables were more than 30 days past due (2022: Nil). No receivables are considered to have a material credit risk.

Annual Report | 87


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

17. Financial risk management (continued)

Liquidity risk

Liquidity risk arises from the possibility that the Group might encounter difficulty in settling its debts or otherwise meeting its obligations related to financial liabilities.

The Group manages liquidity risk by monitoring forecast cash flows, only investing surplus cash with major financial institutions; and comparing the maturity profile of financial liabilities with the realisation profile of financial assets.

The Board meets on a regular basis to analyse financial risk exposure and evaluate treasury management strategies in the context of the most recent economic conditions and forecasts. The Board's overall risk management strategy seeks to assist the Group in managing its cash flows. Financial liabilities are expected to be settled on the following basis:

| | 2023
$ | 2022
$ |
| --- | --- | --- |
| Not later than 45 days | 3,059,900 | 2,050,844 |
| Greater than 45 days and less than 12 months | 2,469,236 | 1,447,659 |
| Total | 5,529,136 | 3,498,503 |

Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates will affect the Group's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

Price risk on investments

The Group is exposed to equity price risks arising from equity investments. The Group's investments are listed on the Toronto Stock Exchange (TSXV).

| | Carrying Amount
31 December
2023
$ | Carrying Amount
31 December
2022
$ |
| --- | --- | --- |
| Listed investments – CAD$182,000 (2022: CAD$406,250) | 201,698 | 454,830 |
| A change of 10% in the share price at the end of the reporting period would have increased/(decreased) the investment revaluation reserve component of equity as a result of gains/losses on equity securities classified as FVOCI by the amounts shown below. | | |
| The analysis assumes that all other variables remain constant. This analysis is performed on the same basis for 2022. | | |
| 10% increase | 20,170 | 45,483 |
| 10% decrease | (20,170) | (45,483) |

Annual Report | 88


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

17. Financial risk management (continued)

Foreign exchange rate risk

The Group is exposed to foreign exchange rate risk arising from equity investments listed on the Toronto Stock Exchange (TSXV), although given the size of these investments the directors do not anticipate that significant fluctuations in related foreign currencies would result in a material change to the valuation of these assets at the end of the current reporting period.

The Group is also exposed to foreign exchange rate risk arising from cash and deposits held in Canadian dollars. At the reporting date the sensitivity for the Group’s foreign exchange exposures was:

| | Carrying Amount
31 December
2023
$ | Carrying Amount
31 December
2022
$ |
| --- | --- | --- |
| Cash on deposit – CAD$5,097,476 (2022: CAD$5,336,389) | 5,649,187 | 5,882,264 |
| Deposits with suppliers – CAD$543,000 (2022: CAD$1,300,000) | 601,770 | 1,516,406 |
| Listed investments – CAD$182,000 (2022: CAD$406,250) | 201,698 | 454,830 |
| Totals | 6,452,655 | 7,853,500 |

A change of 10% in CAD:AUD foreign exchange rates at the end of the reporting period would have increased/(decreased) profit and loss and equity by the amounts shown below.

The analysis assumes that all other variables remain constant. This analysis is performed on the same basis for 2021.

10% increase 645,265 785,350
10% decrease (645,265) (785,350)

Interest rate risk

The Group’s exposure to market risk for changes in interest rates relates primarily to the Group’s cash. Cash includes funds held in term deposits and cheque accounts during the year, which earned variable interest at rates ranging between 0.05% and 3.00% (2022: 0.05% and 0.30%), depending on the bank account type and account balances.

The Group has no loans or borrowings.

At the reporting date the interest rate sensitivity for the Group’s interest-bearing financial instruments was:

| | Carrying Amount
31 December
2023
$ | Carrying Amount
31 December
2022
$ |
| --- | --- | --- |
| Variable rate financial assets | 9,316,782 | 13,530,678 |
| A change of 100 basis points in the interest rates at the end of the reporting period would have increased/(decreased) profit and loss and equity by the amounts shown below. | | |
| The analysis assumes that all other variables remain constant. This analysis is performed on the same basis for 2021. | | |
| 100bp increase | 9,317 | 13,531 |
| 100bp decrease | (9,317) | (13,531) |

Capital management policies and procedures

The Board policy is to maintain a capital base to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of ordinary shares and retained earnings (or accumulated losses). The Board of Directors manages the capital of the Group to ensure that the Group can fund its operations and continue as a going concern.

There are no externally imposed capital requirements.

Annual Report | 89

I-B-90


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

18. Commitments and contingent assets and liabilities

Due to the nature of the Group's operations in exploring and evaluating areas of interest, it is difficult to accurately forecast the nature or amount of future expenditure, although it will be necessary to incur expenditure in order to retain present interests in mineral tenements. Annual rents on exploration licenses held by the Group are $154,251 (2022: $169,994) with a minimum exploration commitment of $990,334 (2022: $899,500) per annum.

The Group does not have any capital commitments at 31 December 2023 (2022: Nil).

19. Exploration and evaluation

2023 2022
$ $
Opening balance 5,538,857 453,546
Expenditure incurred during the year – Australian tenements 1,319,326 1,119,654
Expenditure incurred during the year – Canadian tenements 11,207,656 2,135,709
Acquisition costs – Canadian tenements 6,495,477 1,853,827
Exploration expenditure written off (634,937) (23,879)
Closing balance 23,926,379 5,538,857

Asset Acquisitions

On 28 March 2023, Cygnus announced that it had entered into option agreements with 9219-8845 QC. Inc. (Canadian Mining House) ("CMH"), Anna Rosa Giglio and Steve Labranche (together, the "Vendors") to acquire additional ground comprised of two projects: Sakami and Auclair Extension (Beryl Property). The terms of these option agreements are outlined below:

Auclair Extension (Beryl Property)

In order for Cygnus to acquire a 100% interest in the project and all mineral rights, Cygnus is required to pay the Vendors C$395,000 in cash and 4,000,000 fully paid ordinary shares in Cygnus, in aggregate. In addition to the above payments, Cygnus must incur C$1,000,000 in exploration expenditure within the first 36 months following the closing of the Option Agreement.

Sakami Project

In order for Cygnus to earn a 100% interest (in all mineral rights) at Sakami, Cygnus is required to pay the Vendors C$300,000 in cash and 3,450,000 fully paid ordinary shares in Cygnus, in aggregate. In addition to the above payments, Cygnus must incur exploration expenditure to the amount of C$1,000,000 within the first 36 months of closing the Option Agreement.

Sirios Project

In February 2023, Cygnus completed a third land acquisition surrounding Pontax. The additional land, comprising 70 individual claims covering 40km², was acquired from TSXV-listed Sirios Resources Inc. ("Sirios") and sits immediately north-east of, and adjacent to, Cygnus' Pontax Project.

Cygnus acquired the additional ground through an outright purchase from Sirios comprising an upfront payment of C$1.2m in cash plus 750,000 fully paid ordinary shares.

None of the above acquisitions constitute a business combination in accordance with AASB 3 Business Combinations and were accounted for as asset acquisitions.

Annual Report | 90


Notes to the Consolidated Financial Statements
For the year ended 31 December 2023
CYGNUS METALS

19. Exploration and evaluation (continued)

Project earn-in and acquisition milestones

The following outlines the remaining terms of existing project option earn-in or acquisition agreements that the Group was a party to prior to the commencement of the current reporting period.

Pontax Lithium Project (CY5 51%)

The Company may earn a further 19% interest (to 70%) in the Project (“Stage 2 Earn-In”) from Stria Lithium Inc by:

  • expending C$6,000,000 on exploration in the 30-month period commencing on the date that the Company satisfies the Stage 1 Earn-in (ie. by January 2026); and
  • making a cash payment to Stria of C$3,000,000.

Megawatt Lithium Projects

In order to exercise the first option and acquire a 51% interest in the MegaWatt Projects (“First Option”), the Company must commit C$2,000,000 towards exploration on the MegaWatt Projects, as follows:

  • C$500,000 of exploration expenditure within the first 12 months of the MegaWatt Option Agreement (“Agreement”) (completed in October 2023);
  • a further C$500,000 of exploration expenditure within the second 12 months of the Agreement; and
  • a further C$1,000,000 of exploration expenditure within the third 12 months of the Agreement.

In order to acquire a further 29% interest in the MegaWatt Projects (“Second Option”), Cygnus must:

  • pay cash consideration to MegaWatt of $50,000 within 30 days of the satisfaction of the First Option;
  • file a NI 43-101 or JORC Code compliant mineral resource estimate which establishes a lithium oxide resource on the Property of at least 5MT with an average grade of not less than 0.8% Li2O in any resource category as defined in NI43-101 or the JORC Code, by the date which is no later than 5 years from the exercise of the First Option; and
  • pay cash consideration to MegaWatt of $1,000,000 within 3 days of filing the above report.

Pontax Extension Lithium Project (Canadian Mining House)

In order to complete the acquisition of the project claims, the Company must 24 months after the Approval Date (November 2022), pay a further C$30,000 in cash and issue a further 486,801 Shares. The Company must also incur total expenditure of C$1,000,000 inside the first 36 months of the Approval Date (C$250,000 inside the first 12 months (completed in 2022, C$750,000 inside the first 24 months and C$1,000,000 inside the first 36 months).

Fair Value of Share-Based Payments

The fair value of share-based payments to asset vendors, which includes the shares issued as described and valued above, have been determined with reference to the fair value of the equity instruments. For shares granted, the fair value of each instrument has been estimated using the latest trading price of the shares relative to the date of completion of the sale. The fair value of the transactions could not be estimated with direct reference to the fair value of the asset received given limited fair value information over the asset available at the time of the transaction.

Capitalised expenditure written off

Impairment of specific exploration and evaluation assets during the year have occurred where Directors have concluded that capitalised expenditure is unlikely to be recovered by sale or future exploitation.

During the year indicators of impairment were identified on certain exploration and evaluation assets in accordance with AASB 6 Exploration for and Evaluation of Mineral Resources. As a result of this review, write-offs totalling $634,937 have been recognised (2022: $23,879) in relation to areas of interest where the directors have concluded that capitalised expenditure is unlikely to be recovered by sale or future exploitation.

Annual Report | 91
I-B-92


Notes to the Consolidated Financial Statements
For the year ended 31 December 2023
CYGNUS METALS

20. Operating segments

The Group has identified the Managing Director in consultation with the full board of directors as the chief operating decision maker ("CODM"). The CODM receives details of expenditure incurred across three segments being exploration in Canada, exploration in Western Australia and corporate and unallocated expenditure.

21. Post reporting date events

There have not been any events that have arisen between 31 December 2023 and the date of this report or any other item, transaction or event of a material and unusual nature likely, in the opinion of the directors, to materially affect the operations of the Group, the results of those operations or the state of affairs of the Group, in subsequent financial years.

Annual Report | 92
I-B-93


Notes to the Consolidated Financial Statements

For the year ended 31 December 2023

CYGNUS METALS

22. Income tax expense

The major components of tax expense and the reconciliation of the expected tax expense based on the effective tax rate of Cygnus Metals Limited at 25% (2022: 25%) and the reported tax expense in profit or loss are as follows:

2023 2022
$ $
Tax expense comprises:
Deferred tax expense 2,018,533 440,773
Tax expense 2,018,533 440,773
Accounting loss excluding income tax (11,481,763) (2,320,455)
Total income tax expense (2,870,440) (580,114)
Non-deductible expenses for tax purposes:
Share-based payments expense 2,539,271 101,665
Foreign expenditure 9,233 5,467
Other 19,164 11,417
Non-assessable income – flow-through shares (716,651) (143,661)
Settlement of flow-through share liability 2,018,533 440,773
Deferred tax:
Relating to origination or reversal of temporary differences 1,031,418 605,226
Subsidiary tax rate differential (11,996) -
Income tax expense attributable to entity 2,018,533 440,773
Recognised deferred tax balances:
Deferred tax asset temporary differences:
Trade and other receivables (12,642) (11)
Prepayments (16,826) (8,893)
Receivables - Assets (47,681) -
Other 323,418 205,727
Exploration assets (718,124) (388,220)
Employee entitlements 35,794 13,342
Accrued expenses and provisions 2,875 10,000
Deferred tax asset losses 433,185 168,055
Recognised deferred taxes - -
Deferred taxes arising from temporary differences and unused tax losses not brought to account:
Deferred tax asset losses – Australian activities 3,882,826 2,863,302
Deferred tax asset losses – Canadian activities 239,020 -
Total deferred tax assets not brought to account 4,121,846 2,863,302

Annual Report | 93

I-B-94


Directors' Declaration
For the year ended 31 December 2023
CYGNUS METALS

In the opinion of the Directors of Cygnus Metals Limited:

a. The financial statements and notes of Cygnus Metals Limited are in accordance with the Corporations Act 2001 (Cth), including:

I. Giving a true and fair view of its consolidated financial position as at 31 December 2023 and of its performance for the year ended on that date; and
II. Complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001 (Cth); and

b. There are reasonable grounds to believe that Cygnus Metals Limited will be able to pay its debts as and when they become due and payable, subject to the matters set out in Note 1(a) to the financial report.

The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 (Cth) from the Managing Director and Chief Financial Officer for the year ended 31 December 2023.

Note 1 confirms that the financial statements also comply with International Financial Reporting Standards.

Signed in accordance with a resolution of the directors:

img-0.jpeg

David Southam
Managing Director
Perth, Western Australia, 28 March 2024

Annual Report | 94
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Ernst & Young

11 Mounts Bay Road

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GPO Box M939 Perth WA 6843

Tel: +61 8 9429 2222

Fax: +61 8 9429 2436

ey.com/au

Independent auditor's report to the members of Cygnus Metals Limited

Report on the audit of the financial report

Opinion

We have audited the financial report of Cygnus Metals Limited (the Company) and its subsidiaries (collectively the Group), which comprises the consolidated statement of financial position as at 31 December 2023, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, notes to the consolidated financial statements, including a summary of material accounting policies, and the Directors' declaration.

In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including:

a. Giving a true and fair view of the consolidated financial position of the Group as at 31 December 2023 and of its consolidated financial performance for the year ended on that date; and
b. Complying with Australian Accounting Standards and the Corporations Regulations 2001.

Basis for opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Material uncertainty related to going concern

We draw attention to Note 1(a) in the financial report which describes the principal conditions that raise doubt about the Group's ability to continue as a going concern. These events or conditions indicate that a material uncertainty exists that may cast significant doubt on the Group's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Key audit matter

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial report of the current year. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. In addition to the matter described in the Material uncertainty

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related to going concern section, we have determined the matter described below to be the key audit matter to be communicated in our report. For the matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report, Including in relation to this matter. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial report. The results of our audit procedures, including the procedures performed to address the matter below, provide the basis for our audit opinion on the accompanying financial report.

1. Carrying value of exploration and evaluation assets

Why significant

As disclosed in Note 19 of the financial report, the Group carries exploration and evaluation assets of $23,926,379 as at 31 December 2023.

The carrying amount of exploration and evaluation assets is assessed for impairment by the Group when facts and circumstances indicate that an exploration and evaluation asset may exceed its recoverable amount.

The determination as to whether there are any indicators to require an exploration and evaluation asset to be assessed for impairment, involves a number of judgments including whether the Group has tenure, will be able to perform ongoing expenditure and whether there is sufficient information for a decision to be made that the area of interest is not commercially viable. During the year, the Group determined that there had been no indicators of impairment of its exploration and evaluation assets.

Given the size of the balance and the judgmental nature of impairment indicator assessments associated with exploration and evaluation assets, we consider this a key audit matter.

How our audit addressed the key audit matter

We evaluated the Group's assessment as to whether there were any indicators of impairment which would require the carrying value of exploration and evaluation assets to be tested for impairment. In performing our audit procedures, we:

  • Considered the Group's rights to explore in the relevant exploration areas which included obtaining and assessing supporting documentation such as license agreements and correspondence with relevant government agencies.
  • Considered the Group's intention to carry out significant exploration and evaluation activities in the relevant exploration areas which included assessing whether the Group's cash-flow forecasts included planned exploration and evaluation activities, and enquiring with senior management and Directors as to the intentions and strategy of the Group.
  • Assessed whether any exploration and evaluation data existed to indicate that the carrying amount of exploration and evaluation assets is unlikely to be recovered through development or sale.
  • Assessed the adequacy of disclosures in the financial report.

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Information other than the financial statements and auditor's report

The Directors are responsible for the other information. The other information comprises the information included in the Company's Annual Report for the year ended 31 December 2023, but does not include the financial report and our auditor's report thereon.

Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon, with the exception of the Remuneration Report and our related assurance opinion.

In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially consistent with the financial report and our knowledge obtained in the audit or otherwise doesn't appear to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the financial report

The Directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the Directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

In preparing the financial report, the Directors are responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters relating to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial report

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.

Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.

As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from

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Building a better working world

error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Directors.
  • Conclude on the appropriateness of the Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation.

We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated to the Directors, we determine those matters that were of most significance in the audit of the financial report of the current year and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation


EY

Building a better working world

Report on the audit of the Remuneration Report

Opinion on the Remuneration Report

We have audited the Remuneration Report included in the Directors' report for the year ended 31 December 2023.

In our opinion, the Remuneration Report of Cygnus Metals Limited for the year ended 31 December 2023, complies with section 300A of the Corporations Act 2001.

Responsibilities

The Directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

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D Hall
Partner
Perth
28 March 2024

A member firm of Ernst & Young Global Limited

Liability limited by a scheme approved under Professional Standards Legislation

I-B-100


ASX Additional Information

CYGNUS METALS

In accordance with ASX Listing Rule 4.10, the following information is provided as at 8 March 2024.

Top 20 holders of ordinary shares

Rank Name Units % of issued capital
1 J P MORGAN NOMINEES AUSTRALIA PTY LIMITED 19,948,906 6.84
2 SYMORGH INVESTMENTS PTY LTD 16,500,000 5.66
3 GOLD LEAF CORPORATE PTY LTD 13,211,504 4.53
4 STRIA LITHIUM INC 9,129,825 3.13
5 CITICORP NOMINEES PTY LIMITED 9,082,372 3.12
6 SYMORGH INVESTMENTS PTY LTD 7,559,199 2.59
7 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 7,521,201 2.58
8 MS CHARMAINE LINDA LOBO 6,697,780 2.30
9 CERTANE CT PTY LTD 6,000,000 2.06
10 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 5,163,989 1.77
11 GLEESON MINING PTY LTD 5,155,486 1.77
12 SOUTHERN CROSS CAPITAL PTY LTD 4,827,451 1.66
13 MS LYNNETTE EDWARDS 4,285,715 1.47
14 MR MANUEL SYRIANOS 4,050,001 1.39
15 SPRING STREET HOLDINGS PTY LTD 3,724,139 1.28
16 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2 3,672,945 1.26
17 MR ALAN FRANK CLELAND 3,028,335 1.04
18 ROD DOG PTY LTD 2,775,645 0.95
19 BNP PARIBAS NOMS PTY LTD 2,723,970 0.93
20 SYMORGH INVESTMENTS PTY LTD 2,661,112 0.91
Totals: Top 20 holder of Ordinary Fully Paid Shares 137,719,575 47.24
Total Remaining Holders Balance 153,839,564 52.76

Substantial Holders

The names of substantial shareholders as disclosed in substantial shareholding notices given to the Company are:

Units % of issued capital
Steve Parsons 27,025,288 9.26
Sarah June Naylor and Michael Dylan Naylor 16,518,894 5.66

Spread of Holdings

Fully Paid Ordinary Shares

Range Total holders Units % of issued capital
1 - 1,000 58 22,167 0.01
1,001 - 5,000 233 716,912 0.25
5,001 - 10,000 197 1,643,130 0.56
10,001 - 100,000 748 31,293,842 10.73
100,001 and over 320 257,883,088 88.45
Total 1,556 291,559,139 100.00

Annual Report | 100

I-B-101


ASX Additional Information

CYGNUS METALS

Options

Range Total holders Units % of issued options
1 - 1,000 - - -
1,001 - 5,000 - - -
5,001 - 10,000 - - -
10,001 - 100,000 - - -
100,001 Over 5 14,500,000 100.00
Total 5 14,500,000 100.00

Performance Rights

Range Total holders Units % of issued options
1 - 1,000 - - -
1,001 - 5,000 - - -
5,001 - 10,000 - - -
10,001 - 100,000 1 100,000 0.47
100,001 and over 5 21,278,809 99.53
Total 6 21,378,809 100.00

Unquoted Securities

Options

Expiry Date Exercise Price No. Of Options Number of Holders
15/11/2024 $0.16 5,000,000
20/01/2025 $0.16 3,500,000
21/10/2025 $0.25 1,500,000
21/10/2025 $0.50 1,500,000
21/10/2025 $0.75 1,500,000
21/10/2025 $1.00 1,500,000

The names of holders and number of unquoted equity securities held for each class the holding was 20% or more of each class of security are as follows:

  1. Symorgh Investments Pty Ltd holds 50.0% and Gold Leaf Corporate Pty Ltd holds 45.0% of this class of options.
  2. Spring Street Holdings Pty Ltd holds 100% of this class of options.
  3. CG Nominees (Australia) Pty Ltd holds 100% of this class of options.

Options do not carry a right to vote.

Annual Report | 101

I-B-102


ASX Additional Information

CYGNUS METALS

Performance rights

Class Expiry Date Number of Rights Number of Holders*
F 21/10/2027 1,500,000 1
G 21/10/2027 1,500,000 1
I 30/07/2025 250,000 1
K 30/11/2026 100,000 1
P 13/02/2028 5,000,000 1
S 13/02/2028 4,000,000 1
T 13/02/2028 2,900,000 2
U 13/02/2028 2,500,000 1
V 03/04/2028 300,000 1
W 04/05/2028 150,000 1
X 05/09/2028 1,059,603 1
Y 05/09/2028 1,059,603 1
Z 05/09/2028 1,059,603 1
  • The names of holders and number of unquoted equity securities held for each class the holding was 20% or more of each class of security are as follows: Class F and G are held 100% by Mr Samuel Richard Brooks. Details of holders of performance rights issued under an employee incentive scheme are exempt from disclosure under Chapter 4 of the Listing Rules.

Unmarketable Parcels

There were 387 shareholders with less than a marketable parcel of shares, based on the closing price $0.057.

Restricted and Escrowed Securities

The Company does not have any restricted securities on issue.

The following securities are subject to voluntary escrow:

No of Shares Date escrow period ends
2,000,000 20/10/2024
2,875,000 11/04/2024

Voting Rights

In accordance with the Company's constitution, on a show of hands every member present in person or by proxy or attorney or duly appointed representative has one vote. On a poll every member present or by proxy or attorney or duly authorised representative has one vote for every fully paid share held. There are no voting rights attached to unexercised options or performance rights.

Joint Company Secretaries

Ms Maddison Cramer and Mr Carl Travaglini

Corporate Governance Statement

In accordance with Listing Rule 4.10.3, the Company's Corporate Governance Statement can be found on the Company's website. Refer to https://www.cygnusmetals.com/corporate-governancedetail

On-Market Buy Back

The Company has not initiated an on-market buy back.

Annual Report | 102

I-B-103


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Australian Projects (100% owned)

Property Description Tenement Location Registered Owner Ownership
Perrinvale E29/1075 Western Australia Deneb Resources Pty Ltd 100%
Snake Rock E70/4911 Western Australia Cygnus Gold (Projects) Pty Ltd 100%
Bencubbin E70/4988 Western Australia Deneb Resources Pty Ltd 100%
Hardies Extension E70/4990 Western Australia Cygnus Gold (Projects) Pty Ltd 100%
Burracoppin South E70/5050 Western Australia Deneb Resources Pty Ltd 100%
Bencubbin South E70/5168 Western Australia Deneb Resources Pty Ltd 100%
Bencubbin North E70/5169 Western Australia Deneb Resources Pty Ltd 100%
Bonnie Rock E70/5196 Western Australia Deneb Resources Pty Ltd 100%
Mackie E70/5397 Western Australia Deneb Resources Pty Ltd 100%
Culbarting E70/5492 Western Australia Deneb Resources Pty Ltd 100%
Welbungin E70/5617 Western Australia Deneb Resources Pty Ltd 100%
Weydenying Hills E70/5098 Western Australia Cygnus Gold (Projects) Pty Ltd 100%
Little Snake E70/6385 Western Australia Cygnus Gold (Projects) Pty Ltd 100%
Big Snake E70/6386 Western Australia Cygnus Gold (Projects) Pty Ltd 100%
Grace E70/6563 Western Australia Cygnus Gold (Projects) Pty Ltd 100%

Auclair Property (100% owned)

Property Description Title Type and Number Location Registered Owner Structure and Ownership
Auclair 1129237 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129238 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129239 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129243 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129244 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129245 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129246 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129247 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129248 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129249 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129250 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129251 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129252 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129253 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129254 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129255 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129256 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129257 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129258 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129259 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129260 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129261 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129262 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%

Annual Report | 103

I-B-104


Schedule of Tenements
As at 31 December 2023
CYGNUS METALS

Property Description Title Type and Number Location Registered Owner Structure and Ownership
Auclair 1129263 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129264 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129265 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129266 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129267 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129268 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129269 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129270 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129279 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129280 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129281 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129282 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129283 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129284 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129285 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129286 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129287 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129288 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129289 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129290 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129291 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129292 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129304 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129305 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 1129306 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771077 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771078 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771079 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771080 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771081 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771082 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771083 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771084 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771085 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771086 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771087 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771088 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771089 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771090 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771091 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771092 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771093 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771094 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771095 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771096 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771097 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771098 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771099 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771100 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771101 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771102 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%

Annual Report | 104
I-B-105


Schedule of Tenements
As at 31 December 2023
CYGNUS METALS

Property Description Title Type and Number Location Registered Owner Structure and Ownership
Auclair 2771103 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771104 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771105 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771106 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771107 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771108 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771109 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771110 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771111 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771112 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771113 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771114 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771115 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771116 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771117 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771118 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771119 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771120 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771121 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771122 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771123 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771124 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771125 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771126 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771127 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771128 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771129 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771130 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771131 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771132 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771133 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771134 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771135 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771136 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771137 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771138 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771139 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771140 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771141 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771142 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771143 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771144 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771145 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771146 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771147 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771148 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771149 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771150 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771151 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771152 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771153 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%

Annual Report | 105
I-B-106


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Registered Owner Structure and Ownership
Auclair 2771154 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771155 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771156 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771157 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771158 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771159 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771160 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771161 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771162 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771163 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771164 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771165 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771166 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771167 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771168 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771169 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771170 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771171 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771172 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771173 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771174 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771175 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771176 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2771177 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773255 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773256 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773257 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773258 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773259 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773260 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773261 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773262 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773263 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773264 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773265 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773266 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773267 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773268 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773269 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773270 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773271 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773272 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773273 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773274 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773275 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773276 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773277 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773278 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773279 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%
Auclair 2773280 Quebec, Canada Avenir Metals (Canada) Limited (103257) 100%

Annual Report | 106

I-B-107


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Beneficial percentage interests held in farm in or farm-out agreements:

Farm Out

Tenement Location Registered Owner Structure and Ownership
E70/4787 Western Australia Cygnus Gold (Projects) Pty Ltd 100% (diluting to 15%)
E70/5131 Western Australia Cygnus Gold (Projects) Pty Ltd 100% (diluting to 15%)

Farm In

Pontax Lithium Project (51% interest, earning up to 70%)

Property Description Title Type and Number Location Structure and Ownership
Pontax-Lithium CDC 2002627 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002628 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002629 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002630 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002631 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002632 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002633 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002634 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002635 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002636 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002637 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002638 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002639 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002640 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002641 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002642 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002643 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002646 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002647 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002648 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002649 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%

Annual Report | 107

I-B-108


Schedule of Tenements
As at 31 December 2023
CYGNUS
METALS

Property Description Title Type and Number Location Structure and Ownership
Pontax-Lithium CDC 2002650 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002651 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002652 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002655 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002656 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002657 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002658 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002659 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2002664 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 86421 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 84701 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 84702 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 84703 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 84704 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 84705 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 85802 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 84710 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 84711 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 85803 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 85804 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 85805 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 85806 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 85807 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 84717 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 85808 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 85809 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 85810 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 85811 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%

Annual Report | 108
I-B-109


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Pontax-Lithium CDC 85812 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 84718 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 84719 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 80466 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 80467 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 80468 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 80469 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 80483 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2197182 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2197183 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2197184 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2197185 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2197186 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2197187 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2197188 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2197190 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 2197191 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 89173 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%
Pontax-Lithium CDC 89174 Quebec, Canada Avenir Metals (Canada) Limited (103257) 51%
Stria Lithium Inc. (96388) 49%

Route 381 Claims (Earning up to 80%)

Property Description Title Type and Number Location Structure and Ownership
Route 381 2595278 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595279 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595280 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595281 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595282 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595283 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595284 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595285 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595286 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595287 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595288 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%

Annual Report | 109

I-B-110


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Route 381 2595289 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595290 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595291 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595292 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595293 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595294 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595302 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595295 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595303 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595296 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595304 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595297 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595305 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595298 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595306 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595299 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595307 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595300 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595308 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595301 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595309 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595310 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595311 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595312 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595313 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595314 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595315 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595316 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595317 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%

Mitsumis Claims (Earning up to 80%)

Property Description Title Type and Number Location Structure and Ownership
Mitsumis 2595278 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629111 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629112 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629113 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629114 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629115 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629116 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629117 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629118 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629119 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629120 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629121 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629122 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629123 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629124 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629125 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629126 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629127 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629128 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%

Annual Report | 110
I-B-111


Schedule of Tenements
As at 31 December 2023
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Mitsumis 2629129 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629130 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629131 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629132 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629133 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629134 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629135 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629136 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629137 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629138 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629139 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629140 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629141 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629142 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629143 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629144 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629145 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629146 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629147 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629148 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629149 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629150 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629228 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629229 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629230 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629231 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629232 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629233 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629234 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629235 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629236 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629237 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629238 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629239 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629240 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629241 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629242 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629243 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629244 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629245 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629246 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629247 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629248 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629249 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629250 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629251 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629252 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629253 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629254 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629255 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629256 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629257 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%

Annual Report | 111
I-B-112


Schedule of Tenements
As at 31 December 2023
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Mitsumis 2629258 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629259 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629260 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629261 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629262 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629263 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629264 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629265 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629266 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629267 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629268 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629269 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629270 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629271 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629272 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629273 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629274 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629275 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629276 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629277 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629278 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629279 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629280 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629281 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629282 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629283 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629284 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629285 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629286 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629287 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629288 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629289 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629290 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629291 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629292 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629293 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629294 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629295 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629296 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629297 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629298 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629299 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629300 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629301 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629302 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629303 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629304 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629305 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629306 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629307 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629308 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629309 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%

Annual Report | 112
I-B-113


Schedule of Tenements
As at 31 December 2023
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Mitsumis 2629310 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629311 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629312 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629313 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629314 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629315 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629316 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629317 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629318 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629319 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629320 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629321 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629322 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629323 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629324 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629325 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629326 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629327 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629328 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629329 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629330 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629331 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629332 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629333 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629334 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629435 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629436 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629437 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629438 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629439 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629440 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629441 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629442 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629443 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629444 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629445 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629446 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629447 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629448 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629461 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629462 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629463 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629464 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629465 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629466 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629467 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629468 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629469 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629470 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629471 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629472 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629473 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%

Annual Report | 113
I-B-114


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Mitsumis 2629474 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629475 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629476 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629477 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629478 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 262479 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 262480 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629481 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629482 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629483 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629484 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629485 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629805 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629806 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629807 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629808 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629809 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629810 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629811 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629812 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629813 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629814 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629815 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629816 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629817 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mitsumis 2629818 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%

Pontax Extension Property (Earning up to 100%)

Property Description Title Type and Number Location Structure and Ownership
Pontax Extension 2616420 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616421 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616422 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616423 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616424 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616425 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616426 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616427 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616428 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616429 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616430 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616431 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616432 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616433 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616434 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616435 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616436 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616437 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616438 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616439 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616440 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%

Annual Report | 114

I-B-115


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Pontax Extension 2616441 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616442 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616443 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616444 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616445 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616446 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616447 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616448 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616449 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616450 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616451 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616452 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616453 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616454 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616455 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616456 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616457 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616458 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616459 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616460 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616461 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616462 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616463 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616464 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616465 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616466 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616467 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616468 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615893 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615699 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615700 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615701 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615702 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615703 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615704 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615705 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615706 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615707 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615708 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615709 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615710 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615711 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615712 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615713 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615714 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615715 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615716 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615717 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615718 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615719 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615720 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615721 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%

Annual Report | 115

I-B-116


Schedule of Tenements
As at 31 December 2023
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Pontax Extension 2615722 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615723 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615724 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615725 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615726 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615727 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615728 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615611 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615612 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615613 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615614 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615615 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615616 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615617 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615618 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615619 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615620 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615621 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615622 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615623 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615624 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615625 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615626 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615627 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615628 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615629 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615630 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615631 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615632 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615633 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615634 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615635 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615636 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615637 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615638 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615639 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615640 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615641 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615642 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615643 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615644 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615645 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615646 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615647 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615648 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615649 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615650 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615651 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615652 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615653 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615654 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615655 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%

Annual Report | 116
I-B-117


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Beryll Lake Property (Earning up to 100%)

Property Description Title Type and Number Location Structure and Ownership
Aucclair 2631893 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 85234 100%
Aucclair 2631894 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Aucclair 2631895 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Aucclair 2631896 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Aucclair 2631897 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%

Annual Report | 117

I-B-118


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Auclair 2631898 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2631899 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2631900 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2631901 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2631902 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2631903 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2631904 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2631905 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2631906 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2631907 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2631908 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2631909 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2631910 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2631911 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2632764 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2632765 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2632766 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2632767 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2632768 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2632769 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2633497 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2633498 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2633499 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2633500 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2633501 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2633502 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2633700 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2634637 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2634638 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2634639 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2634640 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2634641 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2634642 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2634643 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2634644 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2634645 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2634646 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2634647 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2634648 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644720 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644721 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644722 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644723 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644724 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644725 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644726 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644727 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644728 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644729 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644730 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644731 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%

Annual Report | 118

I-B-119


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Auclair 2644732 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644733 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644734 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644735 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644736 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644737 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644738 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644739 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644740 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644741 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644742 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644743 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644744 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644745 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644746 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2644747 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2645212 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2645213 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2645214 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2645215 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2563578 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2563579 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2563580 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2563581 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2563582 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651042 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651043 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651044 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651045 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651046 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651047 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651048 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651049 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651050 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651051 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651052 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651053 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651054 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651055 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651056 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651057 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651058 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651059 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651060 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651061 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651062 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651063 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651064 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651065 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651066 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651067 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%

Annual Report | 119
I-B-120


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Auclair 2651068 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651069 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651070 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651071 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651072 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651073 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651074 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651075 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651076 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651077 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651078 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651599 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651600 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651601 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651602 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651603 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651604 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651605 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651606 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651607 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651608 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651609 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651610 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651611 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2651612 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2687865 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2687866 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2687867 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2687868 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2687869 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689270 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689271 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689272 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689273 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689274 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689275 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689276 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689277 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689278 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689279 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689280 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689281 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689282 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689283 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689284 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689285 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689286 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689287 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689288 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689289 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689290 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%

Annual Report | 120
I-B-121


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Auclair 2689291 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689292 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689293 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689360 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689361 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689362 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689363 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689364 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689552 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689553 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689554 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689555 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689556 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689557 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689558 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689559 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689560 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689561 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689562 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2689563 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712913 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712914 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712915 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712916 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712917 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712918 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712919 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712920 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712921 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712922 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712923 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712924 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712925 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712926 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712927 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712928 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712929 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712930 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712931 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712932 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712933 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712934 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712935 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712936 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712937 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712938 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712939 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712940 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712941 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712942 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2712943 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%

Annual Report | 121

I-B-122


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Auclair 2714584 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2714585 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2714586 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2714587 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2714588 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2556226 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2556227 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2556228 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2556229 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2556230 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2556231 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2556232 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2556233 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2556234 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2556235 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2556236 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2556237 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2556238 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Auclair 2634305 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634306 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634307 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634308 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634309 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634310 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634311 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634312 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634313 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634314 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634315 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634316 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634317 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634318 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634319 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634320 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634321 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634322 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634323 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634324 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634325 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634326 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634327 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634328 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634329 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634330 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634331 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634332 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634333 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634334 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634335 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634336 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634337 Quebec, Canada Anna Rosa Giglio (96501) 100%

Annual Report | 122

I-B-123


Schedule of Tenements
As at 31 December 2023
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Auclair 2634338 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634339 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634340 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634341 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634342 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634343 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634344 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634345 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634346 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634347 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634348 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634349 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634350 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634351 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634352 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634353 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634354 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634355 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634356 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634357 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634358 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634359 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634360 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634361 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634362 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634363 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634364 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634365 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634366 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634367 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634368 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634369 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634370 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634371 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634372 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634373 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634374 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634375 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634376 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634377 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634378 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634379 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634380 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634381 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2634382 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635050 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635051 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635052 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635053 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635054 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635055 Quebec, Canada Anna Rosa Giglio (96501) 100%

Annual Report | 123
I-B-124


Schedule of Tenements
As at 31 December 2023
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Auclair 2635056 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635057 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635058 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635059 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635060 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635061 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635062 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635063 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635064 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635065 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635066 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635067 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635068 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635069 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635070 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2635071 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2641989 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2641990 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2641991 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2641992 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2641993 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2641994 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2641995 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2641996 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2641997 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2641998 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2641999 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642000 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642001 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642002 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642003 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642004 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642005 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642006 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642007 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642008 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642009 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642010 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642011 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642012 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642013 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642014 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642015 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2642016 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2651342 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2651343 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2651344 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2651345 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2651346 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2651347 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2651348 Quebec, Canada Anna Rosa Giglio (96501) 100%

Annual Report | 124
I-B-125


Schedule of Tenements
As at 31 December 2023
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Auclair 2651349 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2652176 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2652177 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2652178 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2652179 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2652180 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2652181 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687786 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687787 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687788 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687789 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687790 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687791 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687792 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687793 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687794 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687795 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687796 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687797 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687798 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687799 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687800 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687801 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687802 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687803 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687804 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687805 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687806 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687807 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687808 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687809 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687810 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687811 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687812 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687813 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687814 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687815 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687816 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687817 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687818 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687819 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687820 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687821 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687822 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687823 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687824 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687825 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687826 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687827 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687828 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687829 Quebec, Canada Anna Rosa Giglio (96501) 100%

Annual Report | 125
I-B-126


Schedule of Tenements
As at 31 December 2023
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Auclair 2687830 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687831 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687832 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687833 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687834 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687835 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687836 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687837 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687838 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687839 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687840 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687841 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687842 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687843 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687844 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687845 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687846 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687847 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687848 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687849 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687850 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687851 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687852 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687853 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687854 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687855 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687856 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687857 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687858 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687859 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687860 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687861 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687862 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687863 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2687864 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689189 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689190 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689191 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689192 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689193 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689194 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689195 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689196 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689197 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689198 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689199 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689200 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689201 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689202 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689203 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689204 Quebec, Canada Anna Rosa Giglio (96501) 100%

Annual Report | 126
I-B-127


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Auclair 2689205 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689206 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689207 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689208 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689209 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689210 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689211 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689212 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689213 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689214 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689215 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689216 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689217 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689218 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689219 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689220 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689221 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689222 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689223 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689224 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689225 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689226 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689227 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689228 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689229 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689230 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689231 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689232 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689233 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689234 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689235 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689236 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689237 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689238 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689239 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689240 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689241 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689242 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689243 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689244 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689245 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689246 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689247 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689248 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689249 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689250 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689251 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689252 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689253 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689254 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689255 Quebec, Canada Anna Rosa Giglio (96501) 100%

Annual Report | 127

I-B-128


Schedule of Tenements
As at 31 December 2023
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Auclair 2689256 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689257 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689258 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689259 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689260 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689261 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689262 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689263 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689264 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689265 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689266 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689267 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689268 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2689269 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693539 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693540 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693541 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693542 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693543 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693544 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693545 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693546 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693547 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693548 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693549 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693550 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693551 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693552 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693553 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693554 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693555 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693556 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693557 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693558 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693559 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693560 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693561 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693562 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693563 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693564 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693565 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693566 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693567 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693568 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693569 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693570 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693571 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693572 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693573 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693574 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693575 Quebec, Canada Anna Rosa Giglio (96501) 100%

Annual Report | 128
I-B-129


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Auclair 2693576 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693577 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693578 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693579 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693580 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693581 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693582 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693583 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693584 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693585 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693586 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693587 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693588 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693589 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693590 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693591 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693592 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693593 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693594 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693595 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2693596 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2694507 Quebec, Canada Anna Rosa Giglio (96501) 100%
Auclair 2694508 Quebec, Canada Anna Rosa Giglio (96501) 100%

Sakami Property (Earning up to 100%)

Property Description Title Type and Number Location Structure and Ownership
Sakami 2563097 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2563098 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2563099 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2563100 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2563236 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2563237 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2563238 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2563239 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2563240 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2563241 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2563242 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2563243 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2564258 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2564259 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2564260 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2564261 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2564262 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2564263 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2564264 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2564265 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2564266 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2565670 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%

Annual Report | 129

I-B-130


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Sakami 2565671 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2565672 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2565673 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2565674 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2571971 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2571972 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2571973 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2629676 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2629677 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2629678 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2630117 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2641977 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2641978 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2641979 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2641980 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2641981 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2641982 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2641983 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2641984 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2641985 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2641986 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2641987 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2641988 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642182 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642183 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642184 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642185 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642186 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642187 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642188 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642189 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642190 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642191 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642192 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642193 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642194 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642195 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642196 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642197 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642198 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642199 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642200 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642201 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642202 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642203 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642204 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642205 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642206 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642207 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642208 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642209 Quebec, Canada Anna Rosa Giglio (96501) 100%

Annual Report | 130
I-B-131


Schedule of Tenements
As at 31 December 2023
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Sakami 2642210 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642211 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642212 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642213 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642214 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642215 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2642216 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662756 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662757 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662758 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662759 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662760 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662761 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662762 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662763 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662764 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662765 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662766 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662767 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662768 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662769 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662770 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662771 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662772 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662773 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2662774 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663155 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663156 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663157 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663158 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663159 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663160 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663161 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663162 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663163 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663164 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663165 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663166 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663167 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663168 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663169 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663170 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663171 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663172 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663173 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663174 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663175 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663176 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663177 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663178 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663179 Quebec, Canada Anna Rosa Giglio (96501) 100%

Annual Report | 131
I-B-132


Schedule of Tenements
As at 31 December 2023
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Sakami 2663180 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663181 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663182 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663183 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663184 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663185 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663186 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663187 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663188 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663189 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663190 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663191 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663192 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663193 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663194 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663195 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663196 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663197 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663198 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663199 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663200 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663201 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663202 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663203 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663204 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663205 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663206 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663207 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663208 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663209 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663210 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663211 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663212 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663213 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663214 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663215 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663216 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663217 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663218 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663219 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663220 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663221 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663222 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663223 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663224 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663225 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663226 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663227 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663228 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663229 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663230 Quebec, Canada Anna Rosa Giglio (96501) 100%

Annual Report | 132
I-B-133


Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Sakami 2663231 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663232 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663233 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663234 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663235 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663236 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663237 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663238 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663239 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663240 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663241 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663242 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663243 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663244 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663245 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663246 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663247 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663248 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2663249 Quebec, Canada Anna Rosa Giglio (96501) 100%
Sakami 2717593 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717594 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717595 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717596 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717597 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717598 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717599 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717600 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717601 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717602 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717603 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717604 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717605 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717606 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717607 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717608 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717609 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717610 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717611 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717612 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717613 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717614 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717615 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717616 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717617 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717618 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717619 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717620 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717621 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717622 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717623 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717624 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%

Annual Report | 133

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Schedule of Tenements

As at 31 December 2023

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Sakami 2717625 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717626 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717627 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717628 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%
Sakami 2717629 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) (85234) 100%

Annual Report | 134

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CYGNUS METALS

Level 2, 8 Richardson Street, West Perth, Perth, WA 6005, Australia

+61 (0)8 6118 1627

[email protected]
www.cygnusmetals.com


CYGNUS
METALS

ANNUAL | 20
REPORT | 22

Formerly Cygnus Gold Limited

ABN: 80 609 094 653

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CONTENTS

3 | Corporate Directory
4 | Chairman's Statement
7 | Investment Highlights
8 | Operations Review
30 | Directors' Report
52 | Auditor's Independence Declaration
54 | Consolidated Statement of Profit or Loss and Other Comprehensive Income
55 | Consolidated Statement of Financial Position
56 | Consolidated Statement of Changes in Equity
57 | Consolidated Statement of Cash Flows
58 | Notes to the Consolidated Financial Statements
87 | Directors' Declaration
88 | Independent Auditor's Report
93 | ASX Additional Shareholder Information

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CORPORATE DIRECTORY

PRINCIPAL PLACE OF BUSINESS & REGISTERED OFFICE
Level 2, 8 Richardson Street, West Perth, WA 6005

CONTACT INFORMATION
Phone: +61 8 6118 1627
Email: [email protected]
Website: www.cygnusmetals.com

AUSTRALIAN BUSINESS NUMBER
80 609 094 653

DIRECTORS
Mr Raymond Shorrocks Non-Executive Chairman
Mr David Southam Managing Director
Mr Michael Naylor Non-Executive Director
Mr Michael Bohm Non-Executive Director
Mr Shaun Hardcastle Non-Executive Director

JOINT COMPANY SECRETARIES
Ms Maddison Cramer
Mr Carl Travaglini

AUDITORS
Ernst & Young
11 Mounts Bay Road, Perth WA 6000

STOCK EXCHANGE LISTING
Primary listing: Australian Securities Exchange
ASX Code: CY5

SHARE REGISTER
Computershare Investor Services Pty Ltd
GPO Box 2975, Melbourne VIC 3001
Phone: +61 3 9415 5000
Fax: +61 3 9473 250

BANKERS
National Australia Bank
100 St Georges Terrace, Perth WA 6000

SOLICITORS
Hamilton Locke
Level 48, Central Park
152-158 St Georges Terrace, Perth WA 6000

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CYGNUS METALS

Dear Fellow Shareholder,

Welcome to the 2022 Annual Report for our company as we reflect on a period that has been transformative for Cygnus Metals Limited (ASX: CY5, formerly Cygnus Gold Limited), not only in our new name but also our newly diversified project portfolio.

We've made pivotal moves over the past 12 months to shift our focus to critical minerals, acquiring the game-changing Pontax Lithium Project in Quebec, Canada and further adding to our portfolio of lithium projects in the James Bay region by picking up the Auclair and Mitsumis projects. James Bay is emerging as one of the world's premier lithium regions, home to Allkem's James Bay Project, Nemaska Lithium's Whabouchi Project and Critical Elements' Rose Project. We are excited to have staked a major landholding in the heart of this area.

Pontax is an outstanding opportunity for Cygnus to create value for our shareholders. With 44km of strike along a fertile greenstone belt, Pontax remains underexplored despite hosting known spodumene pegmatites. High-grade lithium spodumene has been established through limited previous drilling, with results of 15.6m at 1.6% Li₂O from 83.9m and 4.8m at 2.6% Li₂O.¹

We have three drill rigs on site at Pontax and have already delivered promising results, with our first holes intersecting multiple spodumene pegmatites over 700m strike and 75m wide and extending the mineralisation at depth, as well as intersecting a new mineralised trend to the north. Mineralisation remains open, providing the opportunity for growth. We're on track to deliver a maiden resource for Pontax by mid-2023, using assays from current drilling to build on previous results, and we are working hard to achieve this.

Our acquisition of the Auclair project, announced in February 2023, expanded our landholding in the James Bay region to more than 330km². We've already confirmed a spodumene pegmatite here using historical drill core, however previously exploration focused solely on gold. We're busy planning our

  1. Refer to CY5 ASX announcement dated 29 July 2022

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ANNUAL REPORT 2022

exploration for this project to advance it as quickly as possible in parallel with Pontax.

In addition to these, we will continue to explore our portfolio of Australian projects, including the Bencubbin Project in Western Australia that is prospective for lithium, nickel, copper, platinum group elements (PGEs) and gold. We've recently completed reverse circulation (RC) drilling at Bencubbin to test its lithium-caesium-tantalum (LCT) anomalies and we look forward to results from this. We'll continue to assess our other Australian projects for opportunities to deliver shareholder value.

Our move into lithium reflects the emerging needs of the world as we move towards electrification and decarbonisation. Lithium plays an important role in this as a key component of batteries for electric vehicles (EVs) and other new technologies, and we expect to see demand for this and other battery metals grow exponentially over the next decade.

In line with our changing focus and name, we have welcomed several new faces to our Board and Management team over the past 12 months as we look to bolster and round out our leadership skillset. David Southam joined our Board as a Non-Executive Director during the year and recently took up the role of Managing Director. David is well known as the former MD of Mincor Resources (ASX: MCR), where he led its highly successful return to the ranks of Australian nickel producers within a three-year period, overseeing a major greenfields discovery, resource definition, completed off-take arrangements, feasibility studies, project financing and construction of the Kambalda Nickel Operations, with most of these achievements during the peak of Covid-19. We are thrilled to have such an experienced resources professional to take the reins of Cygnus during such an important time in its development.

In addition, we appointed two highly experienced lithium experts to help drive the exploration and development strategy at Pontax with Gareth Reynolds appointed as Head of Business Development and Mark Calderwood as Board Advisor. Gareth is a geologist with more than 18 years' experience having held senior positions at major lithium projects including Bald Hill, Wodgina and Mt Marion Lithium Projects, while Mark has more than 30 years' experience in exploration and production across gold and lithium projects in Australia and internationally.

During 2022 we also welcomed Maddison Cramer as a

Company Secretary. Maddison is a corporate lawyer with extensive experience in both the listed and unlisted space, advising entities across a variety of different sectors, but with a focus on mining and resources. After the end of the year we also appointed Carl Travaglini as our Chief Financial Officer and joint Company Secretary, working alongside Maddison Cramer in this role. Carl is a Chartered Accountant and Chartered Company Secretary with nearly 15 years' experience in the resources sector, having served in various finance and company secretarial roles in Australia, Canada and Africa. I believe these appointments will serve Cygnus well as we continue to grow our position as an emerging lithium explorer and developer. I thank my fellow Directors along with our staff and management for their excellent contributions across the year, and look forward to working together to further progress Cygnus in the year to come.

I thank our Shareholders for your support over the past 12 months, particularly through our capital raising activities which have enabled Cygnus to achieve important progress and plan future exploration goals. We have a strong cash position as we head into 2023 and we look forward to executing our exploration strategy.

We have important milestones ahead and I am excited to see what we can achieve over the coming months. I hope you will continue to share this journey with us.

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Ray Shorrocks
Non-Executive Chairman
Cygnus Metals Limited

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INVESTMENT HIGHLIGHTS


ANNUAL REPORT 2022

  • Four lithium projects, Pontax, Auclair, Mitsumis and Sakami, in the James Bay region of Quebec with a total landholding of 756km²
  • All projects boast excellent access and nearby infrastructure including access to Quebec's hydroelectricity network
  • Exploration at Pontax has outlined spodumene over 700m strike, with clearly visible pegmatites mapped and sampled over 20km
  • Pontax has returned shallow, high-grade lithium intersections with mineralisation remaining open in all directions
  • Pegmatite containing spodumene identified at Auclair with mineralisation open and limited lithium-focused exploration completed
  • Cygnus is well funded to accelerate exploration at Pontax and Auclair in 2023, with A$13 million cash at bank²
  • 15,000m drill program underway to infill and extend pegmatite corridor at Pontax
  • Highly experienced Board and management team with track record of lithium exploration success.

  • As at 31 December 2022

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OPERATIONS REVIEW


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CYGNUS METALS

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ANNUAL REPORT 2022

EXPLORATION - CANADA

Cygnus Metals Limited ("Cygnus" or the "Company") (ASX: CY5) is exploring for lithium in the world-class James Bay lithium region of Quebec. The Company has 756km² of prospective greenstone belt and is focused on generating shareholder value through exploring the:

  1. Pontax Lithium Project and surrounding exploration tenements, with the target of releasing a maiden Resource in mid-2023.
  2. Auclair Lithium Project, which has known spodumene occurrences in historic drill holes.
  3. Mitsumis Project, which is an early-stage lithium exploration project.
  4. Sakami Project, which is an early-stage lithium exploration project in the La grande greenstone belt.

Pontax Lithium Project (Earning Up To 70%)

In July 2022, Cygnus announced it had entered into a binding agreement to acquire up to a 70 per cent of the Pontax Lithium Project in Quebec, Canada.

High-grade lithium spodumene was established through previous drilling at Pontax and there is immense scope to continue growing the mineralisation through exploration.

Pontax has spodumene-hosted LCT (lithium-caesium-tantalum) pegmatites with limited diamond drilling returning numerous high-grade lithium intersections from outcropping mineralisation. Mineralisation at Pontax remains open along strike and at depth with multiple walk-up drill targets.

The Project is located in the prolific Superior Province of Quebec, within the James Bay region, one of the most endowed lithium terranes in the world, even though only minimal modern lithium exploration has been seen over the past 20 years.

Advanced significant lithium projects of northern Quebec include:

  • Abitibi Lithium Hub (119.1Mt @ 1.1% Li₂O) operated by Sayona Mining Limited/Piedmont Lithium Inc
  • James Bay (40.3Mt @ 1.4% Li₂O) operated by Allkem Ltd
  • Whabouchi (55.7Mt @ 1.4% Li₂O) operated by Nemaska Lithium Inc
  • Rose (34.2Mt @ 0.9% Li₂O) operated by Critical Elements Lithium Corp
  • Moblan (16.1Mt @ 1.4% Li₂O) operated by Sayona Mining/SOQUEM Inc

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Figure 1 - Location of the Pontax, Mitsumis, Auclair and Sakami Lithium Projects in relation to other significant lithium deposits in the James Bay Area and major access routes through the region².

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The Pontax Lithium Project is host to numerous pegmatite swarms with the only explored swarm being Central Pontax which outcrops over 700m of strike and remains open along strike and at depth. There are untested pegmatite outcrops north of the central outcrop that have never been drilled and multiple targets for follow up drilling.

The pegmatites at Pontax Central have previously been drill tested to a vertical depth of 115m with 25 historical diamond holes for ~3,286m. All historic holes intersected spodumene-bearing LCT pegmatites with mineralisation remaining open in all directions. Significant historical intersections (refer ASX release dated 29 July 2022) include:

  • 9.0m @ 1.7% Li₂O from 46.9m
  • 15.6m @ 1.6% Li₂O from 83.9m
  • 8m @ 2.6% Li₂O from 19.4m
  • 13.0m @ 1.4% Li₂O from 36m.

PONTAX BACKGROUND

Geology and Mineralisation

The Pontax Lithium Project is hosted in the world-class Archean Superior Province of the Canadian Shield, which hosts some of the largest and most significant hard rock lithium resources in the world. The Project is hosted in the Chambois Greenstone Belt, which sits on the southern margin of the granitic basement block which also bounds the James Bay Deposit (ASX:Allkem) in the Eastmain Greenstone Belt to the north. Like the other major greenstone belt hosted deposits in the region, the Chambois Greenstone Belt has been metamorphosed to upper greenschist/amphibolite facies with pegmatites hosted in a combination of metamorphosed basalts and metasediments.

The Central Pontax Pegmatite Swarm is hosted in multiple parallel dykes which individually are up to 15m thick. The pegmatites of the Central Pontax Swarm are LCT type pegmatites with high amounts of the lithium bearing mineral spodumene, which in places can reach up to 40% of the rock mass. The spodumene forms aggregated crystal masses with individual crystals up to 40cm in length, characterised by a light green colour. Spodumene is the only known lithium bearing mineral hosted in the pegmatites at Central Pontax.

Excellent Location and Infrastructure

The Project is well situated in the emerging James Bay territory in northern Québec, which is the focus of significant investment from the Quebec government under Québec's "Plan Nord" economic development strategy that offers significant tax incentives for mining companies to invest in and explore the province's vast northern mineral wealth.

The project itself is situated only 4km off the James Bay Road (State Route 109) which connects Matagami, 350km to the south, to the village of Radisson, 240km to the north. Matagami

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ANNUAL REPORT 2022

has both an airport and major railway which connects directly to major infrastructure throughout North America. Major development projects surround the Pontax Project including James Bay, Rose and Whabouchi which only enhances the viability of commercial production from the area with continued investment from major lithium companies.

In addition, Quebec is strategically well-positioned regarding the critical transitioning energy and e-mobility markets in Europe and the United States and boasts excellent infrastructure including low cost and low carbon electricity through Hydro-Quebec.

Metallurgy

Two series of preliminary metallurgical test work, aimed at demonstrating the amenability of the Pontax pegmatites to standard beneficiation techniques, were carried out in 2015/2016 at SGS laboratories in Lakefield, Ontario. Samples for variability and bulk testing were largely obtained from channel sampling of near surface and outcrop pegmatites from within the identified spodumene bearing zones.

The first test series utilised the recognised heavy liquid separation ("HLS") technique to test the response to a more economic gravity process flowsheet. These tests indicated 6% Li₂O concentrates, at a mass yield of 10%, could be produced after crushing to either 9.5mm or 6.3mm.

Mineralogical examination of the ore by x-ray diffraction (XRD) confirmed the main lithium bearing mineral was spodumene, while physical testing confirmed the mineralisation was of medium hardness and it was further demonstrated that overall lithium recovery may be increased by flotation of the fine material.

In the second test series, a bulk sample of 14 tonnes with a head grade of 1.48% Li₂O, was processed through a pilot scale dense medium separation plant (DMS) and flotation facilities and not only confirmed the findings of the first test series but indicated an improved performance of 84% overall lithium recovery into 6% Li₂O concentrates.

The programme also included a sighter test on the amenability of the spodumene concentrates to downstream production of lithium carbonate or hydroxide with almost 100% conversion of the spodumene to the acid soluble version being achieved under standard conditions of heating to 1050°C for 30 minutes.

The results reported from these test series and the manner in which they were performed have provided Cygnus with insight into suitability of the Pontax pegmatites to economic recovery.

LiDAR and Magnetic Results

Results from the first stage of exploration at the Pontax Lithium Project were received ahead of the mapping campaign which commenced in October. This work included detailed magnetics alongside LiDAR and high-resolution aerial photography. This was the first time the project has been systematically explored using fundamental exploration tools, in particular for regional targeting. Results from this work delivered numerous walk-up targets which the Cygnus team mapped and sampled during the October field campaign, delivering further regional drill targets ahead of the 15,000m drill campaign.

Detailed airborne magnetics is crucial in understanding project scale geology especially in areas where there is limited outcrop. The recently acquired magnetics is currently being interpreted and will be used to underpin the geological interpretation of the belt and to assist with regional targeting. A main focus is delineating the metavolcanic-metasedimentary belts which are known to be the preferred host rock for LCT pegmatite emplacement. Already with the preliminary results the geological understanding has been significantly improved, with the team able to delineate multiple repetitions of the prospective mafic horizon throughout the 10km trend which to date had not been formally recognised.

LiDAR and high-resolution imagery have also provided a comprehensive assessment of the terrane and outcrop coverage throughout the Pontax Lithium Project. Multiple walk-up targets were generated that appear to represent outcropping pegmatites that have never been mapped or sampled.

Collectively, the geophysics and LiDAR results have demonstrated that the project remains totally unexplored, covered by sparse low-level vegetation and minor marshy areas. The LiDAR generated a high quality digital elevation model (DEM) which has identified multiple areas of elevated topography along prospective trends that may represent areas of outcrop beneath thin vegetation. These are significant targets for stripping and trenching as exploration advances into the summer season.

The geophysics and LiDAR campaign has only been completed over the main Pontax Lithium Project (ie 10km of strike). The Company plans to complete a similar exploration program over the recently acquired Pontax extensions in the second quarter of next year, where the Company has over 40km of strike along the highly prospective Chambois Greenstone Belt.

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CYGNUS METALS

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Figure 2: Utilizing the LiDAR to uncover pegmatite dykes beneath vegetation cover³

SURFACE SAMPLE RESULTS

In October 2022, the Company completed an initial on-ground reconnaissance mapping and sampling program of the Pontax project following up on targets generated from early-stage LiDAR and airborne magnetics. This initial work is the first time the wider Pontax area has been systematically explored for lithium using fundamental exploration tools.

Results from surface sampling show significant results of up to 3.3% Li₂O and 857ppm Ta₂O₃ (refer ASX release dated 18 January 2023). Samples were taken across the project focusing on areas of pegmatite outcrop interpreted from the aerial photography as well as targets generated from the LiDAR thought to represent outcrop beneath thin vegetation.

Results were received from Pontax Central with a new 4m wide spodumene-bearing pegmatite identified 80m southwest of the current extent of the known mineralisation, returning results of 3.3% Li₂O, 2.3% Li₂O, 1.8% Li₂O and 1.4% Li₂O (refer ASX release dated 18 January 2023).

These results expanded the known mineralised envelope at Pontax Central to 700m, with mineralisation remaining completely open along strike and at depth. This strongly mineralised pegmatite exposure is the last outcrop before the trend is covered by fluvial glacial sediments. Exploration drilling to test the along-strike extents of Pontax Central is planned for the current program.

At Pontax North, multiple spodumene-bearing pegmatites up to 5m wide returned results of up to 2.5% Li₂O, 1.4% Li₂O and 1.3% Li₂O (refer ASX release dated 18 January 2023). This was the first time spodumene had been identified in the Pontax North pegmatites, which have not previously been the focus of exploration. The pegmatites at Pontax North are exposed over 160m with significant potential to expand the strike length through ongoing exploration drilling.

Outside of the main targets at Pontax Central and Pontax North, rock chip samples have returned significant tantalum grades from pegmatites exposed in sparse outcrop in areas that are mainly undercover. High grade tantalum (Ta₂O₃) in pegmatite rock chips is highly significant as one of the diagnostic signature elements of LCT pegmatites. Results include up to 857ppm Ta₂O₃ with numerous

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ANNUAL REPORT 2022

significant results of $+50\mathrm{ppm}$ $\mathrm{Ta}{2}\mathrm{O}{3}$ from areas adjacent and along strike from Pontax Central, increasing the current envelope of LCT type pegmatites to over $2.5\mathrm{km}$ of strike in the main Pontax Central target area (refer ASX release dated 18 January 2023). The recent results are also highly significant for the greater potential of the Pontax area with LCT pegmatites now recorded over a $20\mathrm{km}$ strike length, indicating the potential for a large LCT pegmatite system that to date has only been explored around the major outcrop. This is particularly important taking into consideration the amount of cover across the project (with less than $2\%$ visible outcrop). These areas undercover will be systematically explored by step out drilling targeting the mafic host stratigraphy identified through the project magnetics.

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Figure 3. Plan view of Pontax Central with the location of all reported drilling to date², highlighting recent intersections and demonstrating mineralisation remains open along strike. Also illustrating rock chip results from Pontax North

PONTAX MAIDEN DRILLING PROGRAM

In November 2022, Cygnus commenced its maiden $15,000\mathrm{m}$ diamond drill program which was designed to systematically step out from known mineralisation at Pontax Central where the extensive spodumene-bearing pegmatite swarm outcrops over $700\mathrm{m}$ of strike. This drill program is focused on delivering a maiden resource for Pontax Central by mid-2023 while also drilling some exploration holes away from Pontax Central focussed on discovery.

Results for six diamond holes have been released to date for a total of 1,788 drill metres. These holes are drilled on $100\mathrm{m}$ spaced sections stepping out $50\mathrm{m}$ to $100\mathrm{m}$ below existing mineralisation with results doubling the known depth of mineralisation to $230\mathrm{m}$ vertical depth from surface.

Spodumene has been observed throughout these holes and is the only lithium mineral observed within the mineralised dykes, with up to $40\%$ spodumene in places. The spodumene forms aggregated crystal masses with individual crystals up to $40\mathrm{cm}$ in length, characterised by a cream to light green colour.

Assay results were received in early 2023 (refer ASX releases dated 14 February 2023 and 21 March 2023) included:

DDH975-22-027: 16.5m @ 1.1% Li₂O from 239.8m (including an interval of 6.0m @ 1.8% Li₂O) and 4.3m @ 1.8% Li₂O from 227.6m
DDH975-22-028: 13.3m @ 1.3% Li2O from 300.2m (including an interval of 3.7m @ 2.1% Li₂O) and 5.7m @ 1.4% Li₂O from 194.3m.
DDH975-22-029: 11.1m @ 1.2% Li₂O from 146.3m (including 2.5m @ 2.6% Li₂O), 3.6m @ 1.4% Li₂O from 65.6m & 6.3m @ 1.0%

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CYGNUS METALS

$\mathrm{Li}_2\mathrm{O}$ from 94.9m

DDH975-22-032: 5.5m @ 1.4% $\mathrm{Li}_2\mathrm{O}$ from 178.7m & 5.9m @ 1.0% $\mathrm{Li}_2\mathrm{O}$ from 262.0m
DDH975-22-026: 3.3m @ 2.8% Li₂O from 107m (including 1.0m @ 5.0% Li₂O) & 4.2m @ 0.9% Li₂O from 124.4m

These results confirm Pontax Central as a sub-vertically dipping spodumene-bearing pegmatite swarm with multiple pegmatite dykes over a 75m wide zone. Individual pegmatite dykes returned up to 16.5m intersections, with multiple pegmatites intercepted in each drill hole. In drill hole 975-22-027, multiple intersections returned a cumulative thickness of 36.3m of spodumene bearing pegmatite, while 975-22-028 returned a cumulative thickness of 27.1m.

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Figure 4: Cross section though Pontax Central looking towards the NE, showing both shallow historic drillholes and the recent deeper drillholes completed by Cygnus. Observed geology illustrating multiple spodumene-bearing pegmatites focussed over a 75m wide zone. The recent drilling is the deepest drilling on the project to date stepping out over 100m from existing drilling with mineralisation remaining open in all directions.

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ANNUAL REPORT 2022

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Figure 5. Longsection view through Pontax Central showing mineralisation is open in all directions with recent significant intersections up to $11.1\mathrm{m}$ @ $1.1\%$ $\mathsf{Li}_2\mathsf{O}$ . All mineralisation sits within $230\mathrm{m}$ of surface.

2023 DRILL PROGRAM

Ongoing resource definition drilling at Pontax is systematically exploring Pontax Central on 100m spaced sections, extending the known mineralisation at depth and along strike. The program has recently been expanded to 15,000m to facilitate both ongoing resource drilling as well as step out and discovery focused drilling along strike of Pontax Central. Multiple rigs are now on site to continue this aggressive exploration strategy which aims to establish a maiden resource by mid-2023.

PONTAX EXTENSIONS (OPTION TO EARN UP TO 100% CYS)

Cygnus significantly increased its land position at the Pontax Lithium Project to $180\mathrm{km}^2$ , through two separate land acquisitions, the first in September 2022 and the second in February 2023.

In September 2022, the Company acquired additional ground adjacent and along strike to the Pontax Lithium Project with the entire project covering an additional $30\mathrm{km}$ of strike along the highly prospective Chambois Greenstone Belt. This ground is host to known LCT pegmatites with limited historical rock chip sampling returning high grades of up to $2.8\%$ $\mathrm{Li}_2\mathrm{O}$ and 524ppm tantalum $(\mathrm{Ta}_2\mathrm{O}_3)$ (refer release dated 27 September 2022).

High grade tantalum in pegmatite rock chips is highly significant, indicating enrichment in incompatible elements which are likely to include lithium and caesium, part of the diagnostic signature elements of LCT pegmatites. These rock chip results are significant for the regional potential of the project with LCT pegmatites identified over an area of at least $20\mathrm{km}$ of strike length, with no follow up work completed. This is highly encouraging for the exploration team as they continue the first systematic exploration of Pontax.

Cygnus signed two option agreements:

  1. With MegaWatt Lithium and Battery Minerals Corp ("MegaWatt") ("MegaWatt Option Agreement") - Under the terms of the MegaWatt Option Agreement, Cygnus is granted an exclusive option to acquire an $80\%$ interest in the 40 mining claims known as the Route 381 Project and an additional 229 claims known as the Mitsumis project located in Quebec, Canada.
  2. With 9219-8845 QC. INC. (Canadian Mining House) ("CMH") ("CMH Option Agreement"). Under the terms of the CMH

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Option Agreement, Cygnus is granted an exclusive option to acquire a 100% interest in the 166 mining claims known as the Pontax Extension Property located in Quebec, Canada ("CMH Projects").

In February 2023, Cygnus signed an agreement for a third land acquisition surrounding Pontax.

The additional land, comprising 70 individual claims covering 40km², was acquired from TSXV-listed Sirios Resources Inc. ("Sirios") and sits immediately north-east of, and adjacent to, Cygnus' Pontax Project. The acquisition provides Cygnus a further ~9km of continuous strike length (now 20km continuous) of the highly prospective Chambois Greenstone Belt which hosts the spodumene-bearing pegmatites at Pontax, taking the Company's total strike length to ~44km.

Exploration by previous explorers has focused on silver-lead-zinc anomalies to the south-east of the greenstone belt with no lithium exploration recorded on the property.

As with the Pontax project area, much of the newly acquired property is covered by shallow glacial cover and thick vegetation with very little outcrop. This is particularly notable along the trend of the greenstone belt and provides potential for utilising modern geophysics to target pegmatites under cover. An initial program planned for Spring 2023 comprising magnetics and LiDAR will be carried out to assist with regional targeting and follow up reconnaissance mapping.

Refer to the Corporate Section for full details of the transactions.

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Figure 6: Showing acquisitions around Pontax, increasing strike length of project to 44km²

MITSUMIS LITHIUM PROJECTS ACQUISITIONS (OPTION TO EARN UP TO 80% CY5)

As part of the same transaction with MegaWatt, the Company also has the right to earn up to 80% in the Mitsumis Project.

The 121km² Mitsumis Project is just 12km from the 34Mt @ 0.9% Li₂O Rose Deposit, currently in feasibility with Critical Elements Lithium (TSXV:CRE) and is underexplored with only minor amounts of mapping and sampling. Given the proximity to Rose, the comparable geology and the lack of exploration to date there is high potential for similar style LCT pegmatite mineralisation within the Mitsumis Project.

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EXPLORATION - AUSTRALIA

Cygnus Metals' Australian exploration activities are also focused in the Southwest Terrane (SWT), an underexplored region of highly prospective geology within the prolific Yilgarn Craton, Western Australia.

The Company has approximately $1,750\mathrm{km}^2$ (100% Cygnus) granted tenements covering interpreted and known greenstone belts where previous explorers identified numerous prospects with widespread high grade, near surface gold and/or base metals mineralisation.

Cygnus continued exploration on priority tenure prospective for lithium as well as gold, nickel, copper and PGE's during 2022.

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Figure 7: Cygnus current Australian tenure with background geology from GSWA mapped regional geology (1:500,000) (December QR)

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BENCUBBIN PROJECT (100% CYS)

The $\sim 800\mathrm{km}^3$ Bencubbin Project is located $\sim 220\mathrm{km}$ northeast of Perth and covers the Bencubbin Greenstone Belt, an underexplored greenstone sequence extending for over $70\mathrm{km}$ of strike, and up to $5\mathrm{km}$ in width. Greenstone belts such as Bencubbin are highly prospective for LCT pegmatites around late granitoid intrusions, many of which have recently been identified in the newly flown airborne magnetics.

An extensive and significant auger geochemical pathfinder anomaly with elevated Li, Ta and Nb, typically associated with LCT pegmatite mineralisation, has been identified in the project auger data. Peak values in the auger returned values up to 152 ppm $\mathrm{Li}_2\mathrm{O}$ , 55 ppm $\mathrm{Ta}_2\mathrm{O}_5$ and 152 ppm $\mathrm{Nb}_2\mathrm{O}_3$ , with two large coherent anomalies defined over $2.2\mathrm{km}$ of strike, both proximal to late granite intrusions (refer ASX release dated 30 May 2022). These values are comparable to soil signatures over major lithium deposits in the southwestern regolith environment including Greenbushes Lithium mine with up to 100ppm Li and 75ppm Nb recorded in the pisolitic laterite. Both significant areas of anomalous are open to the north while there is no existing geochemistry surrounding some of the other late granite intrusions.

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Figure 8: Right - Significant $\mathrm{Ta}{2}\mathrm{O}{5}$ anomalous over $4\mathrm{km}$ which remains open along strike to the north. Planned RC drilling over significant $\mathrm{Ta}{2}\mathrm{O}{5}$ anomalous surrounding late granite intrusion. Left - Multiple anomalies along $22\mathrm{km}$ long Bencubbin Greenstone Belt

CURRENT EXPLORATION AND NEXT STEPS

An initial phase of auger geochemistry has commenced at 50m spaced samples and 100m spaced lines to infill the existing wide spaced anomalous which is currently on 100m spaced samples and 200m spaced lines where it has been completed. This spacing is considered broad when looking to define LCT pegmatite mineralisation, with many of the elements having minimal dispersion. Sampling aims to tighten the geochemistry and refine the anomaly ahead of drill testing in the summer drill season. This phase of auger geochemistry was completed having been delayed several times due to inclement weather over the winter period.

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A secondary phase of auger was completed in December to test the southern anomaly where a significant 2km long LCT pathfinder anomaly has been defined with values of up to $55\mathrm{ppm}$ $\mathrm{Ta}_2\mathrm{O}_5$ (refer ASX release dated 30 May 2022). This area is an open 4km area along strike of the existing trend however it has been under crop for the exploration period and was sampled when access was granted. RC drill lines are planned on a 500m spacing to test the bedrock around late granite intrusions. Results from the additional auger are expected prior to drilling and results will be integrated into further step-out drill lines.

SNAKE ROCK PROJECT (100% CY5)

The Snake Rock Project (E70/4911, E70/5098 & E70/4990) is located 230km east of Perth, Western Australia in the Yilgarn Craton, southwest terrane. The project covers $448\mathrm{km}^2$ of an area considered highly prospective for Ni, Cu and PGEs; covering the south eastern extent of the same mobile belt which hosts the Julimar Ni-Cu-PGE discovery (ASX:CHN). The project is also prospective for gold mineralisation, located just 30km south west and along the same structural lineament as the 700Koz Tampia gold deposit (ASX:RMS).

In May 2022, Cygnus completed a 19-hole air core programme designed to test a distinct gravity anomaly defined through ground gravity completed in 2018. The programme has successfully defined prospective mafic to intermediate lithologies with 11 out of the 19 holes intersecting a medium to coarse grained mafic gneiss and granodiorite at bottom of hole.

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Figure 9: Map of the Snake Rock Project (E70/4911, E70/5098 & E70/4990). Inset on right showing location of completed AC holes on both E70/4990 and E70/4911 with bottom of hole geology

In July 2022, the Company completed a seven-hole reverse circulation (RC) drill programme for $776\mathrm{m}$ which has since been followed up by a $91\mathrm{m}$ diamond tail on SRRCDD0007. This drilling targeted areas of high magnetism, analogous to the geophysical signature of the prospective ultramafic lithology on the adjacent tenure, being targeted by Sultan Resources (ASX:SLZ).

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Project-wide exploration to assist in targeting has been completed which has consisted of roadside gravity traverses with roadside sampling to be completed in 2023. The gravity traverses were completed during the year to assess the distribution of dense ultramafic lithologies to further prioritise drilling areas. Ground magnetics was completed over prospective targets and magnetic modelling completed by Southern Geoscience consultants.

DRILLING RESULTS

All drill holes successfully intersected mafic to ultramafic lithologies with a significant 74.5m wide zone with $0.15\mathrm{g / t}$ gold and $0.1\%$ copper intersected in SRRCDD0007. Significant intervals within the 74.5m zone include (refer ASX release dated 31 January 2023):

6.2m @ 0.7 g/t Au & 0.3% Cu including 0.6m @ 2.7g/t Au & 0.6% Cu
3.0m @ 1.1 g/t Au & 0.4%Cu including 0.5m @ 2.6g/t Au & 0.3% Cu

Significantly, these zones of mineralisation are coincident with highly elevated pathfinder elements for intrusion related gold which includes tellurium up to 21ppm and bismuth up to 32ppm. The mineralisation is hosted within a differentiated gabbro with abundant magnetite and garnet alteration, with the magnetite providing a valuable vector in utilising the existing magnetic data for ongoing targeting. With only seven holes completed across more than 8km of strike over similar magnetic and gravity targets, the area remains totally underexplored.

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Figure 10: Location of drilling at Snake Rock Project with significant scale magnetic and gravity anomalies over 8km of strike. Map on the left showing background GSWA regional gravity

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Figure 11: 74.5m mineralised zone with up to 2.7g/t gold and 0.8% copper in SRRCDD0007. Elevated gold intersections associated with high tellurium and bismuth. Reverse circulation hole to the east had to be abandoned due to excessive water⁴

ONGOING EXPLORATION

The initial round of drilling demonstrates that Snake Rock Project is highly prospective for copper-gold as well as ultramafic hosted Ni, Cu and PGEs. With the lack of exploration and the significance of recent results, follow up exploration has been planned for early 2023. This will include DHEM on SRRCDD0007 and further geophysical testing on both the core and the surrounding tenement area. A six-hole RC program testing further magnetic and gravity targets is scheduled to be completed in early 2023 which is expected to be co-funded by the West Australian Government Exploration Initiative Scheme.

PANHANDLE PROJECT (100% CY5)

Cygnus Metals' E29/1075 (Panhandle Project) is located in the Central Yilgarn Craton, approximately 50km north-west of the Mt Ida lithium deposit (ASX:RDT). The ~100km² Panhandle tenement covers a 13km section of the Panhandle Greenstone Belt (Youanmi Terrane, Yilgarn Craton) where the Company's review of historical exploration has revealed no drilling and limited surface sampling and geophysical surveys.

Assays for the initial rock chip sampling of pegmatite outcrop have confirmed a geochemistry indicative of lithium, caesium, tantalum (LCT) fertile pegmatites. The K:Rb ratio derived from recent assays highlights the prospectivity of the southern pegmatites. The ratio is an indicator of a fractionated pegmatite, the lower the K:RB ratio, the more fractionated and prospective the pegmatites. The occurrence of these fractionated pegmatites in a cluster in the south is highly encouraging for the potential for lithium mineralisation to be associated with these pegmatites. Phase 1 rock chipping of the large area returned results of up to 517ppm Li₂O, 78ppm Ta₂O₃ and 265ppm Nb₂O₃ from pegmatites up to 16m wide at surface refer ASX release dated 31 January 2023). Pegmatites are dominantly trending northeast with a shallow dip and hosted in basalts and dolerites near a major shear zone, which shows similarities to Red Dirt Metals' (ASX:RDT) Mt Ida Lithium Deposit.

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Figure 12: Cygnus' Panhandle project interpreted geology with inset of recent pegmatite mapping and sampling points. The K/Rb ratio is an indicator of a fractionated pegmatites, the lower the K:RB ratio, the more fractionated and prospective the pegmatites. Bottom left image shows thicknesses at surface indicating further sampling required.

EXPLORATION PLANS

Follow-up rock chipping and mapping in the south-eastern target area is planned for 2023 to further delineate the prospective trends and to test the strike and width of these pegmatites which are up to $16\mathrm{m}$ wide at the surface in currently mapped areas. A heritage survey has been completed which will accommodate a follow up drilling program from the most prospective areas.

JULIMAR EAST PROJECT (100% CY5)

The Julimar East Project is made up of two tenements, Culbarting (E70/5492) and Mackie (E70/5397) for a combined $325\mathrm{km}^2$ located in the highly prospective Julimar district. The tenements, like Chalice Mining's (ASX:CHN) Julimar discovery, sit on the margin of the Jimperding metamorphic belt and are adjacent to Anglo-American's significant ground holding of $>10,000\mathrm{km}^2$ picked up in 2020 following the Julimar discovery.

On both tenements, magnetic and gravity anomalies considered prospective for nickel sulphide mineralisation have been identified, analogous to Julimar's Ni-Cu-PGE discovery within the Southwest Terrane.

Recently completed $1\mathrm{km} \times 100\mathrm{m}$ auger traverses over the $9\mathrm{km}$ long $\times 2\mathrm{km}$ wide gravity high returned results elevated in Au & PGE's in multiple locations along the edges of the interpreted ultramafic body modelled by Southern Geoscience which sits under a thin veneer of cover. Values up to 23ppb Au, 21ppb Pt, 28ppb Pd & 66ppm Co were returned on geochemical results which indicates potential for ultramafic hosted Ni-Cu-PGE mineralisation (refer ASX release dated 31 January 2023).

EXPLORATION PLANS

These recent auger results were part of a wide spaced reconnaissance programme which has successfully defined potential for ultramafic hosted Ni-Cu-PGE mineralisation associated with a significant gravity anomaly. Infill and extensional auger are planned for Q1 this year ahead of potential drill programs based on prospective results. Ongoing work to secure land access is progressing at Mackie while Culbarting remains with historic land access issues.

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ANNUAL REPORT 2022

CORPORATE

NAME CHANGE TO "CYGNUS METALS LIMITED"

The Company's change of name from Cygnus Gold Limited to Cygnus Metals Limited was implemented on 8 February 2023 following official confirmation from the Australian Securities and Investments Commission.

The new name more accurately reflects the diversification of the commodities the Company is now actively exploring, in particular lithium in the James Bay region of Canada.

PLACEMENTS

A$3,650,000 Placement

In July 2022, Cygnus completed a placement to sophisticated and professional investors to raise approximately $3,650,000 (before costs) through the issue of 29,200,000 fully paid ordinary shares in the Company at an issue price of $0.125 per Share.

The Placement excluded participation by directors and management of the Company, who subscribed for a total of 4,240,000 shares at $0.125 each following receipt of approval by shareholders in September 2022.

C$5,500,000 Placement

In October 2022, the Company completed another Placement to raise approximately C$5,500,000 (A$6,347,823) through the issue of 8,677,817 fully paid ordinary shares at an issue price of C$0.6338 (A$0.73) per share ("Flow-Through Shares") as Canadian "flow-through shares", which provide tax incentives to those investors for expenditures that qualify as flow-through mining expenditures under the Income Tax Act (Canada). The Flow-Through Shares were issued at a premium to market pursuant to the Canadian flow-through shares regime. The term "flow-through share" is a defined term in the Income Tax Act (Canada) and is not a special type of share under corporate law.

Pursuant to a block trade agreement between PearTree and Canaccord, Canaccord facilitated the secondary sale of the Flow-Through Shares acquired by PearTree clients under the Flow-Through Share Placement to sophisticated and professional investors in Australia and certain other countries by way of a block trade at $0.35 per Placement Share.

A cleansing prospectus under section 713 of the Corporations Act 2001 (Cth) was issued in connection with the Placement to facilitate secondary trading of the Shares the subject of the Placement in November 2022.

The tax benefits associated with the Flow-Through Shares are available only to the original investors (who are Canadian residents) and not to any other person who acquires the Flow-Through Shares through the on-sale or transfer of those Flow-Through Shares.

Given the Directors were not eligible to participate in the Flow-Through Placement and following shareholder approval, the Directors (including David Southam who joined the Company on 1 November 2022) also subscribed for a total of $400,000 worth of shares at the same price as the block trade, being $0.35 per share.


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A$8,000,000 Placement

In December 2022, Cygnus completed an additional placement to sophisticated and professional investors to raise approximately $8,000,000 (before costs) through the issue of 18,181,819 fully paid ordinary shares in the Company at an issue price of $0.44 per share.

Funds raised from the Placement will be used for:

  • Exploration activities at the Pontax and James Bay Projects in Canada;
  • Exploration activities at the Company's Australian projects;
  • Acquisition costs and potential corporate activity; and
  • General working capital and transaction costs

Canaccord Genuity (Australia) Limited acted as lead manager for the placement and Euroz Hartleys Limited acted as Co-Manager.

BOARD AND MANAGEMENT CHANGES

David Southam appointed Managing Director

In November 2022, David Southam joined the Board of Directors and commenced as Managing Director on 13 February 2023.

Mr Southam's distinguished career as a senior executive of listed resources and industrial companies culminated in his appointment in 2019 as Managing Director of Mincor Resources (ASX: MCR), where he led that Company's highly successful return to the ranks of Australian nickel producers within a three-year period, overseeing a major greenfields discovery, resource definition, the completion of off-take arrangements, feasibility studies, project financing and construction of the Kambalda Nickel Operations, nearly all of which was completed during a global pandemic. During Mr Southam's tenure, the market capitalisation of Mincor increased from circa $70 million to $1 billion.

Importantly, he also has significant experience in battery metals through his non-executive director role at Kidman Resources, which was ultimately acquired by Wesfarmers, and through his work over a decade in the nickel industry.

Maddison Cramer appointed Joint Company Secretary

In November 2022, Cygnus appointed Ms Maddison Cramer as a Joint Company Secretary of the Company.

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Ms Cramer is a corporate lawyer with experience in both the listed and unlisted space, advising entities across a variety of different sectors, but with a focus on mining and resources. She recently co-founded boutique corporate services business Belltree Corporate and is currently a company secretary at ASX-listed junior exploration companies AuTECO Minerals Ltd (ASX:AUT), Midas Minerals Ltd (ASX:MM1), Bellavista Resources Ltd (ASX:BVR) and Mitre Mining Limited (ASX:MMC).

Prior to this, Ms Cramer was Joint Company Secretary at ASX300 Bellevue Gold Limited (ASX:BGL) and was an Associate at Bellanhouse Legal and HWL Ebsworth Lawyers. Ms Cramer specialises in corporate and commercial transactions, including capital raisings, IPOs and backdoor listings, and corporate governance issues.

Carl Travaglini appointed Chief Financial Officer and Joint Company Secretary

Carl Travaglini was appointed Chief Financial Officer and Joint Company Secretary on 1 February 2023.

Mr Travaglini is a Chartered Accountant and Chartered Company Secretary with over 14 years' experience in the resources sector, having served in various finance and company secretarial roles in Australia, Canada and Africa. Mr Travaglini is currently Chief Financial Officer of Bellavista Resources Limited (ASX: BVR) and Midas Minerals Limited (ASX: MM1).

Before joining Cygnus, Mr Travaglini worked for and assisted a number of publicly listed lithium and gold companies through exploration, project development and production phases. Prior to that, he worked in assurance services. Mr Travaglini brings extensive experience in financial reporting, corporate governance and risk management.

Former SQM Chief Exploration Geologist Gareth Reynolds and WA lithium expert Mark Calderwood join Cygnus

During the year Cygnus also appointed two highly experienced lithium experts to help drive the exploration and development strategy at its Pontax Lithium Project in James Bay, Canada.

Gareth Reynolds was appointed as Head of Business Development and Mark Calderwood as Board Advisor.

Mr Reynolds is a geologist with more than 18 years' experience having held senior positions at major lithium projects including Bald Hill, Wodgina and Mt Marion Lithium Projects.

His previous roles include Chief Exploration Geologist for Sociedad Química y Minera (SQM) identifying and assessing lithium projects for acquisition in Western Australia and abroad; Exploration Manager for Tawana Resources undertaking a lead role in the development and implementation of the exploration program which defined the 26MT+ lithium deposit at Bald Hill; and Senior Geologist for Mineral Resources where he undertook management and supervision of the resource definition program at Mt Marion and early-stage exploration at Wodgina.

Mr Calderwood has more than 30 years' experience in exploration and production. He has played key roles in the discovery of several world-class gold deposits including Edikan (Perseus), Kibali (Barrick-AGA) and Tarmoola (King of the Hills) in Western Australia.

His previous roles include Chief Executive of Perseus Mining, where he led the Company from a micro-cap explorer to a $1.6B, ASX-100 gold producer. Mr Calderwood also has significant experience with lithium exploration and mine development and is a co-author of a guidebook to the pegmatites of Western Australia.

TRANSACTION DETAILS - PONTAX LITHIUM PROJECT

In July 2022 Cygnus entered into a binding term sheet to acquire up to 70% of the Pontax Lithium Project from Strian Lithium Inc (TSX-V: SRA) ("Stria").

The key acquisition terms are as follows:

  • A payment of C$1,000,000 to be made to Stria within five days of signing.

  • Cygnus may earn an initial 51% interest in the Project ("Stage 1 Earn-In") by:

  • expending C$4,000,000 on exploration over an 18-month period; and
  • making a cash payment to Stria of C$2,000,000 at the end of the Stage 1 Earn-in period.

  • Cygnus may earn a further 19% interest in the Project ("Stage 2 Earn-In") by:

  • expending C$6,000,000 on exploration in the 30-month period commencing on the date that Cygnus satisfies the Stage 1 Earn-in; and
  • making a cash payment to Stria of C$3,000,000.

  • A Joint Operation will be formed on the earlier of:

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  • the end of the Stage 2 Earn-in period; and
  • the date that Cygnus withdraws from the Stage 2 Earn-in (if it elects to do so).

  • Subject to Cygnus completing the Stage 2 Earn-in and formation of the Joint Operation, Cygnus will free carry Stria's remaining 30% interest through to completion of a Feasibility Study. Following the free carry period, Cygnus and Stria must each fund all expenditure under the Joint Operation on a pro-rata basis in proportion to their respective interest in the Joint Operation from time to time.

  • Cygnus shall be reimbursed for Stria's 30% proportionate share of the cost of any Joint Operation activities undertaken or incurred during the free carry period (that has been funded by Cygnus) out of cash flows generated from production.

In October 2022, Cygnus and Stria completed the formal agreement via an unincorporated joint venture.

TRANSACTION DETAILS - MEGAWATT PROJECTS

In September 2022 Cygnus entered into an option agreement with MegaWatt Lithium and Battery Minerals Corp ("MegaWatt") ("MegaWatt Option Agreement"). Under the terms of the MegaWatt Option Agreement, Cygnus is granted an exclusive option to acquire a 51% interest in the 40 mining claims known as the Route 381 Project and an additional 229 claims known as the Mitsumis project located in Quebec, Canada ("MegaWatt Projects"). Following the exercise of the first option, MegaWatt has granted Cygnus the right to acquire an additional 29% interest in the claims.

In order to exercise the first option and acquire the 51% interest in the MegaWatt Projects ("First Option"), Cygnus must commit $2,000,000 towards exploration on the MegaWatt Projects, as follows:

  • $500,000 of exploration expenditure within the first 12 months of the MegaWatt Option Agreement;
  • a further $500,000 of exploration expenditure within the second 12 months of the MegaWatt Option Agreement; and
  • a further $1,000,000 of exploration expenditure within the third 12 months of the MegaWatt Option Agreement.

In order to acquire a further 29% interest in the MegaWatt Projects ("Second Option"), Cygnus must:

  • pay cash consideration to MegaWatt of $50,000 within 30 days of the satisfaction of the First Option;
  • file a NI 43-101 or JORC Code compliant mineral resource estimate which establishes a lithium oxide resource on the Property of at least 5MT with an average grade of not less than 0.8% Li₂O in any resource category as defined in NI43-101 or the JORC Code, by the date which is no later than 5 years from the exercise of the First Option; and
  • pay cash consideration to MegaWatt of $1,000,000 within 3 days of filing the above report.

Upon satisfaction of the Second Option, Cygnus will free carry MegaWatt until a feasibility study is successfully announced on the ASX. After the release of the feasibility study, or in the event the Second Option is not exercised by Cygnus, the parties will enter into a formal joint venture agreement in accordance with their participating interests, on standard terms. The Route 381 Project is subject to a 2% net smelter royalty in favour of 9219-8845 QC. INC. (Canadian Mining House).

TRANSACTION DETAILS - CANADIAN MINING HOUSE PONTAX EXTENSION PROPERTY

In September 2022 Cygnus entered into an option agreement with 9219-8845 QC. INC. (Canadian Mining House) ("CMH") ("CMH Option Agreement"), pursuant to which Cygnus was granted an exclusive option to acquire a 100% interest in the 166 mining claims known as the Pontax Extension Property located in Quebec, Canada ("CMH Projects").

It was a condition precedent to the CMH Option Agreement that Cygnus obtain shareholder approval to satisfy the option terms. In order to acquire the CMH Projects, Cygnus must:

  • make an upfront cash payment of $120,000 and issue approximately 1,946,400 fully paid ordinary shares in the capital of Cygnus (Shares);
  • 6 months after receiving shareholder approval (Approval Date), pay a further $75,000 in cash and issue a further 1,217,001 Shares;
  • 12 months after the Approval Date, pay a further $75,000 in cash and issue a further 1,217,001 Shares;
  • 24 months after the Approval Date, pay a further $30,000 in cash and issue a further 486,801 Shares.

The CMH Projects are subject to a 2% net smelter return royalty in favour of CMH.

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LISTED INVESTMENTS

The Company has 1,650,000 TSX-V listed shares in unincorporated joint venture partner Stria Lithium Inc ("Stria") which represents approximately 7% of the total issued capital in Stria.

As at 31 December 2022, the value of the investment (based on a closing price of Stria of C$0.215) is $0.4m (2021: Nil).

CHANGE OF COMPANY ADDRESS

In November 2022, Cygnus's registered address and principal place of business changed to Level 2, 8 Richardson Street, West Perth WA 6005. The Company's telephone number remains the same.

END NOTES

  1. James Bay (40Mt @ 1.4% Li₂O) operated by Allkem Ltd (refer to Allkem's ASX Announcement dated 21 December 2021); Whabouchi (55.7Mt @ 1.4% Li₂O) operated by Nemaska Lithium Inc (refer to Nemaska Lithium NI 43-101 dated 31 May 2019); Rose (34.2Mt @ 0.9% Li₂O) operated by Critical Elements Lithium Corp (refer to Critical Elements' TSX-V Announcement dated 13 June 2022); Abitibi Lithium Hub (119.1Mt @ 1.1% Li₂O) operated by Sayona Mining Limited/Piedmont Lithium Inc (refer to Sayona Mining's Annual Report ASX Release dated 13 October 2022); Moblan (16.1Mt @ 1.4% Li₂O) operated by Sayona Mining/ SOQUEM Inc (refer to Sayona Mining's ASX Presentation dated 27 May 2022).
  2. Refer to Cygnus' ASX announcements dated 29 July 2022, 27 September 2022, 18 January 2023, 14 February 2023 and 21 March 2023.
  3. In relation to the disclosure of visual intersections of pegmatite and spodumene, the Company cautions that visual intersections should never be considered a proxy or substitute for laboratory analysis. Laboratory assay results are required to confirm the widths and grade of visual intersections of pegmatite reported in the preliminary geological logging. The Company will update the market when laboratory analytical results become available.
  4. Refer to Cygnus' ASX announcements dated 31 January 2023.
  5. Refer to scientific paper 'Recent pegmatite-hosted spodumene discoveries in Western Australia: insights for lithium exploration in Australia and globally written by Zoe Phelps-Barber, Allan Trench & David I. Groves. Paper available at: https://www.tandfonline.com/doi/efl/10.1080/25726838.2022.2065450?scroll=top&needAccess=true

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DIRECTORS' REPORT

CYGNUS METALS

The Directors of Cygnus Metals Limited ("Cygnus" or the "Company") (formerly Cygnus Gold Limited) and the entities controlled ("Group") present their report, together with the financial statements for the year ended 31 December 2022.

DIRECTORS

The names and details of the Group's directors in office during the financial year and until the date of this report (unless otherwise stated) are as follows:

RAYMOND SHORROCKS
Position Non-Executive Chairman
Qualifications BA (Hons), MBA (Finance)
Appointment date 25 May 2022, previously appointed Non-Executive Director on 30 June 2020 and Executive Chairman on 8 November 2021
Resignation date N/A
Length of service 2 years 9 months
Biography Ray Shorrocks has over 28 years' experience working in the investment banking industry. He is highly conversant and experienced in all areas of mergers and acquisitions and equity capital markets, including a significant track record of transactions in the metals and mining sectors. He was previously Chairman of ASX listed Bellevue Gold Limited and Republic Gold Limited.
Mr Shorrocks is Executive Chairman of AuTECO Minerals Limited and Non-Executive Chairman of Alicanto Minerals Limited, Galilee Energy Limited and a number of private companies. Mr Shorrocks is former Director and Head of the Corporate Finance department of a major Australian investment services company based in Sydney.
Current ASX listed directorships AuTECO Minerals Limited – January 2020 to present
Galilee Energy Limited – December 2013 to present
HCD Limited – January 2016 to present
Alicanto Minerals Limited – August 2020 to present
Mitre Mining Corporation Limited – February 2023 to present
Former ASX listed directorships in the last three years None
DAVID SOUTHAM
Position Managing Director
Qualifications B.Comm, CPA, MAICD
Appointment date 13 February 2023, previously appointed Non-Executive Director on 1 November 2022
Resignation date N/A
Length of service 5 months
Biography Mr Southam is a CPA with more than 30 years' experience in accounting, operations, capital markets and finance across the resources and industrial sectors. He was previously Managing Director of Mincor Resources NL. Prior to Mincor, David was Executive Director of ASX200 nickel company Western Areas Limited and has held senior executive roles within Brambles Group, ANZ Investment Bank and WMC Resources. David is currently a non-executive director of Ramelius Resources Ltd.
Current ASX listed directorships Ramelius Resources Ltd – July 2018 to present
Former ASX listed directorships in the last three years Mincor Resources NL – February 2019 to August 2022

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DIRECTORS' REPORT

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MICHAEL NAYLOR
Position Non-Executive Director
Qualifications B.Com, CA
Appointment date 1 March 2023, previously appointed Executive Director on 25 May 2022.
Resignation date N/A
Length of service 1 year 4 months
Biography Mr Naylor has 25 years’ experience in corporate advisory and public company management since commencing his career and qualifying as a Chartered Accountant with Ernst & Young. He has been involved in the financial management of mineral and resources focused public companies, serving on both the Board and Executive Management Team. He has significant experience in focusing on advancing and developing mineral resource assets and business development. Michael has worked in Australia and Canada and has extensive experience in financial reporting, capital raisings, debt financings and treasury management of resource companies.
Current ASX listed directorships Bellevue Gold Limited – July 2018 to present
AuTECO Minerals Limited – November 2018 to present
Midas Minerals Limited – June 2018 to present
Bellavista Resources Ltd – March 2023 to present
Former ASX listed directorships in the last three years None
MICHAEL BOHM
Position Non-Executive Director
Qualifications B.AppSc (Mining Eng), MAusIMM, MAICD
Appointment date 8 November 2021, previously appointed Non-Executive Chairman on 30 September 2016
Resignation date N/A
Length of service 6 years 6 months
Biography Mr Bohm is a qualified mining professional with significant corporate and operations experience. He has had extensive minerals industry experience in Australia, South East Asia, Africa, Chile, Canada and Europe. A graduate of WA School of Mines, Mr Bohm has worked as a mining engineer, mine manager, study manager, project manager, project director and managing director and has been directly involved in a number of new mine developments.
Mr Bohm currently serves as a Director of a number of ASX-listed companies and sits on their Audit Risk and Sustainability Committees and Chairs their Remuneration Committees. Prior to this, he has held a number of directorships including those with Perseus Mining Limited, Argyle Diamonds Mines, Sally Malay Mining Limited and Ashton Mining of Canada.
Current ASX listed directorships Mincor Resources Limited – January 2017 to present
Riedel Resources Limited – December 2020 to present
Former ASX listed directorships in the last three years Ramelius Resources Limited – November 2012 to May 2022

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SHAUN HARDCASTLE
Position Non-Executive Director
Qualifications LLB, BA
Appointment date 30 June 2020
Resignation date N/A
Length of service 2 years 10 months
Biography Mr Hardcastle has over 15 years' experience as a corporate lawyer and extensive experience in corporate governance, risk management and compliance. He has been involved in a broad range of cross border and domestic transactions including equity capital markets, mergers & acquisitions, corporate governance and project finance. Mr Hardcastle has practised law both in Australia and overseas and currently works as a Partner with Hamilton Locke. He graduated from the University of Western Australia in 2005 with a Bachelor of Laws and Bachelor of Arts.
Current ASX listed directorships Rare X Limited – December 2017 to present
Former ASX listed directorships in the last three years Hawkstone Mining Ltd – February 2015 to July 2020
Schrole Group Ltd – October 2017 to May 2021
SIMON JACKSON
Position Non-Executive Director
Qualifications CA
Appointment date 17 November 2017
Resignation date 25 May 2022
Length of service 4 years 6 months
Biography Mr Jackson is a Chartered Accountant with over 30 years' experience in the gold industry. He previously held a number of senior executive positions including CEO of Kopore Metals Limited, CEO of Beadell Resources and President and CEO of TSXV-listed Orca Gold Inc, which recently announced it is being acquired by Perseus Mining.

From 1999 to 2010, he was an integral part of the senior management team at Red Back Mining Inc, which grew from a small West Perth-based junior to a TSX-listed intermediate producer that was taken over by Kinross Gold Corp in 2010. Mr Jackson's career includes corporate transactions and equity financings involving assets in Australia, Africa, Asia and South America. |

INTERESTS IN THE SHARES AND OPTIONS OF THE COMPANY

As at the date of this report, the interests of the directors in the shares (direct and indirect) of the Company were:

Director Ordinary shares Unlisted options Unlisted performance rights
Mr Ray Shorrocks 3,258,449 5,500,000 1,000,000
Mr David Southam 285,715 - 18,000,000
Mr Michael Naylor 7,158,894 4,250,000 8,000,000
Mr Michael Bohm 6,500,036 2,000,000 -
Mr Shaun Hardcastle 1,415,645 2,000,000 -

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COMPANY SECRETARIES

MADDISON CRAMER
Qualifications LLB, BA (Hons)
Appointment date 1 November 2022
Resignation date N/A
Length of service 5 months
Biography Ms Cramer is a corporate lawyer with experience in both the listed and unlisted space, advising entities across a variety of different sectors, but with a focus on mining and resources. Ms Cramer is currently a company secretary of Bellavista Resources Ltd (ASX: BVR), Midas Minerals Limited (ASX: MM1), Alicanto Minerals Limited (ASX: AQI), AutECO Minerals Limited (ASX: AUT) and Mitre Mining Corporation Limited (ASX: MMC).
CARL TRAVAGLINI
Qualifications CA, ACG (CS)
Appointment date 1 February 2023
Resignation date N/A
Length of service 2 months
Biography Mr Travaglini is a Chartered Accountant and Chartered Company Secretary with over 14 years’ experience in the resources sector, having served in various finance and company secretarial roles in Australia, Canada and Africa. Mr Travaglini is currently Chief Financial Officer of Bellavista Resources Ltd (ASX: BVR) and Midas Minerals Limited (ASX: MM1).
SUSAN FIELD
Qualifications CA
Appointment date 23 December 2020
Resignation date 1 February 2023
Length of service 2 years 1 month
Biography Susan is a Chartered Accountant with 29 years’ experience in the corporate sector and in public practice. Since qualifying as a Chartered Accountant with Ernst & Young, Ms Field has worked in several management roles in both the public and private sector. Prior to entering public practice, Ms Field also spent over 11 years in the financial services and retail banking industry where she held various positions in several operational management roles.
MICHAEL NAYLOR
Appointment date 4 October 2016
Resignation date 1 November 2022
Length of service 6 years 1 month

OPERATING RESULTS

The Group’s consolidated net loss for the year ended 31 December 2022 after providing for income tax amounted to $2,761,228 (2021: $2,081,181).

The loss included the following items:

  • Share-based payment of $394,157 (2021: $795,814), refer Note 11.1(b)
  • Exploration and evaluation expenditure written off or impaired of $23,879 (2021: $318,162)

REVIEW OF FINANCIAL POSITION

The Group held net assets of $17,402,441 as at 31 December 2021 (2021: $3,110,086).

At year end the Group remains well financed with $13,530,678 in cash and cash equivalents (2021: $2,811,336).

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DIRECTORS' REPORT

CYGNUS METALS

PRINCIPAL ACTIVITIES

Cygnus is an exploration company that during 2022 changed focus to advancing the Pontax Lithium Project (earning up to 70%), the Mitsumis Lithium Project (earning up to 80%) and the Auclair Lithium Project in the world class James Bay lithium district in Canada, as well as continuing to explore for and advance lithium, gold and base metals deposits in the southwest Yilgarn of Western Australia.

There have been no significant changes in the nature of these activities during the period other than as stated above.

LIKELY DEVELOPMENTS AND EXPECTED RESULTS

The Group is committed to:

  • exploration of the Group's key assets in the James Bay district of Canada;
  • exploration of the Group's assets in the Wheatbelt region of Western Australia; and
  • implementing a strategy to seek out further exploration, acquisition and joint venture opportunities.

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

There have been no changes in the state of affairs of the Group other than those outlined in the Operations Review.

POST REPORTING DATE EVENTS

NAME CHANGE

On 8 February 2023, the Company announced that it had changed name from Cygnus Gold Limited to Cygnus Metals Limited to more accurately reflect the diversification of the commodities the Company is now actively exploring.

PONTAX EXTENSION PROPERTY – SIRIOS RESOURCES INC.

On 17 February 2023, the Company announced that it had entered into an agreement to acquire an additional ~9km of strike on the Chambois Greenstone Belt, which hosts the Company's Pontax Lithium Project, giving the Company a continuous 20km strike length on the prospective greenstone belt. The additional ground will be acquired through an outright purchase from TSXV-listed Sirios Resources Inc. comprising:

  • An upfront payment of C$1.2m in cash plus 750,000 fully paid ordinary shares, with 50% of the shares to be subject to voluntary escrow for 12 months.
  • Milestone payment 1: The Company must, upon defining a JORC Resource of 4 million tonnes at a minimum grade of 0.8% Li₂O or more, make a further payment of C$1.0 million, plus subject to the receipt of shareholder approval and the milestone being met within 5 years of the date of the agreement, issue 500,000 fully paid ordinary shares.
  • Milestone payment 2: The Company must, upon defining a JORC Resource of 6 million tonnes at a minimum grade of 0.8% Li₂O or more, make a further payment of C$2.0 million, plus subject to the receipt of shareholder approval and the milestone being met within 5 years of the date of the agreement, issue 500,000 fully paid ordinary shares.

In the event that shareholders do not approve the Milestone 1 Shares and/or Milestone 2 Shares, Cygnus must pay the equivalent value of the relevant tranche in cash to Sirios based on the 10 day VWAP of Cygnus Shares calculated form the date the relevant milestone was met.

The Sale and Purchase Agreement with Sirios is subject to the following conditions precedent, which the Company expects will be completed shortly:

  • The execution of a Deed of Assignment and Assumption with an existing royalty holder (and a related Deed of Hypothec in relation to this royalty). The project has an existing 0.5% net smelter return royalty, with the right to buy back half for C$200,000.
  • The execution and delivery of a mutually agreeable Royalty Deed with Sirios for a 1.5% net smelter return royalty payable on base metals and precious metals extracted from the Sirios tenements. Cygnus has the right to buy half the royalty back for C$600,000.

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  • The execution and delivery of a mutually agreeable Voluntary Restriction Deed in relation to the escrow of the consideration shares.

AUCLAIR LITHIUM PROJECT – OSISKO DEVELOPMENT CORP.

On 28 February 2023, the Company announced that it would be acquiring the Auclair Lithium Project in James Bay, Quebec covering 25.5km² from Osisko Development Corp. Transaction details of the outright purchase include:

  • C$247,164.62 in cash or shares, which is for the reimbursement of costs of the exploration licenses.
  • 1,000,000 fully paid ordinary shares, subject to 12 months’ voluntary escrow.
  • Deferred consideration of:
  • C$3,000,000 in shares or cash (at the Company’s election) when the Company achieves a JORC Resource of 3 million tonnes at a minimum grade of 1.2% Li2O.
  • C$3,000,000 in shares or cash (at the Company’s election) when the Company achieves a JORC Resource of 1Moz Au or greater at a minimum grade of 3 g/t.

The additional gold milestone was inserted by Osisko as the property was previously explored for gold by Osisko. Cygnus remains solely focussed on the exploration for lithium.

SAKAMI PROJECT AND AUCLAIR EXTENSION PROPERTY – CANADIAN MINING HOUSE

On 28 March 2023, the Company announced that had entered into option agreements with Canadian Mining House to acquire a 100% interest in the Sakami Project in the La Grande greenstone belt, just 44km west of Patriot Battery Metals’ Corvette Project, and the additional ground immediately adjacent to and surrounding the Auclair Project.

The terms of these option agreements are outlined below.

  • Sakami Project:
  • Cygnus will be required to pay the Vendors C$300,000 cash payment and 3,450,000 fully paid ordinary shares in Cygnus, in aggregate.
  • The consideration is payable in 4 stages over 3 years, at the election of Cygnus, other than stage 1. Stage 1 comprises of C$75,000 in cash and 1,500,000 Shares (subject to 6 months’ voluntary escrow) payable upfront, subject to the receipt of shareholder approval.
  • In addition to the above payments, Cygnus must incur exploration expenditure to the amount of C$1,000,000 within the first 36 months of closing the Option Agreement.

  • Beryl Project (surrounding the Auclair Project):

  • Cygnus will be required to pay the Vendors C$395,000 cash payment and 4,000,000 fully paid ordinary shares in Cygnus, in aggregate.
  • The consideration is payable in 4 stages over 3 years, at the election of Cygnus, other than stages 1 and 2. Stage 1 comprises of C$125,000 in cash and 1,500,000 Shares (subject to 6 months’ voluntary escrow) payable upfront, subject to the receipt of shareholder approval. Stage 2 comprises C$75,000 and 900,000 shares payable in 12 months, subject to the receipt of shareholder approval.
  • In addition to the above payments, Cygnus must incur exploration expenditure to the amount of CAD$1,000,000 within the first 36 months of closing the Option Agreement.

Cygnus will grant the vendors a 2% net smelter royalty on both the Sakami Project and the Beryl Project. There are no other substantive conditions precedent outstanding and Cygnus expects completion to occur following shareholder approval, which will be sought at the Company’s annual general meeting in May 2023.

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DIRECTORS' REPORT

CYGNUS METALS

APPOINTMENT OF MANAGING DIRECTOR

On 4 October 2022 the Company announced the appointment of Mr David Southam as Non-Executive Director from 1 November 2022 and as Managing Director from mid-February 2023. On 13 February 2023 Mr Southam commenced as Managing Director. The material terms of Mr Southam's Managing Director employment contract are:

  • Commencement Date: 13 February 2023 on a part-time basis with transition arrangements to move to full-time
  • Term / Notice Period: Ongoing term, with termination by the Company of six months and termination by the Managing Director of three months. The Company may terminate the employment without notice in certain circumstances.
  • Remuneration: A fixed Total Remuneration Package ("TRP") of $600,000 (Full Time Equivalent), inclusive of superannuation contributions.
  • Short Term Incentive Program ("STIP"): Eligible to participate in a STIP of up to 25% of TRP subject to achievement of STIP hurdles.
  • Employee Incentives Securities Plan ("EISP"): Eligible to participate in the EISP. The Company agreed to issue 18,000,000 performance rights to Mr Southam which are linked to his commencement in the role as Managing Director on 13 February 2023.
  • The Company has also agreed to issue Long Term Incentives to Mr Southam up to 150% of the base salary component of his TRP commencing 1 July 2023.

ENVIRONMENTAL ISSUES

The Group is aware of its environmental obligations with regards to its exploration activities and ensures that it complies with all regulations when carrying out any exploration work. The directors have considered the National Greenhouse and Energy Reporting Act 2007 ('the NGER Act') and at the current stage of exploration and based on the locations of the Group's operations, the directors have determined that the NGER Act will have no effect on the Group for the current or subsequent financial year. The directors will reassess this position as and when the need arises.

No environmental breaches have occurred or have been notified by any Government agencies during the year ended 31 December 2022.

CORPORATE GOVERNANCE

The directors of Cygnus believe that effective corporate governance improves company performance, enhances corporate social responsibility and benefits all stakeholders. Changes and improvements are made in a substance over form manner, which appropriately reflect the changing circumstances of the company as it grows and evolves. Accordingly, the Board has established a number of practices and policies to ensure that these intentions are met and that all shareholders are fully informed about the affairs of the Group.

The Company reviews all of its corporate governance practices and policies on an annual basis to ensure they are appropriate for the Company's current stage of exploration. This year, the review was made against the new ASX Corporate Governance Council's Principles and Recommendations (4th edition).

The Board has reviewed and approved its Corporate Governance Statement on 31 March 2023, and this is available on the Company's website at https://www.cygnusmetals.com/corporate-governancedetail

The Company has a corporate governance section on the website which includes details on the Company's governance arrangements and copies of relevant policies and charters.

CAPITAL STRUCTURE

LISTED SHARES ON ISSUE

In January 2022, the Company completed the first part of a placement (announced in November 2021) to participating directors (as approved by Shareholders at a General Meeting of Shareholders on 23 December 2021) by issuing 913,044 fully paid ordinary shares at an issue price of $0.115 per share raising $105,000 before issue costs. Application monies were received during December 2021 and are recognised in 'other contributed equity' in the 2021 financial year, refer details at Note 9.

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In January 2022, the Company completed the final part of the placement (announced in November 2021) to participating directors (as approved by Shareholders at a General Meeting of Shareholders on 23 December 2021) by issuing 664,310 fully paid ordinary shares at an issue price of $0.115 per share raising $76,396 before issue costs

In August 2022, the Company completed a placement to sophisticated and professional investors to raise approximately $3,650,000 (before costs) through the issue of 29,200,000 fully paid ordinary shares in the Company at an issue price of $0.125 per Share. Directors and management of the Company were issued a further 4,240,000 shares at $0.125 each in October 2022 following receipt of shareholder approval.

In November 2022, the Company completed a Placement to raise approximately C$5,500,000 (A$6,347,823) through the issue of 8,677,817 fully paid ordinary shares at an issue price of C$0.6338 (A$0.73) each (Flow-Through Shares) as Canadian "flow-through shares", which provide tax incentives to those investors for expenditures that qualify as flow-through mining expenditures under the Income Tax Act (Canada).

Pursuant to a block trade agreement between PearTree and Canaccord, Canaccord facilitated the secondary sale of the Flow-Through Shares acquired by PearTree clients under the Flow-Through Share Placement to sophisticated and professional investors in Australia and certain other countries by way of a block trade at $0.35 per Placement Share.

Given the Directors were not eligible to participate in the Flow-Through Placement and following shareholder approval, the Directors (including David Southam who joined the Company on 1 November 2022) also subscribed for a total of $400,000 worth of shares at the same price as the block trade, being $0.35 per share.

In December 2022, Cygnus completed an additional placement to sophisticated and professional investors to raise approximately $8,000,000 (before costs) through the issue of 18,181,819 fully paid ordinary shares in the Company at an issue price of $0.44 per share.

As at the date of this report, the Company had 183,874,212 fully paid ordinary shares on issue (ASX: CY5) (2021: 117,985,315).

SHARES UNDER OPTION OR ISSUED ON EXERCISE OF PERFORMANCE RIGHTS

Details of unissued shares or interests under option as at the date of this report are:

Number Security type Exercise price Expiry date Class of shares Issuing entity
1,500,000 Share Option $0.25 21/10/2025 Ordinary Cygnus Metals Limited
1,500,000 Share Option $0.50 21/10/2025 Ordinary Cygnus Metals Limited
1,500,000 Share Option $0.75 21/10/2025 Ordinary Cygnus Metals Limited
1,500,000 Share Option $1.00 21/10/2025 Ordinary Cygnus Metals Limited
3,500,000 Share Option $0.16 20/01/2025 Ordinary Cygnus Metals Limited
29,500,000 Share Option $0.08 22/09/2023 Ordinary Cygnus Metals Limited
5,000,000 Share Option $0.16 15/11/2024 Ordinary Cygnus Metals Limited
300,000 Performance Right N/A 30/09/2025 Ordinary Cygnus Metals Limited
500,000 Performance Right N/A 30/07/2025 Ordinary Cygnus Metals Limited
100,000 Performance Right N/A 30/11/2026 Ordinary Cygnus Metals Limited
300,000 Performance Right N/A 3/04/2028 Ordinary Cygnus Metals Limited
28,000,000 Performance Right N/A 21/10/2027 Ordinary Cygnus Metals Limited
18,700,000 Performance Right N/A 13/02/2028 Ordinary Cygnus Metals Limited

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The holders of these share options and performance rights do not have the right, by virtue of the option or right, to participate in any share issue or interest issue of the Company or of any other body corporate or registered scheme.

On 20 January 2022, the Company issued 3,500,000 unlisted share options to director Mr Ray Shorrocks (or his nominee) which was approved by Shareholders at a General Meeting of Shareholders held on 23 December 2021, with an exercise price of $0.16, expiring on 20 January 2025.

PERFORMANCE RIGHTS CONVERTED

No performance rights vested or were converted during 2022.

SHARE OPTIONS EXERCISED

No unquoted share options vested or were exercised during 2022.

DIVIDENDS PAID OR RECOMMENDED

The directors do not recommend the payment of a dividend and no amount has been paid or declared by way of a dividend to the date of this report.

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MATERIAL BUSINESS RISKS

The following describes the material business risks that could affect the Company, including any material exposure to economic, environmental and social sustainability risks, and how the Company seeks to manage them.

CONTRACT RISK

The Company is party to various option and acquisition agreements to acquire interests in mining claims ("Mining Claims") in Canada ("Agreements"), which require further option exercise or deferred consideration payments to be made in the future in order to secure the rights to the Mining Claims, by way of further share issues and/or payments in cash. Some of the share issues are subject to future shareholder approvals. In the event that the Company is unable to satisfy the option exercise payments or issue the deferred consideration (including in circumstances where shareholder vote down proposed shareholder approvals), or the Company is unable to meet the mandatory expenditure obligations under the Agreements, the Company may not be able to complete some or all of the Agreements, which may reduce the number of Mining Claims in Canada it is able to acquire, or alternatively, reduce the interest it holds in these claims.

FUTURE CAPITAL REQUIREMENTS AND MARKET RISKS

As an exploration entity, the Company is not generating net cash flow, meaning it is reliant on raising funds from investors or lenders in order to continue to fund its operations and to scale growth. The Company will require further funding in the future.

The Company is exposed to external market forces that impact on specific commodity prices and overarching market sentiment that may restrict the Company's access to new flows of capital if the Company's project pipeline is not ascribed value in the market at any given time. The Company manages this risk by ensuring a constant focus on the Company's current financial position and forecast working capital requirements. Discretionary exploration activities are focused on commodities and in jurisdictions that will ensure access to higher levels of capital in times of broader market depression.

Any additional equity financing may be dilutive to Shareholders, may be undertaken at lower prices than the current market price or may involve restrictive covenants which limit the Company's operations and business strategy. Debt financing (while not currently a focus), if available, may involve restrictions on financing and operating activities.

Although the Company believes that additional capital can be obtained, no assurances can be made that appropriate capital or funding, if and when needed, will be available on terms favourable to the Company or at all. If the Company is unable to obtain additional financing as needed, the Company may be required to reduce the scope of its activities, which could have a material adverse effect on the Company's activities and could affect the Company's ability to continue as a going concern.

TENURE, ACCESS AND GRANT OF LICENCES / PERMITS

The Company's operations are subject to receiving and maintaining licences and permits from appropriate governmental authorities. There is no assurance that delays will not occur in connection with obtaining all necessary grants or renewals of licences / permits for the proposed operations, additional licences / permits for any possible future changes to operations, or additional permits associated with new legislation.

Prior to any development on any of its properties, subsidiaries of the Company must receive licences / permits from appropriate governmental authorities. There is no certainty that the Company will hold all licences / permits necessary to develop or continue operating at any particular property.

LAND ACCESS RISK

Land access is critical for exploration and exploitation to succeed. It requires both access to the mineral rights and access to the surface rights.

Minerals rights may be negotiated and acquired. In all cases, the acquisition of prospective exploration and mining licences is a competitive business in which proprietary knowledge or information is critical, and the ability to negotiate satisfactory commercial arrangements with other parties is often essential. The Company may not be successful in acquiring or obtaining the necessary licences to conduct exploration or evaluation activities outside of the mineral tenements that it owns or seeks to acquire.

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Access to land for exploration and evaluation purposes can be obtained by:

(i) private access and compensation agreement with the landowner;
(ii) purchase of surface rights; or
(iii) through judicial rulings.

However, access rights to licences can be affected by many factors, including:

(i) surface title land ownership negotiations, which are required before ground disturbing exploration activities can commence within the jurisdictions in which the Company operates;
(ii) permitting for exploration activities, which are required in order to undertake most exploration and exploitation activities within the jurisdictions in which the Company operates; and
(iii) natural occurrences, including inclement weather, volcanic eruptions, lahars and earthquakes.

All of these issues have the potential to delay, curtail and preclude the Company's operations. While the Company will have the potential to influence some of these access issues, and retains staff to manage those instances where negotiations are required to gain access, it is not possible for the Company to predict the extent to which the above-mentioned risks and uncertainties may adversely impact the Company's operations.

ACCESS TO SUFFICIENT USED AND NEW EQUIPMENT

The Company is dependent on access to used and new mining equipment. In the event that the Company has difficulty in securing adequate supplies of mining equipment at appropriate prices, or if the quality of the equipment is not acceptable or suitable, its ability to perform or commence new projects may be adversely affected. This difficulty may have an adverse impact on the financial performance and financial position of the Company.

DATA MANAGEMENT

The risk of retaining or managing the Company's corporate data in a way that is inconsistent with the Company's regulatory obligations. This is considered to be a growing risk as the Company and related data volumes grow and cyber-security threats become more sophisticated. Failure to properly manage the Company's corporate data could result in significant financial and regulatory implications.

The Company has implemented a number of company-wide controls to manage this risk, including the continuous review and updating of security controls on the Company's network based on known security threats and the latest intelligence.

REGULATORY ENVIRONMENT

The risk of failing to adapt and adhere to rapidly evolving regulatory environments in Australia and abroad. This can result in the increased complexity and cost of doing business and the risk of forfeiture of exploration and mining claims from the failure of complying with these complex regulatory environments. The Company's exposure to this risk has now broadened with the recent extension of exploration activities into Canada where government and regulatory environments are less familiar.

In Australia, significant compliance risk may arise from emerging changes to regulatory frameworks, including the Work Health and Safety (Mines) Regulations 2022.

The Company's risk management strategy is designed to monitor and limit the adverse consequences of existing and new regulations in a way that is efficient and minimizes compliance costs.

PEOPLE CAPABILITY

The risk that the Company fails to attract and retain the talent and leadership required to execute the Company's strategies and objectives, including the technical expertise to explore for and discover economic mineral deposits, and the corporate talent to achieve value for shareholders via corporate activities, including project acquisitions, project divestments and joint venture activities.

The intention of the Company's remuneration framework is to ensure remuneration and reward structures are aligned with shareholders' interests by being market competitive to attract and retain high calibre individuals, rewarding superior individual performance, recognising the contribution of each executive to the continued growth and success of the Company, and linking long-term incentives to shareholder value.

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GENERAL ECONOMIC CLIMATE

Factors such as inflation, currency fluctuations, interest rates, legislative changes, political decisions and industrial disruption have an impact on operating costs. The Company's future income, asset values and share price can be affected by these factors.

CLIMATE CHANGE

There are a number of climate-related factors that may affect the Company's business. Climate change or prolonged periods of adverse weather and climatic conditions (including rising sea levels, floods, hail, drought, water scarcity, temperature extremes, frosts, earthquakes and pestilences) may have an adverse effect on the ability of the Company to access and utilise its tenements and therefore the Company's ability to carry out operations.

Changes in policy, technological innovation, and consumer or investor preferences could adversely impact the Company's business strategy, particularly in the event of a transition (which may occur in unpredictable ways) to a lower-carbon economy.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE

The Company is committed to protecting and respecting the environment and local communities within which it operates and looks forward to enhancing its positive impact in these areas.

As the Company advances its strategies, it will be sharing its ESG efforts and impact regularly, in line with its annual reporting cycle.

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AUDITED REMUNERATION REPORT

This remuneration report for the year ended 31 December 2022 outlines the remuneration arrangements of the Company and its controlled entities ("Group") in accordance with the requirements of the Corporations Act 2001 (Cth) (the "Act") and its Regulations. This information has been audited as required by section 300A of the Corporations Act.

The remuneration report details the remuneration arrangements for Directors and Key Management Personnel ("KMP"), who are defined as those persons having authority and responsibility for planning, directing, and controlling the major activities of the Company and Group, directly or indirectly including any director (whether executive or otherwise) of the parent entity.

The table below outlines the Directors and KMP of the Company during the financial year ended 31 December 2022. Unless otherwise indicated, the individuals were Directors or KMP for the entire financial year.

For the purposes of this report, the term "executive" includes the executive directors and senior executives of the Company.

Non-Executive Directors
Raymond Shorrocks Non-Executive Chairman (appointed 25 May 2022, previously appointed Non-Executive Director on 30 June 2020 and Executive Chairman on 8 November 2021)
David Southam Non-Executive Director (appointed 1 November 2022)
Michael Bohm Non-Executive Director
Shaun Hardcastle Non-Executive Director
Simon Jackson Non-Executive Director (resigned 25 May 2022)
Executive Directors
Michael Naylor Executive Director (appointed 25 May 2022, previously appointed Joint Company Secretary on 4 October 2016)
Other KMP
Susan Field Chief Financial Officer and Joint Company Secretary

After the reporting date and before the date the financial report was authorised for issue the following changes to KMP occurred:

  • David Southam was appointed as Managing Director on 13 February 2023.
  • Michael Naylor was appointed as Non-Executive Director on 1 March 2023.
  • Carl Travaglini was appointed and Susan Field resigned as Chief Financial Officer and Joint Company Secretary on 1 February 2023.

There were no other changes to Directors or KMPs after reporting date and before the date the financial report was authorised for issue.

REMUNERATION GOVERNANCE

Due to the current size of the Group, it is more efficient and effective for the functions otherwise undertaken by a remuneration committee to be performed by the Board. All directors are therefore responsible for determining and reviewing compensation arrangements for key management personnel, including periodically assessing the appropriateness of the nature and amount of remuneration by reference to relevant market conditions and prevailing practices. Directors excuse themselves from discussions that are specific to their individual remuneration components and are not in relation to the remuneration of the group of non-executive directors as a collective.

The Board may obtain professional advice where necessary to ensure that the Group attracts and retains talented and motivated directors, executives and employees who can enhance Group performance through their contributions and leadership.

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AUDITED REMUNERATION REPORT (Continued)

REMUNERATION FRAMEWORK

The Board recognises that the Group's performance and ultimate success in project delivery depends on many factors including its ability to attract and retain highly skilled, qualified and motivated people. At the same time, remuneration practices must be transparent to shareholders and be fair and competitive, taking into account the nature and size of the organisation and its current stage of activities, funding and general market conditions.

The approach to remuneration has been structured with the following objectives:

  • Fairness: provide a fair level of reward to all employees;
  • Transparency: establish transparent links between reward and performance;
  • Alignment: promote mutually beneficial outcomes by aligning employee, and shareholder interests; and
  • Culture: drive leadership performance and behaviours that promote safety, diversity and employee engagement.

The remuneration for executives may have several components, including:

  • Fixed remuneration, inclusive of superannuation and allowances;
  • Short Term Incentives ("STI") under a performance-based cash or equity bonus incentive plan; and
  • Long Term Incentives ("LTI") through participation in the Company's approved equity incentive plan.

These three components comprise each executive's total annual remuneration.

To link executive remuneration with the Group's performance, the Company's policy is to endeavour to provide a portion of each executive's total remuneration as "at risk".

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2022 MIX OF REMUNERATION FOR DIRECTORS AND KMP PERCENTAGE OF TOTAL REMUNERATION

OVERVIEW OF COMPANY PERFORMANCE

In considering the Company's performance and benefits for shareholder wealth, the Board has regard to the following indices in respect of the current and the previous four financial years:

2022 2021 2020 2019 2018
Income $685,203 $30,311 $439,311 $231,203 $198,317
Net loss after tax $2,761,228 $2,081,181 $7,720,430 $870,917 $638,119
Share price at 31 December $0.38 $0.175 $0.180 $0.044 $0.065

Currently, there is a portion of remuneration of certain executive KMP that is linked to share price performance. The rationale for this approach is that the Group is in the exploration phase, and it is currently not appropriate to link remuneration to any other factors such as profitability.

Annual Report | 43

I-B-179


DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT (Continued)

KMP REMUNERATION

A combination of fixed and variable reward may be provided to KMPs, based on their responsibility within the Group in relation to the achievement of its strategic objectives and capacity to contribute to the generation of long-term shareholder value.

The components of KMP remuneration may consist of:

Fixed Remuneration

KMPs receive either an annual fixed base cash salary or fee and other associated benefits depending on the nature of their contract. Fixed remuneration includes statutory superannuation guarantee contributions required by Australian legislation, which was 10.5% on 31 December 2022. Directors and KMP do not receive any other retirement benefits.

Fixed remuneration of KMPs will be set by the Board each year and is based on a number of factors. In setting fixed remuneration for KMPs, individual performance, skills, expertise and experience are taken into account as well as the Group's current level of activity and funding.

Where appropriate, external remuneration consultants may be engaged to assist the Board.

Short-Term Incentives

Under the Company's remuneration policy, employees are eligible to participate in the Company's Short-Term Incentive Program ("STIP") and earn short-term bonuses of up to a fixed % of their fixed total remuneration package, subject to achievement of STIP hurdles.

The objective of the STIP is to provide the opportunity to earn a cash or equity bonus by rewarding those employees who successfully achieve, in the opinion of the Board, the critical short-term objectives of the Company over a twelve-month period. Those short-term objectives for each employee are pre-determined and approved by the Board as being aligned with the Company's stated strategy to derive shareholder return.

For an employee who resigns or is terminated for cause before the end of the financial year, no STI is awarded for that year. Similarly, any deferred STI awards are forfeited, unless otherwise determined by the Board.

If an employee ceases employment during the performance period by reason of redundancy, ill health, death, or other circumstance approved by the Board, the employee will be entitled to a pro-rata cash payment based on assessment of performance up to the date of ceasing employment for that year and any deferred STI awards will be retained (subject to Board discretion).

Long-Term Incentives

The Group also awards its KMP with Long-Term Incentives ("LTIs"). LTIs are issued under the Company's Employee Incentives Securities Plan which was approved by Shareholders on 28 September 2022. The objective of LTIs is to provide potential reward to KMP in a manner which aligns this element of remuneration with the creation of shareholder wealth. As such LTIs can be awarded to KMP who are able to influence the generation of shareholder wealth and thus have an impact on the Group's performance.

If an employee resigns or is terminated for cause before the end of the financial year, no LTIs will vest for that year. Similarly, any vested and unexercised LTI awards are forfeited, unless otherwise determined by the Board.

If an employee ceases employment during the performance period by reason of redundancy, ill health, death, or other circumstance approved by the Board, the employee will be entitled to receive any vested but unexercised LTIs as at the date of ceasing employment, subject to Board discretion.

The treatment of vested and unexercised awards in all other circumstances will be determined by the Board with reference to the circumstances of cessation.

Annual Report | 44

I-B-180


DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT (Continued)

The Company prohibits directors or employees from entering into arrangements to protect the value of any Company shares, options or performance rights that the director or employee has become entitled to as part of their remuneration package. This includes entering into contract to hedge their exposure.

Unlisted Share Options

During 2022 the Company issued 3,500,000 unlisted share options to Ray Shorrocks (or his nominee) as detailed on page 47. These options were granted with an exercise price of $0.16 and time to expiry of three years. There are no service conditions nor vesting conditions attaching to the options. The options were issued on 20 January 2022 after being approved by Shareholders at a General Meeting held on 23 December 2021 (considered the options' grant date).

Performance Rights

During 2022 the Company granted 10,000,000 Performance Rights to KMP as detailed on page 47. These rights were granted with a nil exercise price and a time to expiry of approximately five years. The following vesting conditions apply to various tranches of the total number of rights granted during 2022:

  • The Company reporting a JORC compliant Inferred Mineral Resource of 5MT at a minimum grade of 0.8% Li₂O on or before 21 October 2026.
  • The Company reporting a JORC compliant Inferred Mineral Resource of 10MT at a minimum grade of 0.8% Li₂O on or before 21 October 2026.
  • Remaining an officeholder, employee or consultant of the Company (or a wholly owned subsidiary) at all times up to and including the vesting date.

NON-EXECUTIVE DIRECTOR REMUNERATION

Non-Executive Directors' fees are paid within an aggregate limit which is approved by the shareholders from time to time. Retirement payments, if any, are determined in accordance with the rules set out in the Group's Constitution and the Corporations Act at the time of the director's retirement or termination.

Non-Executive Directors' remuneration may include an incentive portion consisting of performance rights and/or share options, as considered appropriate by the Board, which is subject to shareholder approval in accordance with the ASX Listing Rules.

The aggregate remuneration, and the manner in which it is apportioned amongst Non-Executive Directors, is reviewed annually. The Board considers the amount of director fees being paid by comparable companies with similar responsibilities and levels of experience of the non-executive directors when undertaking the annual review process.

The maximum amount of non-executive directors' fees payable is fixed at $300,000 in total, for each 12-month period commencing 1 January each year, until varied by ordinary resolution of shareholders. This amount was increased to $600,000 as approved by shareholders in January 2023.

Non-Executive directors are not entitled to any termination payments.

USE OF REMUNERATION CONSULTANTS

During the year ended 31 December 2022, the Board did not engage the services of remuneration consultants (2021: None). This was considered appropriate whilst the Group is in the exploration phase.

Annual Report | 45

I-B-181


DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT (Continued)

THE REMUNERATION OF THE DIRECTORS AND KEY MANAGEMENT PERSONNEL

The Directors and KMP of the Company, alongside their remuneration for the period, are set out in the following tables:

Fixed remuneration Variable remuneration
2022 Base Salary $ Director and consultant fees $ Annual & long service leave $ Super-annuation $ Bonus (cash) $ Performance rights (non-cash) $ Total $ Performance based %
Non-Executive Directors
R Shorrocks^{1} 69,375 6,875 - 6,375 - 12,149 94,774 13%
D Southam^{2} - 9,167 - - - - 9,167 -
M Bohm - 55,000 - - - - 55,000 -
S Hardcastle - 42,500 - - - - 42,500 -
S Jackson^{3} - 11,855 - - - - 11,855 -
Executive Directors
M Naylor 92,258 - 9,264 9,626 100,000^{4} 97,194 308,342 64%
Other KMP
S Field - 60,000^{5} - - - 11,663 71,663 16%
Totals 161,633 185,397 9,264 16,001 100,000 121,006 593,301 37%

Notes:

  1. Mr Shorrocks was appointed Non-Executive Director on 25 May 2022, previously appointed Executive Chairman on 8 November 2021.
  2. Mr Southam was appointed as Non-Executive Director 1 November 2022. Subsequent to year end Mr Southam was appointed Managing Director on 13 February 2023.
  3. Mr Jackson resigned 25 May 2022. During 2022 Mr Jackson's non-executive director fees were paid up until his resignation date to Whistler Consulting Pty Ltd, a Company controlled by Mr Jackson.
  4. Mr Naylor received a discretionary bonus as approved by the Board of Directors in recognition for his significant efforts throughout 2022.
  5. Ms Field's fees were paid by the Company to Blue Leaf Corporate Pty Ltd, a Company controlled by Mr Naylor.
Fixed remuneration Variable remuneration
2021 Base Salary $ Director and consultant fees $ Annual leave $ Super-annuation $ Unlisted options (non-cash) $ Total $ Performance based %
Non-Executive Directors
M Bohm - 54,875 - - - 54,875 0%
S Hardcastle - 40,000 - - - 40,000 0%
S Jackson^{1} 136,667 - 6,835 13,367 - 156,869 0%
R Shorrocks^{2} 12,500 33,333 - 1,250 320,872 367,955 87.2%
Other KMP
M Naylor - 60,000 - - 213,724 273,724 78.1%
S Field - 30,000 - - 23,747 53,747 44.2%
Totals 149,167 218,208 6,835 14,617 558,343 947,170 58.9%

Notes:

  1. Mr Jackson was appointed Non-Executive Director on 8 November 2021, previously appointed Executive Director on 31 August 2020, and formerly Non-Executive Director appointed 17 November 2017. The salary reported in this table includes amounts entitled under his Executive Director contract up to 8 February 2022, the end of his notice period.
  2. Mr Shorrocks was appointed Executive Chairman on 8 November 2021, previously Non-Executive Director appointed on 30 June 2020.

Annual Report | 46

I-B-182


DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT (Continued)

SHARES HELD BY DIRECTORS AND KMP, INCLUDING THEIR RELATED PARTIES

Balance at start of year Acquired during the period Held on resignation Balance at the end of the year
Directors
Ray Shorrocks 2,051,281 1,207,168 - 3,258,449
Michael Naylor 6,073,179 1,085,715 - 7,158,894
David Southam - 285,715 - 285,715
Michael Bohm 6,157,178 342,858 - 6,500,036
Shaun Hardcastle 1,089,930 325,715 - 1,415,645
Simon Jackson 2,732,948 - (2,732,948) -
Other KMP
Susan Field - - - -
Totals 18,104,516 3,247,171 (2,732,948) 18,618,739

SHARES ISSUED ON EXERCISE OF OPTIONS AND PERFORMANCE RIGHTS

There were no shares issued during 2022 (2021: None) from the conversion of performance rights or exercise of share options by KMP.

UNLISTED OPTIONS HELD BY DIRECTORS AND KMP, INCLUDING THEIR RELATED PARTIES

Grant date Expiry date Fair value Exercise price Balance 1 Jan 2022 Held on resignation Balance 31 Dec 2022 Vested and exercisable 31 Dec 2022
Directors
Ray Shorrocks 22/09/20 22/09/23 $0.1458 $0.08 2,000,000 - 2,000,000 2,000,000
Ray Shorrocks 23/12/21 20/01/25 $0.0917 $0.16 3,500,000 - 3,500,000 3,500,000
Michael Bohm 22/09/20 22/09/23 $0.1458 $0.08 2,000,000 - 2,000,000 2,000,000
Simon Jackson 22/09/20 22/09/23 $0.1458 $0.08 2,000,000 (2,000,000) - -
Shaun Hardcastle 22/09/20 22/09/23 $0.1458 $0.08 2,000,000 - 2,000,000 2,000,000
Michael Naylor 22/09/20 22/09/23 $0.1458 $0.08 2,000,000 - 2,000,000 2,000,000
Michael Naylor 07/11/21 15/11/24 $0.9500 $0.16 2,250,000 - 2,250,000 2,250,000
David Southam - - - - - - - -
Other KMP
Susan Field 07/11/21 15/11/24 $0.095 $0.16 250,000 250,000 250,000
Totals 16,000,000 (2,000,000) 14,000,000 14,000,000

PERFORMANCE RIGHTS HELD BY DIRECTORS AND KMP, INCLUDING THEIR RELATED PARTIES

Grant date Expiry date Fair value Exercise price Balance 1 Jan 2022 Granted Balance 31 Dec 2022 Vested and convertible 31 Dec 2022
Directors
Ray Shorrocks 28/09/2022 21/10/2027 $0.250 N/A - 1,000,000 1,000,000 -
Michael Naylor 28/09/2022 21/10/2027 $0.250 N/A - 8,000,000 8,000,000 -
David Southam - - - - - - - -
Shaun Hardcastle - - - - - - - -
Michael Bohm - - - - - - - -
Simon Jackson - - - - - - - -
Other KMP
Susan Field 15/08/202 21/10/2027 $0.240 N/A - 1,000,000 1,000,000 -
Totals - 10,000,000 10,000,000 -

Annual Report | 47

I-B-183


DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT (Continued)

SERVICE AGREEMENTS

Remuneration and other terms of employment for Executives are formalised in service agreements. The service agreements specify the components of remuneration, benefits and notice periods. Participation in short term and long-term incentives are at the discretion of the Board. Other major provisions of the agreements relating to remuneration are set out below.

Name and Position Term of Agreement Base Salary Excluding Superannuation Company/Employee Termination Notice Period Termination Benefit
Michael Naylor
Executive Director Ongoing commencing
25 May 2022 $120,000 p.a. 3 / 3 months 3 months' base salary plus superannuation

The Company has an agreement with Blue Leaf Corporate Pty Ltd, a company owned by Mr Michael Naylor, which provided company secretarial and financial management services provided in part by Ms Susan Field at a total cost of $118,500 in 2022 (2021: $90,000). Mr Naylor is required to give the Company 90 days' notice to terminate the contract and the Company is required to give Mr Naylor 90 days' notice to terminate the contract or payment in lieu.

LOANS TO DIRECTOR RELATED PARTIES

There were no loans to Directors of the Company, including their personally related parties, as at 31 December 2022 (2021: None).

OTHER TRANSACTIONS WITH DIRECTOR RELATED PARTIES

Shaun Hardcastle was a Partner of HWL Ebsworth Lawyers which provided legal services to the Company to the value of $4,358 during 2022 (2021: $38,787). There were no amounts owing to HWL Ebsworth Lawyers by the Company at 31 December 2022 (2021: $7,330).

Shaun Hardcastle is a Partner of Hamilton Locke Lawyers which provided legal services to the Company to the value of $137,025 during 2022 (2021: Nil). There were no amounts owing to HWL Ebsworth Lawyers by the Company at 31 December 2022 (2021: $7,330).

Blue Leaf Corporate Pty Ltd, a company owned by Michael Naylor, provided company secretarial and financial management services to the Company during 2022 to the value of $118,500 (2021: $90,000). Acting as joint company secretary, Susan Field is under contract with Blue Leaf Corporate Pty Ltd and was remunerated $60,000 (2021: $30,000) for her contribution of services to Cygnus Metals Limited which has been disclosed as remuneration in the table on page 46. There were no amounts owing to Blue Leaf Corporate Pty Ltd by the Company at 31 December 2022 (2021: $7,500).

Belltree Corporate Pty Ltd, a Company that Director Michael Naylor is a Director of, and Michael Naylor and Shaun Hardcastle have an indirect interest in, provided company secretarial services to the Company during the year ended 31 December 2022 totalling $7,000 (2021: Nil). There were no amounts owing to Belltree Corporate Pty Ltd by the Company at 31 December 2022 (2021: Nil).

During the year ended 31 December 2022 the Company paid $266,599 (2021: $36,155) for shared administrative, head office rent and head office fit-out costs to Auteco Minerals Limited, of which Ray Shorrocks and Michael Naylor are Directors. $166,887 was owing to Auteco Minerals Limited by the Company at 31 December 2022 (2021: Nil).

During the year ended 31 December 2022 the Company paid $10,694 (2021: $153,438) for shared administrative costs to Bellevue Gold Limited, a Company that Michael Naylor is a Director. There were no amounts owing to Bellevue Gold Limited by the Company at 31 December 2022 (2021: $Nil).

Annual Report | 48

I-B-184


DIRECTORS' REPORT

CYGNUS METALS

AUDITED REMUNERATION REPORT (Continued)

Terms and conditions of transactions with related parties

Transactions with related parties are made on terms equivalent to those that prevail in arm's length transactions. Outstanding balances at year-end are unsecured and interest-free and settlement occurs in cash and are presented as part of trade payables. There have been no bank guarantees provided for any related party payables.

VOTING AND COMMENTS MADE AT THE COMPANY'S LAST ANNUAL GENERAL MEETING

Cygnus received 94.64% "yes" votes on its Remuneration Report for the year ended 31 December 2021.

APPOINTMENT OF MANAGING DIRECTOR

On 4 October 2022 the Company announced the appointment of Mr David Southam as Non-Executive Director from 1 November 2022 and as Managing Director from mid-February 2023. On 13 February 2023 Mr Southam commenced as Managing Director. The material terms of Mr Southam's Managing Director employment contract are:

  • Commencement Date: 13 February 2023 on a part-time basis with transition arrangements to move to full-time
  • Term / Notice Period: Ongoing term, with termination by the Company of six months and termination by the Managing Director of three months. The Company may terminate the employment without notice in certain circumstances.
  • Remuneration: A fixed Total Remuneration Package ("TRP") of $600,000 (Full Time Equivalent), inclusive of superannuation contributions.
  • Short Term Incentive Program ("STIP"): Eligible to participate in a STIP of up to 25% of TRP subject to achievement of STIP hurdles.
  • Employee Incentives Securities Plan ("EISP"): Eligible to participate in the EISP. The Company agreed to issue 18,000,000 performance rights to Mr Southam which are linked to his commencement in the role as Managing Director on 13 February 2023.
  • The Company has also agreed to issue Long Term Incentives to Mr Southam up to 150% of the base salary component of his TRP commencing 1 July 2023.

END OF AUDITED REMUNERATION REPORT

Annual Report | 49

I-B-185


DIRECTORS' REPORT

CYGNUS METALS

MEETINGS OF DIRECTORS

During the financial year, five meetings of directors were held and attendances by each director during the year were as follows:

Number attended Number eligible to attend
Michael Bohm 5 5
David Southam 2 2
Michael Naylor 5 5
Simon Jackson - -
Ray Shorrocks 5 5
Shaun Hardcastle 5 5

Given the size of the Board the Company has decided that there are no efficiencies to be gained from forming separate committees.

SHARE OPTIONS AND PERFORMANCE RIGHTS

There are 44,000,000 share options on issue (2021: 38,000,000) and 47,900,000 performance rights on issue (2021: Nil) at the date of this report.

INDEMNIFYING OFFICERS

In accordance with the constitution, except as may be prohibited by the Corporations Act 2001, every officer of the Company shall be indemnified out of the property of the Company against any liability incurred by him in his capacity as officer or agent of the Company or any related corporation in respect of any act or omission whatsoever and howsoever occurring or in defending any proceedings, whether civil or criminal. The terms of the policy prevent disclosure of the amount of the premium payable and the level of indemnification under the insurance contract.

INDEMNIFYING OF AUDITORS

To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young Australia, as part of the terms of its audit engagement agreement, against claims by third parties arising from the audit (for an unspecified amount). No payments have been made to indemnify Ernst & Young to the date of this report.

PROCEEDINGS ON BEHALF OF THE COMPANY

No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of these proceedings.

The Company was not a party to any such proceedings during the year.

NON-AUDIT SERVICES

Ernst & Young, the Company's auditors, have not performed any other services in addition to their statutory audit duties.

The total remuneration for audit services provided during the prior and current financial years is set out in note 13 of the financial statements.

AUDITOR'S INDEPENDENCE DECLARATION

The lead auditor's independence declaration for the year ended 31 December 2022 has been received and is attached to this Directors' Report.

Annual Report | 50

I-B-186


DIRECTORS' REPORT

CYGNUS METALS

DIRECTORS' DECLARATION

This report is made in accordance with a resolution of the directors.

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David Southam

Managing Director

Dated in Perth this 31st day of March 2023.

COMPETENT PERSONS STATEMENT

The information in this annual report that relates to Exploration Results is based on and fairly represents information and supporting documentation compiled by Mr Duncan Grieve, a Competent Person who is a member of The Australasian Institute of Geoscientists. Mr Grieve is Chief Geologist and a full-time employee of Cygnus Metals and holds shares in the Company.

Mr Grieve has sufficient experience relevant to the style of mineralisation 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". Mr Grieve consents to the inclusion in this announcement of the matters based on this information in the form and context in which it appears.

FORWARD LOOKING STATEMENTS

This report may contain certain forward-looking statements and projections regarding estimated, resources and reserves; planned production and operating costs profiles; planned capital requirements; and planned strategies and corporate objectives. Such forward looking statements/ projections are estimates for discussion purposes only and should not be relied upon. They are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors many of which are beyond the control of Cygnus Metals Limited. The forward-looking statements/projections are inherently uncertain and may therefore differ materially from results ultimately achieved.

Cygnus Metals Limited does not make any representations and provides no warranties concerning the accuracy of the projections, and disclaims any obligation to update or revise any forward-looking statements/projects based on new information, future events or otherwise except to the extent required by applicable laws. While the information contained in this report has been prepared in good faith, neither Cygnus Metals or any of its directors, officers, agents, employees or advisors give any representation or warranty, express or implied, as to the fairness, accuracy, completeness or correctness of the information, opinions and conclusions contained in this presentation. Accordingly, to the maximum extent permitted by law, none of Cygnus Metals Limited, its directors, employees or agents, advisers, nor any other person accepts any liability whether direct or indirect, express or limited, contractual, tortuous, statutory or otherwise, in respect of, the accuracy or completeness of the information or for any of the opinions contained in this presentation or for any errors, omissions or misstatements or for any loss, howsoever arising, from the use of this report.

Annual Report | 51

I-B-187


EY

Building a better working world

Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843

Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au

Auditor's independence declaration to the Directors of Cygnus Metals Limited

As lead auditor for the audit of the financial report of Cygnus Metals Limited for the financial year ended 31 December 2022, I declare to the best of my knowledge and belief, there have been:

a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit;
b) no contraventions of any applicable code of professional conduct in relation to the audit; and
c) No non-audit services provided that contravene any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Cygnus Metals Limited and the entities it controlled during the financial year.

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Ernst & Young

img-3.jpeg

RJ Curtin
Partner
31 March 2023

A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
I-B-188


2022 Financial Report
For the Year ended 31 December 2022
CYGNUS METALS

CONTENTS

Consolidated Statement of Profit or Loss and Other Comprehensive Income 54
Consolidated Statement of Financial Position 55
Consolidated Statement of Changes in Equity 56
Consolidated Statement of Cash Flows 57
Notes to the Consolidated Financial Statements 58
Directors' Declaration 87
Independent Auditor's Report 88

These financial statements are the consolidated financial statements of the consolidated entity consisting of Cygnus Metals Limited (formerly Cygnus Gold Limited) and its subsidiaries. The financial statements are presented in the Australian currency.

Cygnus Metals Limited is a Company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is:

Cygnus Metals Limited
Level 2, 8 Richardson Street
WEST PERTH WA 6005

A description of the nature of the consolidated entity's operations and its principal activities is included in the Operations Review on pages 11 to 29 in the Directors' report, which is not part of these financial statements.

The financial statements were authorised for issue by the directors on 31 March 2023.

Through the use of the internet, the Company has ensured that its corporate reporting is timely, complete, and available globally at minimum cost to the Company. All press releases, financial statements and other information are available on our website: www.cygnusmetals.com.

Annual Report | 53
I-B-189


Consolidated Statement of Profit or Loss & Other Comprehensive Income

For the year ended 31 December 2022

CYGNUS METALS

Notes 2022 $ 2021 $
OTHER INCOME 3 685,203 24,883
685,203 24,883
EXPENSES
Audit and accounting (40,800) (35,550)
Compliance expenses (94,402) (67,600)
Consultants and contractors (491,519) (452,800)
Corporate costs (443,820) (135,733)
Depreciation – Property, plant and equipment 21 (40,818) (25,812)
Depreciation - Right of use assets 22 (26,266) (16,698)
Loss on sale of asset - (488)
Employee benefits expense (641,093) (338,647)
Exploration expenditure impaired 20 (841) (313,881)
Exploration and evaluation written off 20 (23,038) (4,281)
Exploration and evaluation costs (59,167) (63,865)
Interest expense on lease liability 7 (4,479) (3,546)
Share-based payments 11(b) (394,157) (558,343)
Office rental & outgoings (38,823) (90,227)
Travel and accommodation (405,161) (4,021)
Unrealised FX losses 18 (306,397) -
(3,010,781) (2,111,492)
Results from operating activities (2,325,578) (2,086,609)
Finance income 5,123 5,428
Loss before income tax (2,320,455) (2,081,181)
Income tax expense 26 (440,773) -
Loss after income tax for the year attributable to equity holders of the Company (2,761,228) (2,081,181)
Other comprehensive loss
Items that will not be reclassified subsequently to profit or loss:
Changes in fair value of financial assets (56,934) -
Total comprehensive loss for the year, net of tax attributable to equity holders of the Company (2,818,162) (2,081,181)
Loss per share attributable to equity holders of the Company:
Basic and diluted loss per share (cents per share) 12 (0.45) (1.91)

The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the Notes to the Consolidated Financial Statements.

Annual Report | 54

I-B-190


Consolidated Statement of Financial Position
As at 31 December 2022
CYGNUS METALS

Notes 2022 $ 2021 $
ASSETS
Current assets
Cash and cash equivalents 4 13,530,678 2,811,336
Trade and other receivables 5 1,779,273 75,094
Total current assets 15,309,951 2,886,430
Non-current assets
Exploration and evaluation 20 5,538,857 453,546
Property, plant and equipment 21 154,967 44,886
Right of use assets 22 - 114,527
Investments 23 397,895 -
Total non-current assets 6,091,719 612,959
TOTAL ASSETS 21,401,670 3,499,389
LIABILITIES
Current liabilities
Trade and other payables 6 3,530,497 266,256
Provisions 27,959 6,284
Lease liabilities 7 - 25,908
Total current liabilities 3,558,456 298,448
Non-current liabilities
Lease liabilities 7 - 90,855
Deferred tax liabilities 8 440,773 -
Total non-current liabilities 440,773 90,855
TOTAL LIABILITIES 3,999,229 389,303
NET ASSETS 17,402,441 3,110,086
EQUITY
Share capital and other contributed equity 9 25,260,644 10,149,146
Reserves 10 7,051,288 5,109,203
Accumulated losses (14,909,491) (12,148,263)
TOTAL EQUITY 17,402,441 3,110,086

The above Consolidated Statement of Financial Position should be read in conjunction with the Notes to the Consolidated Financial Statements.

Annual Report | 55
I-B-191


Consolidated Statement of Changes in Equity
For the year ended 31 December 2022
CYGNUS METALS

Notes Share Capital $ Other Contributed Equity $ Share-based Payment Reserve $ Asset Revaluation Reserve $ Accumulated Losses $ Total Equity $
Balance at 1 January 2021 9,130,519 - 4,313,389 - (10,067,082) 3,376,826
Loss for the year - - - - (2,081,181) (2,081,181)
Total comprehensive loss - - - - (2,081,181) (2,081,181)
Transactions with owners:
Issue of share capital 918,604 - - - - 918,604
Proceeds from share applications - 105,000 - - - 105,000
Share issue expense (4,977) - - - - (4,977)
Share-based payments - - 795,814 - - 795,814
Balance at 31 December 2021 10,044,146 105,000 5,109,203 - (12,148,263) 3,110,086
Loss for the year - - - - (3,142,960) (3,142,960)
Other comprehensive loss:
Fair value adjustment of financial assets - - - (56,934) - (56,934)
Total comprehensive loss - - - (56,934) (3,142,960) (3,199,894)
Transactions with owners:
Placement of ordinary shares 9 13,195,913 - - - - 13,195,913
Placement of Flow-Through shares 9 6,334,806 - - - - 6,334,806
Flow-Through share raise premium (2,052,304) - - - - (2,052,304)
Broker option issue expense (1,604,862) - 1,604,862 - - -
Share issue expense 9 (762,055) - - - - (762,055)
Prior Placement approved by Shareholders 105,000 (105,000) - - - -
Share-based payments 10.1(a) - - 394,157 - - 394,157
Balance at 31 December 2022 25,260,644 - 7,108,222 (56,934) (14,909,491) 17,402,441

The above Consolidated Statement of Changes in Equity should be read in conjunction with the Notes to the Consolidated Financial Statements.

Annual Report | 56
I-B-192


Consolidated Statement of Cash Flows

For the year ended 31 December 2022

CYGNUS METALS

Notes 2022 $ 2021 $
Operating activities
Payments to suppliers and employees (2,124,114) (842,715)
Payments for exploration expenditure (49,844) (63,865)
Interest received 5,276 5,365
Interest payments (4,510) (3,546)
Other income 64,919 19,746
Net cash used in operating activities 14 (2,108,273) (885,015)
Investing activities
Payments for acquisition of mining tenements (1,315,210) (4,032)
Payments for capitalised exploration expenditure (3,292,312) (672,896)
Purchase of property plant and equipment (22,704) (15,833)
Receipts from sale of mining tenements 18,060 -
Purchase of listed investments (454,830) -
Net cash used in investing activities (5,066,996) (692,761)
Financing activities
Proceeds from shares issued 9 18,991,203 918,604
Proceeds received in advance of shares issued - 105,000
Costs of shares issued 9 (761,830) (4,977)
Principal payment for leases (28,502) (15,449)
Net cash provided by financing activities 18,200,871 1,003,178
Net change in cash and cash equivalents 11,025,602 (574,598)
Effect of movement in exchange rates on cash held (306,260) -
Cash and cash equivalents, beginning of period 2,811,336 3,385,934
Cash and cash equivalents, end of year 4 13,530,678 2,811,336

The above Consolidated Statement of Cash Flows should be read in conjunction with the Notes to the Consolidated Financial Statements.

Annual Report | 57

I-B-193


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

1. Summary of Significant Accounting Policies

The principal accounting policies adopted in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to the financial years presented, unless otherwise stated. These financial statements cover Cygnus Metals Limited (formerly Cygnus Metals Limited) as a consolidated, for-profit entity consisting of Cygnus Metals Limited and its subsidiaries ('the consolidated entity' or 'the Group').

(a) Basis of preparation

These general purpose financial statements have been prepared in accordance with Australian Accounting Standards, other authoritative pronouncements and the Corporations Act 2001.

(i) Compliance with IFRS

The financial statements of Cygnus Metals Limited also comply with International Financial Reporting Standards (IFRS).

(ii) Historical cost convention

These financial statements have been prepared under the historical cost convention except for investments held at fair value through other comprehensive income.

(iii) Going Concern

The Directors believe it is appropriate to prepare the consolidated financial report on a going concern basis, which contemplates continuity of normal business activities and the realisation of assets and settlement of liabilities in the ordinary course of business.

As at 31 December 2022 the Group had current assets of $15,309,951 (2021: $2,886,430), including cash and cash equivalents of $13,530,678 (2021: 2,811,336), and current liabilities of $3,558,456 (2021: $298,448).

Management has prepared cash flow forecasts for the next twelve months under various scenarios, a number of which contemplate potential future capital raisings or other transactions and delivery of exploration projects as currently forecast. Based on these scenarios the Directors are of the view that the Group will be able to meet its commitments and pay its debts as and when they fall due, while meeting its objectives of exploring its projects as presently forecast.

The Group has potential options available to manage liquidity, including one or a combination of, a placement of shares, option conversion, entitlement offer, joint venture arrangements or sale of certain assets, and as such, the Directors have a reasonable basis to believe that the Group will have sufficient working capital for at least twelve months from the date this financial report is approved.

In the event that all of the funding options available to the Group do not transpire or there is no change to the forecasted spending pattern, there may be material uncertainty about whether it would be able to continue as a going concern and, therefore, realise its assets and discharge its liabilities in the normal course of business at the amounts stated in the financial report. The financial statements do not include any adjustment relating to the recoverability or classification of recorded asset amounts or to the amounts or classification of liabilities that might be necessary should the Group not be able to continue as a going concern.

Principles of consolidation

The consolidated financial statements comprise the financial statements of the Group. A list of controlled entities (subsidiaries) at year end is contained in note 16. The financial statements of subsidiaries are prepared for the same reporting period the parent entity, using consistent accounting policies.

Changes in the Group's interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions.

Annual Report | 58

I-B-194


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

1. Summary of Significant Accounting Policies (continued)

Parent entity disclosure

The financial information for the parent entity, Cygnus Metals Limited, disclosed in Note 17 has been prepared on the same basis as the consolidated financial statements, other than investments in subsidiaries, which have been recorded at cost less impairments.

(b) Functional and presentation currency

The functional currency of each entity within the group is measured using the currency of the primary economic environment in which that entity operates. The consolidated financial statements are presented in Australian dollars which is the parent entity's functional and presentation currency.

(c) Other income

(i) Administrative and geology services

The Company has recognised other income for the provision of administrative and geology services. In the comparative period the Group provided vehicles for hire under short-term (daily) arrangements and geology services. Other income was recognised over time as service was delivered or provided respectively.

(ii) Settlement of Flow-Through Share Liability

The issue of Flow-Through Shares ("FTS") includes an issue of ordinary shares and the sale of tax deductions. At the time the FTS are issued, the sale of tax deductions is deferred and presented as current liabilities in the statement of financial position because the Company has not yet fulfilled its obligations to pass on the tax deductions to the investor. When the Company fulfills its obligation the sale of tax deductions is recognised in the income statement as other income.

(iii) Proceeds from sale of tenements

The Company has recognised other income for the sale of tenements that it has no longer deemed to be prospective.

(d) Operating expenses

Operating expenses are recognised in profit or loss on an accruals basis.

(e) Cash and cash equivalents

Cash and short-term deposits in the statement of financial position comprise cash at banks and on hand and short-term deposits with a maturity of three months or less, which are subject to an insignificant risk of changes in value. For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above, which are considered an integral part of the Group's cash management.

(f) Equity and reserves

Share capital represents the fair value of consideration received for shares that have been issued. Any transaction costs associated with the issuing of shares are deducted from share capital, net of any related income tax benefits.

Where, at balance date, the Group has received applications for shares and the corresponding subscription monies before issuing shares, the Group accounts for the receipt of funds at the fair value of the consideration received as Other Contributed Equity.

Retained earnings include all current and prior period retained profits.

Refer to Note 1(p) for the Group's accounting policy on Flow-Through Shares.

Annual Report | 59

I-B-195


Notes to the Consolidated Financial Statements
For the year ended 31 December 2022
CYGNUS METALS

  1. Summary of Significant Accounting Policies (continued)

The Group maintains a share base payments reserve which accumulates the value recognised as a result of share-based awards issued to employees or contractors for services rendered. Where amounts have accumulated in the reserve and the underlying instruments expire, amounts are transferred from the reserve to retained earnings. Where amounts have accumulated in the reserve and the underlying instruments have vested or been exercised, amounts are transferred from the reserve to share capital. In the event that awards are forfeited, balances that have accumulated in the reserve are reversed through the profit or loss.

(g) Income taxes

Tax expense recognised in profit or loss comprises the sum of deferred tax and current tax not recognised in other comprehensive income or directly in equity.

Current income tax assets and/or liabilities comprise those obligations to, or claims from, the Australian Taxation Office ('ATO') and other fiscal authorities relating to the current or prior reporting periods that are unpaid at the reporting date. Current tax is payable on taxable profit, which differs from profit or loss in the financial statements. Calculation of current tax is based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period.

Deferred income taxes are calculated using the liability method on temporary differences between the carrying amounts of assets and liabilities and their tax bases. However, deferred tax is not provided on the initial recognition of goodwill or on the initial recognition of an asset or liability unless the related transaction is a business combination or affects tax or accounting profit. Deferred tax on temporary differences associated with investments in subsidiaries and joint arrangements is not provided if reversal of these temporary differences can be controlled by the Group and it is probable that reversal will not occur in the foreseeable future.

Deferred tax assets and liabilities are calculated, without discounting, at tax rates that are expected to apply to their respective period of realisation, provided they are enacted or substantively enacted by the end of the reporting period.

Deferred tax assets are recognised to the extent that it is probable that they will be able to be utilised against future taxable income, based on the Group's forecast of future operating results which is adjusted for significant non- taxable income and expenses and specific limits to the use of any unused tax loss or credit. Deferred tax liabilities are always provided for in full. Deferred tax assets and liabilities are offset only when the Group has a right and intention to set off current tax assets and liabilities from the same taxation authority.

Changes in deferred tax assets or liabilities are recognised as a component of tax income or expense in profit or loss, except where they relate to items that are recognised in other comprehensive income (such as the revaluation of land) or directly in equity, in which case the related deferred tax is also recognised in other comprehensive income or equity, respectively.

(h) Employee benefits

Wages and salaries and annual leave:

Short-term employee benefits are benefits, other than termination benefits, that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service. Examples of such benefits include wages and salaries, non-monetary benefits and accumulating sick leave. Short-term employee benefits are measured at the undiscounted amounts expected to be paid when the liabilities are settled.

Annual Report | 60
I-B-196


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

1. Summary of Significant Accounting Policies (continued)

(i) Financial instruments

Financial assets and financial liabilities are recognised in the Group’s statement of financial position when the Group becomes a party to the contractual provisions of the instrument.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets or financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or loss.

Financial Assets

All recognised financial assets are measured subsequently in their entirety at either amortised cost or fair value, depending on the classification of the financial assets.

Classification of financial assets

Debt instruments that meet the following conditions are measured subsequently at amortised cost:

  • The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
  • The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

(i) Amortised costs and effective interest method

The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest income over the relevant period.

For financial assets other than purchased or originated credit-impaired financial assets (i.e. assets that are credit-impaired on initial recognition), the effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) excluding expected credit losses, through the expected life of the debt instrument, or, where appropriate, a shorter period, to the gross carrying amount of the debt instrument on initial recognition.

The amortised cost of a financial asset is the amount at which the financial asset is measured at initial recognition minus the principal repayments, plus the cumulative amortisation using the effective interest method of any difference between that initial amount and the maturity amount, adjusted for any loss allowance. The gross carrying amount of a financial asset is the amortised cost of a financial asset before adjusting for any loss allowance.

Interest income is recognised using the effective interest method for debt instruments measured subsequently at amortised cost and at FVTOCI. For financial assets other than purchased or originated credit-impaired financial assets, interest income is calculated by applying the effective interest rate to the gross carrying amount of a financial asset, except for financial assets that have subsequently become credit-impaired.

Interest income is recognised in profit or loss and is included in the ‘finance income’ line item.

Annual Report | 61

I-B-197


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

1. Summary of Significant Accounting Policies (continued)

(ii) Equity instruments designated as at FVTOCI

On initial recognition, the Group may make an irrevocable election (on an instrument-by-instrument basis) to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognised by an acquirer in a business combination.

A financial asset is held for trading if:

  • it has been acquired principally for the purpose of selling it in the near term; or
  • on initial recognition it is part of a portfolio of identified financial instruments that the Group manages together and has evidence of a recent actual pattern of short-term profit-taking; or
  • it is a derivative (except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument).

Investments in equity instruments at FVTOCI are initially measured at fair value plus transaction costs. Subsequently, they are measured at fair value with gains and losses arising from changes in fair value recognised in other comprehensive income and accumulated in the Investment Revaluation Reserve. The cumulative gain or loss is not reclassified to profit or loss on disposal of the equity investments, instead, it is transferred to retained earnings.

Dividends on these investments in equity instruments are recognised in profit or loss in accordance with IFRS 9, unless the dividends clearly represent a recovery of part of the cost of the investment. Dividends are included in the 'finance income' line item in profit or loss.

The Group designated all investments in equity instruments that are not held for trading as at FVTOCI on initial recognition (see Note 23).

Foreign exchange gains and losses

The carrying amount of financial assets that are denominated in a foreign currency is determined in that foreign currency and translated at the spot rate at the end of each reporting period. Specifically:

  • for financial assets measured at amortised cost that are not part of a designated hedging relationship, exchange differences are recognised in profit or loss in the 'other gains and losses' line item;
  • for debt instruments measured at FVTOCI that are not part of a designated hedging relationship, exchange differences on the amortised cost of the debt instrument are recognised in profit or loss. Other exchange differences are recognised in other comprehensive income in the investments revaluation reserve;
  • for financial assets measured at FVTPL that are not part of a designated hedging relationship, exchange differences are recognised in profit or loss; and
  • for equity instruments measured at FVTOCI, exchange differences are recognised in other comprehensive income in the investments revaluation reserve.

Impairment of financial assets

The Group recognises a loss allowance for expected credit losses on investments in debt instruments that are measured at amortised cost or at FVTOCI, lease receivables, trade receivables and contract assets, as well as on financial guarantee contracts. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument.

Annual Report | 62

I-B-198


Notes to the Consolidated Financial Statements
For the year ended 31 December 2022
CYGNUS METALS

1. Summary of Significant Accounting Policies (continued)

The Group always recognises lifetime ECL (expected credit losses) for trade receivables, contract assets and lease receivables. The expected credit losses on these financial assets are estimated using a provision matrix based on the Group's historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate.

For all other financial instruments, the Group recognises lifetime ECL when there has been a significant increase in credit risk since initial recognition. However, if the credit risk on the financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECL.

Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECL represents the portion of lifetime ECL that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.

The Group recognises an impairment gain or loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account, except for investments in debt instruments that are measured at FVTOCI, for which the loss allowance is recognised in other comprehensive income and accumulated in the investment revaluation reserve, and does not reduce the carrying amount of the financial asset in the statement of financial position.

Derecognition of financial assets

The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognises its retained interest in the asset and an associated liability for amounts it may have to pay.

If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received.

On derecognition of a financial asset measured at amortised cost, the difference between the asset's carrying amount and the sum of the consideration received and receivable is recognised in profit or loss.

In contrast, on derecognition of an investment in an equity instrument which the Group has elected on initial recognition to measure at FVTOCI, the cumulative gain or loss previously accumulated in the investments revaluation reserve is not reclassified to profit or loss, but is transferred to retained earnings.

Financial liabilities and equity

Classification as debt or equity

Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Group are recognised at the proceeds received, net of direct issue costs.

Repurchase of the Company's own equity instruments is recognised and deducted directly in equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Company's own equity instruments.

Annual Report | 63
I-B-199


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

1. Summary of Significant Accounting Policies (continued)

Financial liabilities

All financial liabilities are measured subsequently at amortised cost using the effective interest method or at FVTPL. However, financial liabilities that arise when a transfer of a financial asset does not qualify for derecognition or when the continuing involvement approach applies, and financial guarantee contracts issued by the Group, are measured in accordance with the specific accounting policies set out below.

Financial liabilities measured subsequently at amortised cost

Financial liabilities that are not (i) contingent consideration of an acquirer in a business combination, (ii) held for trading, or (iii) designated as at FVTPL, are measured subsequently at amortised cost using the effective interest method.

The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to the amortised cost of a financial liability.

Foreign exchange gains and losses

For financial liabilities that are denominated in a foreign currency and are measured at amortised cost at the end of each reporting period, the foreign exchange gains and losses are determined based on the amortised cost of the instruments. These foreign exchange gains and losses are recognised in the profit or loss for financial liabilities that are not part of a designated hedging relationship. For those which are designated as a hedging instrument for a hedge of foreign currency risk, foreign exchange gains and losses are recognised in other comprehensive income and accumulated in a separate component of equity.

Derecognition of financial liabilities

The Group derecognises financial liabilities when, and only when, the Group’s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in profit or loss.

When the Group exchanges with the existing lender one debt instrument into another one with the substantially different terms, such exchange is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. Similarly, the Group accounts for substantial modification of terms of an existing liability or part of it as an extinguishment of the original financial liability and the recognition of a new liability.

It is assumed that the terms are substantially different if the discounted present value of the cash flows under the new terms, including any fees paid net of any fees received and discounted using the original effective rate is at least 10 per cent different from the discounted present value of the remaining cash flows of the original financial liability. If the modification is not substantial, the difference between: (i) the carrying amount of the liability before the modification; and (ii) the present value of the cash flows after modification is recognised in profit or loss as the modification gain or loss within other gains and losses.

Annual Report | 64

I-B-200


Notes to the Consolidated Financial Statements
For the year ended 31 December 2022
CYGNUS METALS

  1. Summary of Significant Accounting Policies (continued)

(h) Impairment of assets (other than exploration and evaluation assets)

Non-financial assets

The carrying amounts of the Group’s non-financial assets, other than deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated.

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the “cash-generating unit” or “CGU”).

The Group’s corporate assets do not generate separate cash inflows. If there is an indication that a corporate asset may be impaired, then the recoverable amount is determined for the CGU to which the corporate asset belongs.

An impairment loss is recognised if the carrying amount of an asset or its CGU exceeds its estimated recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of CGUs are allocated to the carrying amounts of the assets in the unit (group of units) on a pro rata basis.

Impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

(i) Other receivables

Other receivables, which generally have 30 day terms, are recognised initially at fair value and subsequently carried at amortised cost using the effective interest method, less an allowance for expected credit loss if required. Bad debts are written off when identified.

(j) Trade and other payables

Liabilities for creditors and other amounts are carried at amortised cost, which is the present value of the consideration to be paid in the future for goods and services received, whether or not billed to the consolidated entity. The carrying period is generally between 30 to 45 days, which is within the Groups accepted terms.

(j) Exploration and evaluation expenditure

Exploration, evaluation and development expenditures incurred are capitalised in respect of each identifiable area of interest. These costs are only capitalised to the extent that they are expected to be recovered through the successful development of the area or where activities in the area have not yet reached a stage that permits reasonable assessment of the existence of economically recoverable reserves.

Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which the decision to abandon the area is made.

When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the rate of depletion of the economically recoverable reserves.

A regular review is undertaken of each area of interest to determine the appropriateness of continuing to capitalise costs in relation to that area of interest.

Annual Report | 65
I-B-201


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

1. Summary of Significant Accounting Policies (continued)

Costs of site restoration are provided over the life of the project from when exploration commences and are included in the costs of that stage. Site restoration costs include the dismantling and removal of mining plant, equipment and building structures, waste removal, and rehabilitation of the site in accordance with local laws and regulations and clauses of permits. Such costs have been determined using estimates of future costs, current legal requirements and technology on an undiscounted basis.

Any changes in the estimates for the costs are accounted on a prospective basis. In determining the costs of site restoration, there is uncertainty regarding the nature and extent of the restoration due to community expectations and future legislation. Accordingly, the costs have been determined on the basis that the restoration will be completed within one year of abandoning the site.

(k) Property, plant and equipment

Recognition and Measurement

Items of property, plant and equipment are measured at cost less accumulated depreciation and impairment losses. Costs include expenditures that are directly attributable to the acquisition of the asset.

Subsequent Costs

Subsequent expenditure is only capitalised when it is probable that the future economic benefits associated with the expenditure will flow to the Group.

Ongoing repairs and maintenance are expensed as incurred.

Depreciation

Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. The expected useful lives in the current and comparative period are as follows:

IT equipment 2 – 3 years
Plant and equipment 2 – 3 years
Motor vehicle 5 years

The estimated useful lives, depreciation methods and residual values are reviewed at the end of each reporting period.

(l) Share-based payments

The Group operates equity-settled share-based remuneration plans for its employees.

All goods and services received in exchange for the grant of any share-based payment are measured at their fair values. Where employees have been rewarded using share-based payments, the fair values have been determined indirectly by reference to the fair value of the equity instruments granted. Where consultants have been rewarded using share-based payments, the Group determines the fair value with direct reference to the fair value of the service unless this cannot be determined at which point the fair value is determined indirectly by reference to the fair value of the equity instrument granted. In the circumstances for this financial report, for consultants, the fair value of the services could not be readily determined with reference to a service contract and the contracts have no defined period of service to which the award pertains. Therefore, the fair value has been determined indirectly by reference to the fair value of the equity instrument granted. Fair value with reference to the equity instrument is appraised at the grant date and excludes the impact of non-market vesting conditions (for example profitability and sales growth targets and performance conditions).

All share-based remuneration is ultimately recognised as an expense in profit or loss with a corresponding credit to the share-based payment reserve. Where vesting periods exist, the total expense is recognised straight-line over the vesting period. Where vesting conditions are non-market based, the expense is based on the best available estimate of the number of instruments expected to vest. Where the vesting conditions are market based, the Group uses a pricing model to determine the fair value of each instrument.

Annual Report | 66

I-B-202


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

  1. Summary of Significant Accounting Policies (continued)

The fair value of share-based payments to asset vendors is determined with reference to the fair value of the equity instruments issued as consideration for the assets acquired per the terms of the relevant asset purchase agreement. If the fair value of the transactions cannot be estimated with direct reference to the fair value of the asset received given limited fair value information over the asset available at the time of the transaction, the fair value of each instrument is estimated using the latest trading price of the shares relative to the date of completion of the sale.

(o) Goods and Services Tax (GST)

Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the Statement of Financial Position are shown inclusive of GST.

Cash flows are presented in the statement of cash flows on a gross basis, except for the GST components of investing and financing activities, which are disclosed as operating cash flows.

(p) Flow-Through Shares

Flow-through shares may be issued to finance a portion of an exploration program. A flow-through share agreement transfers the tax deductibility of qualifying resource expenditures to investors. On issuance, the Company divides the flow-through share into i) a flow-through share premium, equal to the estimated premium, if any, investors pay for the flow-through feature, which is recognised as a liability, and ii) issued capital. Share capital for shares issued is recognised at fair value with the residual value, or flow-through share premium, recognised as current liabilities.

The Company has elected to apply the renunciation process prospectively and has relied upon the "look-back" rule which allows the Company to renounce eligible expenditures incurred up to an entire calendar year (i.e. 2023) following the last day of the calendar year in which the FTS are issued (i.e. 2022)

At initial recognition the sale of tax deductions is deferred and presented as other liabilities in the balance sheet as the entity has not yet fulfilled its obligations to pass on the tax deductions to the investor.

Upon expenses being incurred, the Company derecognises the liability and the premium is recognised as other income. The exploration spend also gives rise to a deferred tax liability which is recognised as the difference between the carrying value and tax base of the qualifying expenditure for the amount of the tax reduction renounced to the investors.

(q) Interests in joint arrangements

Joint arrangements are those arrangements in which the Group has joint control, established by contractual agreement and requiring unanimous consent for strategic, financial and operating decisions. Joint arrangements are classified as either joint operations or a joint venture, based on the contractual rights and obligations between the parties to the arrangement.

Joint operations: In a joint operation the Group has rights to the assets and obligations for the liabilities relating to the arrangement. This includes situations in which the parties benefit from the joint activity through the sharing of output, rather than by receiving a share of results of trading. Interests in joint operations are reported in the Financial Statements by including the Group's proportionate share of assets employed in the arrangement, the share of liabilities incurred in relation to the arrangement and the share of any revenue or expenses earned or incurred.

Joint ventures: A joint venture is a joint arrangement in which the parties that share joint control have rights to the net assets of the arrangement. A separate vehicle, not the parties, will have the rights to the assets and obligations to the liabilities relating to the arrangement. More than an insignificant amount of output is sold to third parties, which indicates the joint venture is not dependent on the parties to the arrangement for funding. Joint ventures are accounted for using the equity accounting method.

Annual Report | 67

I-B-203


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

  1. Summary of Significant Accounting Policies (continued)

(r) New and amended accounting standards and interpretations issued but not yet effective

Certain new and amended accounting standards and interpretations have been published that are not mandatory for 31 December 2022 reporting periods and have not been early adopted by the Company.

The Group has assessed these new and amended standards and has determined that they do not have a material impact on the current reporting period and are not expected to have a material impact on the Company when adopted in future reporting periods.

  1. Critical Accounting Estimates and Judgements

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

In preparing this Annual Financial Report, the significant judgements and estimates made by management in applying the Entity's accounting policies and the key sources of estimation uncertainty are detailed below.

Critical Estimates

Exploration and Evaluation Expenditure – Impairment

Determining the recoverability of exploration and evaluation expenditure capitalised in accordance with the Group's accounting policy requires estimates and assumptions as to future events and circumstances. In particular, whether successful development and commercial exploitation, or alternatively sale, of the respective areas of interest will be achieved. Critical to this assessment is estimates and assumptions as to the presence of mineral reserves, timing of expected cash flows, exchange rates, commodity prices and future capital requirements.

Changes in these estimates and assumptions as new information about the presence or recoverability of a mineral reserve becomes available, may impact the assessment of the recoverable amount of exploration and evaluation assets. If, after having capitalised the expenditure a judgement is made that recovery of the expenditure is unlikely, an impairment loss is recorded in the statement profit or loss and other comprehensive income.

Critical Judgments

Exploration and Evaluation Expenditure

The entity carries exploration and evaluation expenditure as assets for expenditure accumulated on areas of interest where it is considered likely to be recoverable. The Group judges this to be the case where the Group has right of tenure over an area of interest, has substantive expenditure budgeted for the area of interest and the exploration activities have not yet resulted in sufficient information that would indicate the amounts are not recoverable up to the asset carrying value.

  1. Other income
2022 2021
$ $
Provision of geology and administrative services 92,498 24,883
Proceeds from the sale of tenements 18,060 -
Settlement of flow-through share liability 574,645 -
Other income 685,203 24,883

Annual Report | 68

I-B-204


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

  1. Cash and cash equivalents
2022 2021
$ $
Cash at bank and on hand 13,510,678 1,031,336
Short-term deposits 20,000 1,780,000
Cash and cash equivalents 13,530,678 2,811,336

Cash at bank earns interest at floating rates based on daily bank deposit rates. Short-term deposits are made and have original maturities of less than 3 months, depending on the immediate cash requirements of the Group, and earn interest at the respective short-term deposit rates.

  1. Trade and other receivables
2022 2021
$ $
Trade and other receivables 167,267¹ 25,101
Advances to joint operations manager - 36,210
Prepayments 1,592,006² 13,783
Trade and other receivables 1,779,273 75,094

Note:
¹ – Relates to GST receivable and amounts owing from the recharged of share administration costs.
² – $1,516,406 relates to a deposit paid to the Company’s Canadian contractor responsible for undertaking the Company’s Canadian drill campaigns.

All amounts are short-term. The carrying values of trade and other receivables are considered to be a reasonable approximation of fair value.

  1. Trade and other payables
2022 2021
$ $
Trade payables 1,278,254 93,857
Other payables 774,584 172,406
Flow-through share premium liability 1,477,659 -
Trade and other payables 3,530,497 266,256

All amounts are short-term. The carrying values of trade and other payables are considered to be a reasonable approximation of fair value

Annual Report | 69

I-B-205


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

7. Lease liabilities

| | 2022
$ | 2021
$ |
| --- | --- | --- |
| Current | - | 25,908 |
| Non-Current | - | 90,855 |
| Lease liabilities | - | 116,763 |
| Amount recognised in profit or loss | | |
| Interest expense incurred on lease liability | 4,479 | 3,546 |

During the current reporting period the Company terminated its lease agreement for its Perth head office. From November 2022 the Company is party to a cost sharing agreement for its new Perth head office premises and no related Right-of-Use asset or lease liability has been recognised.

8. Non-current liabilities – Deferred tax liabilities

| | 2022
$ | 2021
$ |
| --- | --- | --- |
| Deferred tax liability comprises temporary differences attributable to: | | |
| Opening balance | - | - |
| Temporary difference on relinquishment of qualifying expenditure to investors | 440,773 | - |
| Deferred tax liability | 440,773 | - |

Annual Report | 70

I-B-206


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

9. Share capital and other contributed equity

The share capital of Cygnus consists only of fully paid ordinary shares; the shares do not have a par value. All shares are equally eligible to receive dividends and the repayment of capital and represent one vote at the shareholder meetings of the Company.

Other contributed equity comprises share subscription monies received in advance of issuing of the shares.

| | 2022
Shares and
shares to be
issued | 2021
Shares and
shares to be
issued | 2022
$ | 2021
$ |
| --- | --- | --- | --- | --- |
| Issued capital | 183,874,212 | 116,407,961 | 28,917,672 | 10,044,147 |
| Other contributed equity | - | 913,044 | - | 105,000 |
| Share capital and other contributed equity | 183,874,212 | 117,321,005 | 28,917,672 | 10,149,147 |
| | | | | |
| | Date | Shares | Issue Price $ | Total $ |
| Opening balance 1 January 2021 | | 108,070,098 | | 9,130,519 |
| Shares issued on vesting of performance rights | | 350,000 | - | - |
| Share issue | 16/11/21 | 7,987,863 | 0.115 | 918,604 |
| Other contributed equity | 20/01/22¹ | 913,044 | 0.115 | 105,000 |
| Share issue costs | | - | | (4,977) |
| Closing balance at 31 December 2021 | | 117,321,005 | | 10,149,146 |
| Share issue | 21/01/22 | 664,310 | 0.115 | 76,760 |
| Share issue | 8/08/22 | 29,200,000 | 0.125 | 3,650,000 |
| Share issue | 21/10/22 | 4,240,000 | 0.125 | 530,000 |
| Share issue – Advisors | 21/10/22 | 2,000,000 | - | - |
| Share issue – Employee | 18/11/22 | 500,000 | - | - |
| Share issue – Flow-through shares | 23/11/22 | 8,677,817 | 0.730 | 6,334,806 |
| Share issue - Directors | 29/11/22 | 1,142,861 | 0.350 | 400,000 |
| Share issue – Project acquisition | 29/11/22 | 1,946,400 | 0.277 | 539,153 |
| Share issue | 16/12/22 | 18,181,819 | 0.440 | 8,000,000 |
| Less flow-through share premium | | - | - | (2,052,304) |
| Broker option issue cost | | - | - | (1,604,498) |
| Share issue costs | | - | - | (762,055) |
| Closing balance at 31 December 2022 | | 183,874,212 | | 25,260,644 |

1 - Share application monies were received from participating directors in advance, pending shareholder approval which was sought and was received at a General Meeting of Shareholders, held on 23 December 2021. These shares were subsequently issued on 20 January 2022.

Each share has the same right to receive dividend and the repayment of capital and represents one vote at the shareholders' meeting of Cygnus Metals Limited.

Note:

Annual Report | 71

I-B-207


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

10. Reserves

2022 2021
$ $
Share-based payment reserve 7,108,222 5,109,203
Investment revaluation reserve (56,934) -
Total reserves 7,051,288 5,109,203

11. Share-based payments

(a) Share options

The share-based payment reserve records items recognised on valuation of director, employee and contractor share options and performance rights. Information relating to options issued, exercised and lapsed during the current and comparative financial year and outstanding at the end of the current and comparative financial year, is set out below.

Grant Date Expiry date Exercise price Balance at start of year Granted during the period Exercised during the period Balance at the end of the period Vested and exercisable at end of the period
2022
22/09/2020 22/09/2023 $0.08 29,500,000 - - 29,500,000 29,500,000
07/11/2021 15/11/2024 $0.16 5,000,000 - - 5,000,000 5,000,000
23/12/2021 21/01/2025 $0.16 3,500,000 - - 3,500,000 3,500,000
21/10/2022 21/10/2025 $0.25 - 1,500,000 - 1,500,000 1,500,000
21/10/2022 21/10/2025 $0.50 - 1,500,000 - 1,500,000 1,500,000
21/10/2022 21/10/2025 $0.75 - 1,500,000 - 1,500,000 1,500,000
21/10/2022 21/10/2025 $1.00 - 1,500,000 - 1,500,000 1,500,000
38,000,000 6,000,000 - 44,000,000 44,000,000
Weighted average exercise price: $0.14 $0.63 $0.17 $0.17
Weighted average remaining contractual life: 1.25 years
2021
22/09/2020 22/09/2023 $0.08 29,500,000 - - 29,500,000 29,500,000
07/11/2021 16/11/2024 $0.16 - 5,000,000 - 5,000,000 5,000,000
23/12/2021 21/01/2025 $0.16 - 3,500,000 3,500,000 3,500,000
29,500,000 8,500,000 - 38,000,000 38,000,000
Weighted average exercise price: $0.08 $0.16 $0.10 $0.10
Weighted average remaining contractual life: 2.00 years

Annual Report | 72

I-B-208


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

11. Share-based payments (continued)

Fair value of unlisted options granted

There were no options granted during the current reporting period.

The fair value at grant date stated in the table for options on issue at the end of the current reporting period was determined using the Black-Scholes valuation methodology for options granted and takes into account the following inputs set out in the table below.

Share price volatility has been based on the normalised volatility of the Group's shares for a historical period equivalent to the time to expiry of the unlisted options issued. Total share-based payment transactions recognised during the comparative period are as set out below.

Number Grant date & vesting date Expiry date Fair value of option at grant date Option exercise price Risk free interest rate Expected volatility Notes Total value
$ $ % % $
2021
5,000,000^{1} 07/11/2021 16/11/2024 0.0950 0.16 0.90 100 474,942
3,500,000^{2} 23/12/2021 20/01/2025 0.0917 0.16 0.90 100 320,872
8,500,000 11(c) 795,814

Notes:

1 - On 16 November 2021 there was a total of 5,000,000 unlisted options issued to key management personnel and a consultant, with an exercise price of $0.16 and expiring on 16 November 2024.
2 - Shareholders approved at a General Meeting of Shareholders held on 23 December 2021 the issue of 3,500,000 unlisted options to Ray Shorrocks (or his nominee), with an exercise price of $0.16. The unlisted options were subsequently issued on 20 January 2022, expiring on 20 January 2025.

(b) Performance rights

Information relating to performance rights issued and lapsed during the current financial year and outstanding at the end of the current financial year, is set out below. There were no performance rights issued in the comparative period.

Tranche Grant Date Vesting date Expiry date Balance at start of year Granted Balance at end of year Vested and exercisable at end of the period Value of rights expensed during the year $
A 15/08/2022 21/10/2026 21/10/2027 - 8,350,000 8,350,000 - 97,388
B 15/08/2022 21/10/2026 21/10/2027 - 8,350,000 8,350,000 - 97,388
C 28/09/2022 21/10/2026 21/10/2027 - 4,500,000 4,500,000 - 54,671
D 28/09/2022 21/10/2026 21/10/2027 - 4,500,000 4,500,000 - 54,671
E 4/10/2022 21/10/2026 21/10/2027 - 150,000 150,000 - 2,697
F 4/10/2022 21/10/2026 21/10/2027 - 150,000 150,000 - 2,697
G 16/11/2022 15/06/2023 30/07/2025 - 250,000 250,000 - 25,859
H 16/11/2022 15/06/2024 30/07/2025 - 250,000 250,000 - 9,456
I 16/11/2022 30/11/2024 30/11/2026 - 100,000 100,000 - 2,930
J 16/11/2022 30/09/2023 30/09/2025 - 300,000 300,000 - 20,590
K 19/11/2022 21/10/2026 21/10/2027 - 1,000,000 1,000,000 - 12,905
L 19/11/2022 21/10/2026 21/10/2027 - 1,000,000 1,000,000 - 12,905
- 28,900,000 28,900,000 - 394,157

Annual Report | 73

I-B-209


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

11. Share-based payments (continued)

The terms of performance rights issued during the year include:

Tranche Vesting conditions
A,C,E,K The Company reporting a JORC compliant Inferred Mineral Resource of 5MT at a minimum grade of 0.8% Li₂O on or before 21 October 2026.
B,D,F,L The Company reporting a JORC compliant Inferred Mineral Resource of 10MT at a minimum grade of 0.8% Li₂O on or before 21 October 2026.
G Remaining an officeholder, employee or consultant of the Company (or a wholly owned subsidiary) at all times up to and including 15 June 2023.
H Remaining an officeholder, employee or consultant of the Company (or a wholly owned subsidiary) at all times up to and including 15 June 2024.
I Remaining an officeholder, employee or consultant of the Company (or a wholly owned subsidiary) at all times up to and including 30 November 2024.
J Vesting of 30 September 2023 subject to remaining an officeholder, employee or consultant of the Company at all times up to and including the vesting date, zero breaches of heritage and safety systems, and other exploration related vesting conditions.

Fair value of performance rights

The following table illustrates the inputs used to calculate the fair value of performance rights issued during the current reporting period:

Tranche A,B C,D E,F G
Share price at grant date $0.240 $0.25 $0.37 $0.485
Vesting test date 21/10/26 21/10/26 21/10/26 15/6/23
Expiry date 21/10/27 21/10/27 21/10/27 30/7/25
Days to expiry 1,893 1,849 1,843 987
Number issued 16,700,000 9,000,000 300,000 250,000
Valuation per right $0.24 $0.25 $0.37 $0.485
Valuation per class of rights $4,008,000 $2,250,000 $111,000 $121,250
Tranche H I J K,L
Share price at grant date $0.485 $0.485 $0.485 $0.440
Vesting test date 15/6/24 30/11/24 30/09/23 21/10/26
Expiry date 30/7/25 30/11/26 30/09/25 21/10/27
Days to expiry 987 1,475 1,049 1,797
Number issued 250,000 100,000 300,000 2,000,000
Valuation per right $0.485 $0.485 $0.485 $0.440
Valuation per class of rights $121,250 $48,500 $145,500 $880,000

Annual Report | 74

I-B-210


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

11. Share-based payments (continued)

(c) Summary of share-based payments

2022 2021
Share-based payments – Unlisted Options – Key Management Personnel - 558,343
Share-based payments – Performance Rights 394,157 -
Share-based payments – Unlisted Options – Consultants¹ - 237,471
Totals 394,157 795,814

Note:

1 - The fair value determined for these unlisted Options is included in consultants and contractor expenses for the comparative period of $452,800 as disclosed in the Statement of Profit or Loss and Other Comprehensive Income.

12. Loss per share

Both the basic and diluted loss per share have been calculated using the loss attributable to shareholders of the Company as the numerator (i.e. no adjustments to loss were necessary in either 2022 or 2021).

2022 $ 2021 $
Net loss attributable to ordinary equity holders of the Company (2,761,228) (2,081,181)
Weighted average number of ordinary shares outstanding during the year used in calculating basic and diluted loss per share 618,913,430 109,313,665
Basic and diluted loss per share (cents per share) (0.45) (1.91)

As at 31 December 2022, the Group had 44,000,000 unlisted share options exercisable (2021: 38,000,000), which are not included in diluted loss per share since they are antidilutive for the periods presented.

13. Auditor remuneration

2022 $ 2021 $
Audit and review of financial statements
Auditors of Cygnus Metals Limited – Ernst & Young 40,000 30,000
Total auditor’s remuneration 40,000 30,000

Annual Report | 75

I-B-211


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

  1. Reconciliation of cash flows from operating activities
Notes 2022 $ 2021 $
Loss for the period (2,761,228) (2,081,181)
Depreciation and amortisation 40,818 25,812
Depreciation on right of use assets 26,266 16,698
Exploration and evaluation impairment costs 841 313,881
Exploration and evaluation write-off costs 23,038 4,281
Share-based payment expense – Unlisted Options - Consultants 11(c) - 237,471
Share-based payment expense – Unlisted options - KMP 11(c) - 558,343
Share-based payment expense – Performance rights 11(c) 394,157 -
Unrealised foreign exchange losses 306,397 -
Deferred tax expense 440,773 -
Settlement of Flow-Through Share liability 574,645 -
Other 384,408 (8,252)
Net changes in working capital:
Change in trade and other receivables 1,704,179 (42,973)
Change in employee benefits provisions 21,675 12,968
Change in trade and other payables (3,264,241) 77,937
Net cash used in operating activities (2,108,273) (885,015)
  1. Related Party Transactions

KMP remuneration

2022 2021
$ $
Short term employee benefits 456,294 374,210
Post-employment benefits 16,001 14,617
Share-based payments 121,006 558,343
Total 593,301 947,170

Individual Directors and executive’s compensation disclosures

Information regarding individual directors and executive’s compensation and some equity instruments disclosures as required by Corporations Regulations 2M.3.03 is provided in the Remuneration Report section of the Directors’ Report on pages 42 to 49.

Apart from the details disclosed in this note, no director has entered into a material contract with the Company since the end of the previous financial year and there were no material contracts involving directors’ interests existing at the end of the current period.

15.1 Other related party transactions and arrangements

All other transactions and arrangements with other related parties are made on normal commercial terms and conditions and at deemed market rates. These included the following.

Shaun Hardcastle was a Partner of HWL Ebsworth Lawyers which provided legal services to the Company to the value of $4,358 during 2022 (2021: $38,787). There were no amounts owing to HWL Ebsworth Lawyers by the Company at 31 December 2022 (2021: $7,330).

Annual Report | 76

I-B-212


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

Shaun Hardcastle is a Partner of Hamilton Locke Lawyers which provided legal services to the Company to the value of $137,025 during 2022 (2021: Nil). There were no amounts owing to HWL Ebsworth Lawyers by the Company at 31 December 2022 (2021: $7,330).

Blue Leaf Corporate Pty Ltd, a company owned by Michael Naylor, provided company secretarial and financial management services to the Company during 2022 to the value of $118,500 (2021: $90,000). Acting as joint company secretary, Susan Field is under contract with Blue Leaf Corporate Pty Ltd and was remunerated $60,000 (2021: $30,000) for her contribution of services to Cygnus Metals Limited. There were no amounts owing to Blue Leaf Corporate Pty Ltd by the Company at 31 December 2022 (2021: $7,500).

Belltree Corporate Pty Ltd, a Company that Director Michael Naylor is a Director of and Shaun Hardcastle has an indirect interest in, provided company secretarial services to the Company during the year ended 31 December 2022 totalling $7,000 (2021: Nil). There were no amounts owing to Belltree Corporate Pty Ltd by the Company at 31 December 2022 (2021: Nil).

During the year ended 31 December 2022 the Company paid $18,342 (2021: Nil) for shared administrative costs to Bellavista Resources Ltd, a Company that Michael Naylor is a Non-Executive Director. $14,425 was owing to Bellavista Resources Ltd by the Company at 31 December 2022 (2021: Nil).

During the year ended 31 December 2022 the Company paid $266,599 (2021: $36,155) for shared administrative and head office fit-out costs to Auteco Minerals Limited, a Company that Michael Naylor is a Non-Executive Director. $166,887 was owing to Auteco Minerals Limited by the Company at 31 December 2022 (2021: Nil).

During the year ended 31 December 2022 the Company paid $10,694 (2021: $153,438) for shared administrative costs to Bellevue Gold Limited, a Company that Michael Naylor is a Non-Executive Director. There were no amounts owing to Bellevue Gold Limited by the Company at 31 December 2022 (2021: $Nil).

Terms and conditions of transactions with related parties

Transactions with related parties are made on terms equivalent to those that prevail in arm's length transactions. Outstanding balances at year-end are unsecured and interest-free and settlement occurs in cash and are presented as part of trade payables. There have been no bank guarantees provided for any related party payables.

  1. Subsidiaries
Name of Entity Country of Incorporation 2022 2021
Parent Entity
Cygnus Metals Limited Australia 100 100
Subsidiary
Deneb Resources Pty Ltd Australia 100 100
Cygnus Gold (Projects) Pty Ltd Australia 100 100
Cygnus (JV Projects) Pty Ltd Australia 100 100
Avenir Metals (Australia) Pty Ltd Australia 100 -
Avenir Metals (Canada) Limited Canada 100 -

Annual Report | 77

I-B-213


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

17. Parent entity disclosure

Result of the parent entity 2022 2021
$ $
Loss for the year 2,276,209 2,153,601
Other comprehensive expenses 56,934 -
Total comprehensive loss for the year 2,773,916 2,153,601
Financial Position of the parent entity at year end:
Current assets 15,267,672 2,850,219
Non-current assets 6,552,212 576,750
Total assets 21,819,884 3,426,969
Current liabilities 3,562,117 298,448
Non-current liabilities 440,773 90,855
Total Liabilities 4,002,890 389,303
Total equity of the parent entity comprising of: 17,816,994 3,037,666
Contributed equity 25,260,644 10,149,147
Reserves 7,051,149 5,109,202
Accumulated losses (14,494,799) (12,220,683)
Total equity 17,816,994 3,037,666

18. Financial risk management

Credit risk

The carrying amount of the Group's financial assets represents the Group's maximum credit exposure. The Group's maximum exposure to credit risk at the reporting date was:

Notes 2022 $ 2021 $
Cash and cash equivalents 4 13,530,678 2,811,336
Trade and other receivables 5 41,290 75,094

The Group's cash and cash equivalents and term deposits at call are held with bank and financial institution counterparties, which are rated at least AA-, based on rating agency S&P Global Ratings.

For trade receivables, the Group applies a simplified approach in calculating Expected Credit Losses ("ECLs"). Therefore, the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.

As at 31 December 2022, no receivables were more than 30 days past due (2021: Nil). No receivables are considered to have a material credit risk.

Annual Report | 78

I-B-214


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

18. Financial risk management (continued)

Liquidity risk

Liquidity risk arises from the possibility that the Group might encounter difficulty in settling its debts or otherwise meeting its obligations related to financial liabilities.

The Group manages liquidity risk by monitoring forecast cash flows, only investing surplus cash with major financial institutions; and comparing the maturity profile of financial liabilities with the realisation profile of financial assets.

The Board meets on a regular basis to analyse financial risk exposure and evaluate treasury management strategies in the context of the most recent economic conditions and forecasts. The Board's overall risk management strategy seeks to assist the Group in managing its cash flows. Financial liabilities are expected to be settled on the following basis:

Notes 2022 $ 2021 $
Not later than 45 days 2,050,844 266,256
Greater than 45 days and less than 12 months 1,447,659
Total 6 3,498,503 266,256

Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates will affect the Group's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

Price risk on investments

The Group is exposed to equity price risks arising from equity investments. The Group's investments are listed on the Toronto Stock Exchange (TSXV).

| | Carrying Amount
31 December
2022
$ | Carrying Amount
31 December
2021
$ |
| --- | --- | --- |
| Listed investments – CAD$406,250 | 454,830 | - |
| A change of 10% in the share price at the end of the reporting period would have increased/(decreased) the investment revaluation reserve component of equity as a result of gains/losses on equity securities classified as FVOCI by the amounts shown below. | | |
| The analysis assumes that all other variables remain constant. This analysis is performed on the same basis for 2021. | | |
| 10% increase | 45,483 | - |
| 10% decrease | (45,483) | - |

Annual Report | 79

I-B-215


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

18. Financial risk management (continued)

Foreign exchange rate risk

The Group is exposed to foreign exchange rate risk arising from equity investments listed on the Toronto Stock Exchange (TSXV), although given the size of these investments the directors do not anticipate that significant fluctuations in related foreign currencies would result in a material change to the valuation of these assets at the end of the current reporting period.

The Group is also exposed to foreign exchange rate risk arising from cash and deposits held in Canadian dollars. At the reporting date the sensitivity for the Group's foreign exchange exposures was:

| | Carrying Amount
31 December
2022
$ | Carrying Amount
31 December
2021
$ |
| --- | --- | --- |
| Cash on deposit – CAD$5,336,389 | 5,882,264 | - |
| Deposits with suppliers – CAD$1,300,000 | 1,516,406 | |
| Listed investments – CAD$406,250 | 454,830 | - |
| Totals | 7,853,500 | - |

A change of 10% in CAD:AUD foreign exchange rates at the end of the reporting period would have increased/(decreased) profit and loss and equity by the amounts shown below.

The analysis assumes that all other variables remain constant. This analysis is performed on the same basis for 2021.

10% increase 785,350 -
10% decrease (785,350) -

Interest rate risk

The Group's exposure to market risk for changes in interest rates relates primarily to the Group's cash. Cash includes funds held in term deposits and cheque accounts during the year, which earned variable interest at rates ranging between 0.05% and 3.00% (2021: 0.05% and 0.30%), depending on the bank account type and account balances.

The Group has no loans or borrowings.

At the reporting date the interest rate sensitivity for the Group's interest-bearing financial instruments was:

| | Carrying Amount
31 December
2022
$ | Carrying Amount
31 December
2021
$ |
| --- | --- | --- |
| Variable rate financial assets | 13,530,678 | 2,811,336 |

A change of 100 basis points in the interest rates at the end of the reporting period would have increased/(decreased) profit and loss and equity by the amounts shown below.

The analysis assumes that all other variables remain constant. This analysis is performed on the same basis for 2021.

100bp increase 13,531 2,811
100bp decrease (13,531) (2,811)

Capital management policies and procedures

The Board policy is to maintain a capital base to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of ordinary shares and retained earnings (or accumulated losses). The Board of Directors manages the capital of the Group to ensure that the Group can fund its operations and continue as a going concern.

There are no externally imposed capital requirements.

Annual Report | 80

I-B-216


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

19. Commitments and contingent assets and liabilities

Due to the nature of the Group’s operations in exploring and evaluating areas of interest, it is difficult to accurately forecast the nature or amount of future expenditure, although it will be necessary to incur expenditure in order to retain present interests in mineral tenements. Annual rents on exploration licenses held by the Group are $169,994 (2021: $164,494) with a minimum exploration commitment of $899,500 (2021: $649,954) per annum.

The Group has the following project earn-in expenditure commitments at 31 December 2022:

Pontax Lithium Project:

The Company may earn an initial 51% interest in the Project (“Stage 1 Earn-In”) by:

  • expending C$4,000,000 on exploration over an 18-month period from the commencement of the earn-in period in July 2022;
  • making a cash payment to Stria of C$2,000,000 at the end of the Stage 1 Earn-in period;

The Company may earn a further 19% interest in the Project (“Stage 2 Earn-In”) by:

  • expending C$6,000,000 on exploration in the 30-month period commencing on the date that the Company satisfies the Stage 1 Earn-in; and
  • making a cash payment to Stria of C$3,000,000.

Megawatt Lithium Project

In order to exercise the first option and acquire the 51% interest in the MegWatt Projects (First Option), the Company must commit C$2,000,000 towards exploration on the MegaWatt Projects, as follows:

  • C$500,000 of exploration expenditure within the first 12 months of the MegaWatt Option Agreement (commencing September 2022);
  • a further C$500,000 of exploration expenditure within the second 12 months of the MegaWatt Option Agreement; and
  • a further C$1,000,000 of exploration expenditure within the third 12 months of the MegaWatt Option Agreement.

Pontax Extension Lithium Project (Canadian Mining House)

In order to acquire the project claims, the Company must:

  • 6 months after receiving shareholder approval (Approval Date), pay C$75,000 in cash and issue 1,217,001 Shares;
  • 12 months after the Approval Date, pay a further C$75,000 in cash and issue a further 1,217,001 Shares;
  • 24 months after the Approval Date, pay a further C$30,000 in cash and issue a further 486,801 Shares.

20. Exploration and evaluation

| | 2022
$ | 2021
$ |
| --- | --- | --- |
| Opening balance | 453,546 | - |
| Expenditure incurred during the year – Australian tenements | 1,119,654 | 771,708 |
| Expenditure incurred during the year – Pontax Canada | 1,567,287 | - |
| Acquisition costs – Pontax Canada | 1,124,088 | - |
| Expenditure incurred during the year – Pontax extension Canada | 9,074 | - |
| Acquisition costs – Pontax extension Canada | 671,689 | - |
| Expenditure incurred during the year – MegaWatt Canada | 559,348 | - |
| Acquisition costs – MegaWatt Canada | 58,050 | - |
| Exploration expenditure impaired | (841) | (313,881) |
| Exploration and evaluation expenditures written off | (23,038) | (4,281) |
| Closing balance | 5,538,857 | 453,546 |

Annual Report | 81

I-B-217


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

Impairment

Impairment of specific exploration and evaluation assets during the year have occurred where Directors have concluded that capitalised expenditure is unlikely to be recovered by sale or future exploitation.

During the year indicators of impairment were identified on certain exploration and evaluation assets in accordance with AASB 6 Exploration for and Evaluation of Mineral Resources. As a result of this review, an impairment loss and write-offs totalling $23,879 has been recognised (2021: $318,162) in relation to areas of interest where the directors have concluded that capitalised expenditure is unlikely to be recovered by sale or future exploitation.

21. Property, plant and equipment

2022 2021
$ $
Assets at cost 318,257 181,549
Accumulated depreciation (163,290) (136,663)
Carrying value 31 December 154,967 44,886

Movement in the carrying amounts for each class of property, plant and equipment between the beginning and the end of the current year, is as follows:

IT equipment Field equipment Motor vehicles Low value assets Leasehold improvements Total
$ $ $ $ $ $
Balance at 1 January 2022 7,502 6,381 22,100 1,340 7,563 44,886
Additions 17,416 - - 1,323 132,160 150,899
Disposals - - - - - -
Depreciation expense (9,063) (4,638) (12,925) (2,663) (11,529) (40,818)
Balance at 31 December 2022 15,855 1,742 9,175 - 128,194 154,967

Annual Report | 82

I-B-218


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

  1. Right of use assets

| | | 2022
$ | 2021
$ |
| --- | --- | --- | --- |
| | Notes | | |
| | Right of use lease asset | (a) | - |
| | Accumulated depreciation – lease assets | (b) | - |
| | Net carrying amount | | - |
| | Adjustments recognised during the period | | |
| (a) | Right of use assets | | |
| | Opening balance | | 122,517 |
| | Adjustment | | - |
| | Addition | | - |
| | Disposals | | (122,517) |
| | Closing balance | | - |
| (b) | Accumulated depreciation | | |
| | Opening balance | | (7,990) |
| | Depreciation | | (26,266) |
| | Adjustment | | - |
| | Disposals | | 34,256 |
| | Closing balance | | - |
| | Amount recognised in profit and loss | | |
| | Depreciation expense on right to use lease asset | | (26,266) |

The Company has a sub-license over part of the premises at Level 2, 8 Richardson Street, West Perth. From 31 November 2022, the previous lease agreement has been terminated pursuant to mutual agreement between the parties and as a result, the previous Right of Use Asset and Lease Liability has been derecognised and replaced by a cost sharing agreement.

  1. Investments

Classification of financial assets at fair value through other comprehensive income

Financial assets at fair value through other comprehensive income (FVOCI) comprise of equity securities which are not held for trading, and which the Group has irrevocably elected at initial recognition to recognise in this category. These are strategic investments and the Group considers this classification to be more relevant.

The following table shows the movement in equity instruments at FVOCI during the current and previous reporting periods:

| | 2022
$ | 2021
$ |
| --- | --- | --- |
| Opening balance | - | - |
| Acquisition of equity investments¹ | 454,829 | - |
| Changes in fair value recognised in other comprehensive income | (56,934) | - |
| Closing balance | 397,895 | - |

Annual Report | 83

I-B-219


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

24. Operating segments

The Group has identified the board of directors as the chief operating decision maker ("CODM"). The CODM receives details of expenditure incurred across three segments being exploration in Canada, exploration in Western Australia and corporate and unallocated expenditure. The Canadian segment is new for the current reporting period and was not reported on in the comparative period.

25. Post reporting date events

On 8 February 2023, the Company announced that it had changed the Company's name from Cygnus Gold Limited to Cygnus Metals Limited to more accurately reflect the diversification of the commodities the Company is now actively exploring.

On 17 February 2023, the Company announced that it had acquired an additional ~9km of strike on the Chambois Greenstone Belt, which hosts the Company's Pontax Lithium Project, giving the Company a continuous 20km strike length on the prospective greenstone belt. The Company acquired the additional ground through an outright purchase from TSXV-listed Sirios Resources Inc. comprising:

  • An unfront payment of C$1.2m in cash plus 750,000 fully paid ordinary shares with 50% of the shares to be subject to voluntary escrow for 12 months.
  • Milestone payment 1: The Company must, upon defining a JORC Resource of 4 million tonnes at a minimum grade of 0.8% Li₂O or more, make a further payment of C$1.0 million plus, issue 500,000 fully paid ordinary shares.
  • Milestone payment 2: The Company must, upon defining a JORC Resource of 6 million tonnes at a minimum grade of 0.8% Li₂O or more, make a further payment of C$2.0 million plus, issue 500,000 fully paid ordinary shares.

On 28 February 2023, the Company announced that it would be acquiring the Auclair Lithium Project in James Bay, Quebec covering 25.5km² from Osisko Development Corp. Transaction details of the outright purchase include:

  • C$247,164.62 in cash or shares, which is for the reimbursement of costs of the exploration licenses.
  • 1,000,000 fully paid ordinary shares.
  • Deferred consideration of:
  • C$3,000,000 in shares or cash (at the Company's election) when the Company achieves a JORC Resource of 3 million tonnes at a minimum grade of 1.2% Li₂O.
  • C$3,000,000 in shares or cash (at the Company's election) when the Company achieves a JORC Resource of 1Moz Au or greater at a minimum grade of 3 g/t.

There have not been any other events that have arisen between 31 December 2022 and the date of this report or any other item, transaction or event of a material and unusual nature likely, in the opinion of the directors, to materially affect the operations of the Group, the results of those operations or the state of affairs of the Group, in subsequent financial years.

On 28 March 2023, the Company announced that had entered into option agreements with Canadian Mining House to acquire a 100% interest in the Sakami Project in the La Grande greenstone belt, just 44km west of Patriot Battery Metals' Corvette Project, and the additional ground immediately adjacent to and surrounding the Auclair Project.

The terms of these option agreements are outlined below.

Sakami Project:

  • Cygnus will be required to pay the Vendors C$300,000 cash payment and 3,450,000 fully paid ordinary shares in Cygnus, in aggregate.
  • The consideration is payable in 4 stages over 3 years, at the election of Cygnus, other than stage 1. Stage 1 comprises of C$75,000 in cash and 1,500,000 Shares (subject to 6 months' voluntary escrow) payable upfront, subject to the receipt of shareholder approval.
  • In addition to the above payments, Cygnus must incur exploration expenditure to the amount of C$1,000,000 within the first 36 months of closing the Option Agreement.

Annual Report | 84

I-B-220


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

25. Post reporting date events (continued)

Beryl Project (surrounding the Auclair Project):

  • Cygnus will be required to pay the Vendors C$395,000 cash payment and 4,000,000 fully paid ordinary shares in Cygnus, in aggregate.
  • The consideration is payable in 4 stages over 3 years, at the election of Cygnus, other than stages 1 and 2. Stage 1 comprises of C$125,000 in cash and 1,500,000 Shares (subject to 6 months’ voluntary escrow) payable upfront, subject to the receipt of shareholder approval. Stage 2 comprises C$75,000 and 900,000 shares payable in 12 months, subject to the receipt of shareholder approval.
  • In addition to the above payments, Cygnus must incur exploration expenditure to the amount of CAD$1,000,000 within the first 36 months of closing the Option Agreement.

Cygnus will grant the vendors a 2% net smelter royalty on both the Sakami Project and the Beryl Project. There are no other substantive conditions precedent outstanding and Cygnus expects completion to occur following shareholder approval, which will be sought at the Company’s annual general meeting in May 2023.

Appointment Of Managing Director

On 4 October 2022 the Company announced the appointment of Mr David Southam as Non-Executive Director from 1 November 2022 and as Managing Director from mid-February 2023. On 13 February 2023 Mr Southam commenced as Managing Director. The material terms of Mr Southam’s Managing Director employment contract are:

  • Commencement Date: 13 February 2023 on a part-time basis with transition arrangements to move to full-time
  • Term / Notice Period: Ongoing term, with termination by the Company of six months and termination by the Managing Director of three months. The Company may terminate the employment without notice in certain circumstances.
  • Remuneration: A fixed Total Remuneration Package (“TRP”) of $600,000 (Full Time Equivalent), inclusive of superannuation contributions.
  • Short Term Incentive Program (“STIP”): Eligible to participate in a STIP of up to 25% of TRP subject to achievement of STIP hurdles.
  • Employee Incentives Securities Plan (“EISP”): Eligible to participate in the EISP. The Company agreed to issue 18,000,000 performance rights to Mr Southam which are linked to his commencement in the role as Managing Director on 13 February 2023.
  • The Company has also agreed to issue Long Term Incentives to Mr Southam up to 150% of the base salary component of his TRP commencing 1 July 2023.

Annual Report | 85

I-B-221


Notes to the Consolidated Financial Statements

For the year ended 31 December 2022

CYGNUS METALS

26. Income tax expense

The major components of tax expense and the reconciliation of the expected tax expense based on the domestic effective tax rate is at 25% (2021: 25%) and the reported tax expense in profit or loss are as follows:

2022 $ 2021 $
Tax expense comprises:
Deferred tax expense 440,773 -
Tax expense 440,773 -
Accounting loss excluding income tax (2,320,455) (2,081,181)
Total income tax expense (580,114) (520,285)
Non-deductible expenses 16,884 1,283
Share-based payments expense 101,665 198,953
Non-assessable income – flow-through shares (143,661) -
Settlement of flow-through share liability 440,773 -
Deferred tax asset temporary differences not previously brought to account:
Deferred tax asset losses not brought to account 861,822 308,330
Deferred tax asset temporary differences not brought to account (256,596) -
Reduction in opening deferred taxes resulting from reduction in tax rate - 11,719
Income tax expense attributable to entity 440,773 -
Recognised deferred tax balances:
Deferred tax asset temporary differences 229,069 63,125
Deferred tax asset losses 168,055 80,884
Deferred tax liability temporary differences (397,124) (144,009)
Net deferred tax liabilities – Australian activities - -
Deferred tax liabilities – Canadian flow-through share liability (440,773) -
Net deferred tax liabilities – Canadian activities (440,773) -
Deferred taxes arising from temporary differences and unused tax losses not brought to account:
Deferred tax asset losses 2,863,302 2,167,095
2,863,302 2,167,095

Annual Report | 86

I-B-222


Directors' Declaration
For the year ended 31 December 2022
CYGNUS METALS

In the opinion of the Directors of Cygnus Metals Limited:

a. The financial statements and notes of Cygnus Metals Limited are in accordance with the Corporations Act 2001 (Cth), including:

i. Giving a true and fair view of its consolidated financial position as at 31 December 2022 and of its performance for the year ended on that date; and
ii. Complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001 (Cth); and

b. There are reasonable grounds to believe that Cygnus Metals Limited will be able to pay its debts as and when they become due and payable.

The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the Managing Director and Chief Financial Officer for the year ended 31 December 2022.

Note 1 confirms that the financial statements also comply with International Financial Reporting Standards.

Signed in accordance with a resolution of the directors:

img-0.jpeg

David Southam
Managing Director
Perth, Western Australia, 31 March 2023

Annual Report | 87
I-B-223


EY

Building a better working world

Ernst & Young

11 Mounts Bay Road

Perth WA 6000 Australia

GPO Box M939 Perth WA 6843

Tel: +61 8 9429 2222

Fax: +61 8 9429 2436

ey.com/au

Independent auditor's report to the members of Cygnus Metals Limited

Report on the audit of the financial report

Opinion

We have audited the financial report of Cygnus Metals Limited (the Company) and its subsidiaries (collectively the Group), which comprises the consolidated statement of financial position as at 31 December 2022, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, notes to the consolidated financial statements, including a summary of significant accounting policies, and the Directors' declaration.

In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including:

a. Giving a true and fair view of the consolidated financial position of the Group as at 31 December 2022 and of its consolidated financial performance for the year ended on that date; and
b. Complying with Australian Accounting Standards and the Corporations Regulations 2001.

Basis for opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of matter - material uncertainty related to going concern

We draw attention to Note 2 in the financial report which describes the principal conditions that raise doubt about the consolidated entity's ability to continue as a going concern. These events or conditions indicate that a material uncertainty exists that may cast significant doubt on the Group's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Key audit matter

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial report of the current year. The matter we identified was addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on the matter. For the matter below, our description of how our audit addressed the matter is provided in that context. We have determined the matter described below to be a key audit matter to be communicated in our report.

A member firm of Ernst & Young Global Limited

Liability limited by a scheme approved under Professional Standards Legislation.

I-B-224


EY

Building a better working world

We have fulfilled the responsibilities described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report, Including in relation to this matter. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial report. The results of our audit procedures, including the procedures performed to address the matter below, provide the basis for our audit opinion on the accompanying financial report.

1. Carrying value of exploration and evaluation assets

Why significant

As disclosed in Note 20 of the Annual Report, the Group carries exploration and evaluation assets of $5,538,857 as at 31 December 2022.

The carrying amount of exploration and evaluation assets is assessed for impairment by the Group when facts and circumstances indicate that an exploration and evaluation asset may exceed its recoverable amount.

The determination as to whether there are any indicators to require an exploration and evaluation asset to be assessed for impairment, involves a number of judgments including whether the Group will be able to maintain tenure, perform ongoing expenditure and whether there is sufficient information for a decision to be made that the area of interest is not commercially viable. During the year, the Group determined that there had been no indicators of impairment.

Given the size of the balance and the judgmental nature of impairment indicator assessments associated with exploration and evaluation assets, we consider this a key audit matter.

How our audit addressed the key audit matter

We evaluated the Group's assessment as to whether there were any indicators of impairment which would require the carrying value of exploration and evaluation assets to be tested for impairment. In performing our audit procedures, we:

  • Considered the Group's rights to explore in the relevant exploration areas which included obtaining and assessing supporting documentation.
  • Considered the Group's intention to carry out significant exploration and evaluation activities in the relevant exploration areas which included assessing whether the Group's cash-flow forecasts included planned exploration and evaluation activities, and enquiring with senior management and Directors as to the intentions and strategy of the Group.
  • Assessed whether any exploration and evaluation data existed to indicate that the carrying amount of capitalised exploration and evaluation assets is unlikely to be recovered through development or sale.
  • Assessed the adequacy of disclosures in the financial report.

Information other than the financial statements and auditor's report

The Directors are responsible for the other information. The other information comprises the information included in the Company's Annual Report for the year ended 31 December 2022, but does not include the financial report and our auditor's report thereon.

Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon, with the exception of the Remuneration Report and our related assurance opinion.

A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation

I-B-225


EY

Building a better working world

In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially consistent with the financial report and our knowledge obtained in the audit or otherwise doesn't appear to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the financial report

The Directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the Directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

In preparing the financial report, the Directors are responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters relating to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial report

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.

Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.

As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Directors.

A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation

I-B-226


EY

Building a better working world

  • Conclude on the appropriateness of the Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the financial report. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.

We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated to the Directors, we determine those matters that were of most significance in the audit of the financial report of the current year and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation

I-B-227


EY

Building a better working world

Report on the audit of the Remuneration Report

Opinion on the Remuneration Report

We have audited the Remuneration Report included in the Directors' report for the year ended 31 December 2022.

In our opinion, the Remuneration Report of Cygnus Metals Limited for the year ended 31 December 2022, complies with section 300A of the Corporations Act 2001.

Responsibilities

The Directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

img-1.jpeg

Ernst & Young

img-2.jpeg

RJ Curtin

Partner

Perth

31 March 2023

A member firm of Ernst & Young Global Limited

Liability limited by a scheme approved under Professional Standards Legislation

I-B-228


ASX Additional Information

CYGNUS METALS

In accordance with ASX Listing Rule 4.10, the following information is provided as at 9 March 2023.

Top 20 holders of ordinary shares

Rank Name Units % of issued capital
1 J P MORGAN NOMINEES AUSTRALIA PTY LIMITED 25,893,183 14.08
2 SYMORGH INVESTMENTS PTY LTD 7,559,199 4.11
3 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 5,915,768 3.22
4 MS CHARMAINE LINDA LOBO 5,337,780 2.90
5 SOUTHERN CROSS CAPITAL PTY LTD 4,827,451 2.63
6 BNP PARIBAS NOMS PTY LTD 4,824,923 2.62
7 MR MANUEL SYRIANOS 3,900,001 2.12
8 GOLD LEAF CORPORATE PTY LTD 3,851,504 2.09
9 GLEESON MINING PTY LTD 3,155,486 1.72
10 MR ALAN FRANK CLELAND 3,028,335 1.65
11 NATIONAL NOMINEES LIMITED 2,858,483 1.55
12 MR TIMOTHY MCCORMACK 2,598,211 1.41
13 SPRING STREET HOLDINGS PTY LTD 2,594,139 1.41
14 CAMPBELL KITCHENER HUME & ASSOCIATES PTY LTD 2,267,712 1.23
15 MR MICHAEL DYLAN NAYLOR + MS SARAH MCALPINE 2,133,912 1.16
16 DR OLIVER PIERRE KREUZER 2,130,556 1.16
17 BIGJAC INVESTMENTS PTY LTD 2,090,557 1.14
18 MR RONALD WILLIAM BILLYARD + MS FIONA CURREY 2,050,000 1.11
19 CG NOMINEES (AUSTRALIA) PTY LTD 2,000,000 1.09
20 CITICORP NOMINEES PTY LIMITED 1,800,596 0.98
Totals 90,817,796 49.38

Substantial Holders

The names of substantial shareholders as disclosed in substantial shareholding notices given to the Company are:

Units % of issued capital
STEVE PARSONS 9,225,866 5.02

Spread of Holdings

Fully Paid Ordinary Shares

Range Total holders Units % of issued capital
1 - 1,000 56 27,882 0.02
1,001 - 5,000 239 708,934 0.39
5,001 - 10,000 183 1,520,938 0.83
10,001 - 100,000 614 24,101,847 13.11
100,001 and over 210 157,514,611 85.65
Total 1,302 183,874,212 100.00

Annual Report | 93

I-B-229


ASX Additional Information

CYGNUS METALS

Options

Range Total holders Units % of issued options
1 - 1,000 - - -
1,001 - 5,000 - - -
5,001 - 10,000 - - -
10,001 - 100,000 - - -
100,001 Over 13 38,000,000 100.00
Total 13 38,000,000 100.00

Performance Rights

Range Total holders Units % of issued options
1 - 1,000 - - -
1,001 - 5,000 - - -
5,001 - 10,000 - - -
10,001 - 100,000 1 100,000 0.21
100,001 and over 15 46,700,000 99.79
Total 16 46,800,000 100.00

Unquoted Securities

Options

Expiry Date Exercise Price No. Of Options Number of Holders
22/09/2023 $0.08 29,500,000 12¹
16/11/2024 $0.16 5,000,000
21/01/2025 $0.16 3,500,000
21/10/2025 $0.25 1,500,000 1⁴
21/10/2025 $0.50 1,500,000 1⁴
21/10/2025 $0.75 1,500,000 1⁴
21/10/2025 $1.00 1,500,000 1⁴

The names of holders and number of unquoted equity securities held for each class the holding was 20% or more of each class of security are as follows:

  1. Symorgh Investments Pty Ltd holds 6,500,000 which is 22.03% of this class of options.
  2. Symorgh Investments Pty Ltd holds 2,500,000 which is 50.0% and Gold Leaf Corporate Pty Ltd holds 45.0% of this class of options.
  3. Spring Street Holdings Pty Ltd holds 3,500,000 which is 100% of this class of options.
  4. CG Nominees (Australia) Pty Ltd holds 100% of this class of options.

Options do not carry a right to vote.

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ASX Additional Information

CYGNUS METALS

Performance rights

Class Expiry Date No. Of Rights Number of Holders
F 21/10/2027 12,750,000 10^{1}
G 21/10/2027 12,270,000 10^{1}
H 30/07/2025 250,000 1
I 30/07/2025 250,000 1
J 30/09/2025 300,000 1
K 30/11/2026 100,000 1
L 21/10/2027 1,000,000 1
M 21/10/2027 1,000,000 1
N 21/10/2027 250,000 1
O 21/10/2027 250,000 1
P 13/02/2028 5,000,000 1
Q 13/02/2028 2,000,000 1
R 13/02/2028 2,000,000 1
S 13/02/2028 4,000,000 1
T 13/02/2028 2,500,000 1
U 13/02/2028 2,500,000 1

The names of holders and number of unquoted equity securities held for each class the holding was 20% or more of each class of security are as follows:

  1. Symorgh Investments Pty Ltd holds 5,000,000 performance rights, which is 39.2%, and Gold Leaf Corporate Pty Ltd holds 4,000,000 performance rights, which is 31.4% of this class of performance rights.

Details of holders of performance rights issued under an employee incentive scheme are exempt from disclosure under Chapter 4 of the Listing Rules.

Unmarketable Parcels

There were 86 shareholders with less than a marketable parcel of shares, based on the closing price $0.34

Restricted and Escrowed Securities

The Company does not have any restricted securities on issue.

The following securities are subject to voluntary escrow:

No of Shares Date escrow period ends
2,000,000 20/10/2024

Voting Rights

In accordance with the Company's constitution, on a show of hands every member present in person or by proxy or attorney or duly appointed representative has one vote. On a poll every member present or by proxy or attorney or duly authorised representative has one vote for every fully paid share held. There are no voting rights attached to unexercised options or performance rights.

Joint Company Secretaries

Ms Maddison Cramer and Mr Carl Travaglini

Annual Report | 95

I-B-231


ASX Additional Information

CYGNUS METALS

Corporate Governance Statement

In accordance with Listing Rule 4.10.3, the Company’s Corporate Governance Statement can be found on the Company’s website. Refer to https://www.cygnusmetals.com/corporate-governancedetail

On-Market Buy Back

The Company has not initiated an on-market buy back.

Annual Report | 96

I-B-232


Schedule of Tenements

As at 31 December 2022

CYGNUS METALS

Pontax Lithium Project (Earning up to 70%)

Property Description Title Type and Number Location Structure and Ownership
Pontax-Lithium CDC 2002627 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002628 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002629 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002630 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002631 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002632 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002633 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002634 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002635 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002636 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002637 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002638 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002639 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002640 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002641 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002642 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002643 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002646 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002647 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002648 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002649 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002650 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002651 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002652 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)

Annual Report | 97

I-B-233


Schedule of Tenements

As at 31 December 2022

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Pontax-Lithium CDC 2002655 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002656 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002657 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002658 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002659 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2002664 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 86421 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 84701 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 84702 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 84703 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 84704 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 84705 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 85802 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 84710 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 84711 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 85803 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 85804 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 85805 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 85806 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 85807 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 84717 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 85808 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 85809 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 85810 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 85811 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 85812 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 84718 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 84719 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 80466 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 80467 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 80468 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 80469 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 80483 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2197182 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2197183 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2197184 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2197185 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2197186 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2197187 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2197188 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2197190 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 2197191 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 89173 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)
Pontax-Lithium CDC 89174 Quebec, Canada Stria Lithium Inc. (96388) 100% (responsible)

Annual Report | 98

I-B-234


Schedule of Tenements
As at 31 December 2022
CYGNUS METALS

Route 381 Claims (Earning up to 80%)

Property Description Title Type and Number Location Structure and Ownership
Route 381 2595278 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595279 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595280 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595281 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595282 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595283 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595284 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595285 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595286 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595287 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595288 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595289 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595290 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595291 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595292 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595293 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595294 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595302 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595295 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595303 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595296 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595304 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595297 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595305 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595298 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595306 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595299 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595307 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595300 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595308 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595301 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595309 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595310 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595311 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595312 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595313 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595314 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595315 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595316 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Route 381 2595317 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%

Annual Report | 99
I-B-235


Schedule of Tenements
As at 31 December 2022
CYGNUS METALS

Mitsumis Claims (Earning up to 80%)

Property Description Title Type and Number Location Structure and Ownership
Mistumis 2595278 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629111 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629112 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629113 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629114 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629115 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629116 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629117 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629118 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629119 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629120 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629121 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629122 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629123 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629124 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629125 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629126 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629127 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629128 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629129 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629130 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629131 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629132 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629133 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629134 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629135 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629136 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629137 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629138 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629139 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629140 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629141 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629142 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629143 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629144 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629145 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629146 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629147 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629148 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629149 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629150 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629228 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629229 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629230 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%

Annual Report | 100
I-B-236


Schedule of Tenements
As at 31 December 2022
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Mistumis 2629231 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629232 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629233 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629234 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629235 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629236 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629237 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629238 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629239 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629240 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629241 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629242 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629243 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629244 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629245 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629246 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629247 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629248 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629249 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629250 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629251 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629252 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629253 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629254 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629255 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629256 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629257 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629258 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629259 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629260 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629261 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629262 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629263 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629264 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629265 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629266 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629267 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629268 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629269 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629270 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629271 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629272 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629273 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629274 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629275 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%

Annual Report | 101
I-B-237


Schedule of Tenements
As at 31 December 2022
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Mistumis 2629276 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629277 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629278 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629279 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629280 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629281 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629282 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629283 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629284 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629285 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629286 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629287 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629288 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629289 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629290 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629291 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629292 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629293 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629294 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629295 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629296 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629297 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629298 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629299 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629300 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629301 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629302 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629303 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629304 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629305 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629306 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629307 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629308 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629309 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629310 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629311 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629312 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629313 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629314 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629315 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629316 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629317 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629318 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629319 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629320 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%

Annual Report | 102
I-B-238


Schedule of Tenements
As at 31 December 2022
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Mistumis 2629321 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629322 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629323 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629324 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629325 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629326 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629327 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629328 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629329 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629330 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629331 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629332 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629333 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629334 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629435 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629436 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629437 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629438 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629439 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629440 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629441 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629442 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629443 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629444 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629445 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629446 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629447 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629448 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629461 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629462 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629463 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629464 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629465 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629466 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629467 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629468 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629469 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629470 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629471 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629472 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629473 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629474 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629475 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629476 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629477 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%

Annual Report | 103
I-B-239


Schedule of Tenements

As at 31 December 2022

CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Mistumis 2629478 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 262479 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 262480 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629481 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629482 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629483 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629484 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629485 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629805 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629806 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629807 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629808 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629809 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629810 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629811 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629812 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629813 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629814 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629815 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629816 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629817 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%
Mistumis 2629818 Quebec, Canada Megawatt Lithium and Battery Metals Corp 100%

Pontax Extension Property (Earning up to 100%)

Property Description Title Type and Number Location Structure and Ownership
Pontax Extension 2616420 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616421 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616422 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616423 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616424 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616425 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616426 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616427 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616428 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616429 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616430 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616431 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616432 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616433 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616434 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616435 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616436 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616437 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616438 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%

Annual Report | 104

I-B-240


Schedule of Tenements
As at 31 December 2022
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Pontax Extension 2616439 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616440 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616441 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616442 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616443 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616444 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616445 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616446 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616447 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616448 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616449 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616450 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616451 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616452 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616453 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616454 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616455 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616456 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616457 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616458 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616459 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616460 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616461 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616462 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616463 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616464 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616465 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616466 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616467 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2616468 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615893 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615699 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615700 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615701 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615702 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615703 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615704 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615705 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615706 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615707 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615708 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615709 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615710 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615711 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615712 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%

Annual Report | 105
I-B-241


Schedule of Tenements
As at 31 December 2022
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Pontax Extension 2615713 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615714 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615715 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615716 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615717 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615718 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615719 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615720 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615721 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615722 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615723 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615724 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615725 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615726 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615727 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615728 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615611 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615612 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615613 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615614 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615615 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615616 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615617 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615618 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615619 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615620 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615621 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615622 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615623 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615624 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615625 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615626 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615627 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615628 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615629 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615630 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615631 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615632 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615633 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615634 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615635 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615636 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615637 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615638 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615639 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%

Annual Report | 106
I-B-242


Schedule of Tenements
As at 31 December 2022
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Pontax Extension 2615640 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615641 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615642 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615643 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615644 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615645 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615646 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615647 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615648 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615649 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615650 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615651 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615652 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615653 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615654 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615655 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615656 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615657 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615658 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615659 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615660 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615661 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615662 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615663 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615664 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615665 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615666 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615667 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615668 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615669 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615670 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615671 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615672 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615673 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615674 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615675 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615676 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615677 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615678 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615679 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615680 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615681 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615682 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615683 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615684 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%

Annual Report | 107
I-B-243


Schedule of Tenements
As at 31 December 2022
CYGNUS METALS

Property Description Title Type and Number Location Structure and Ownership
Pontax Extension 2615685 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615686 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615687 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615688 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615689 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615746 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615747 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615748 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615751 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615752 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615753 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%
Pontax Extension 2615754 Quebec, Canada 9219-8845 Québec inc. (Canadian Mining House) 100%

Annual Report | 108
I-B-244


CYGNUS METALS

Contact Us:

Address: Level 2, 8 Richardson Street, West Perth, WA 6005

Phone: +61 8 6118 1627

Email: [email protected]

Website: www.cygnusmetals.com

I-B-245


CYGNUS METALS

Financial Report

For the half-year ended
30 June 2024

ABN 80 609 094 653


CYGNUS METALS

Contents

Directors' Report 01

Auditor's Independence Declaration 15

Consolidated Statement of Profit or Loss and Other Comprehensive Income 16

Consolidated Statement of Financial Position 17

Consolidated Statement of Changes in Equity 18

Consolidated Statement of Cash Flows 19

Notes to the Consolidated Financial Statements 20

Directors' Declaration 24

Independent Auditor's Review Report 25

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Directors' Report

CYGNUS METALS

The Directors of Cygnus Metals Limited ("Cygnus" or the "Company") (ASX: CY5) and its controlled entities (collectively, "the Group") present their financial report of the Group for the half year ended 30 June 2024.

BOARD OF DIRECTORS

The Directors of the Group during the half year and to the date of this report are as follows:

  1. David Southam Executive Chair
  2. Kevin Tomlinson Lead Independent Non-Executive Director
  3. Raymond Shorrocks Non-Executive Director
  4. Michael Naylor Non-Executive Director
  5. Michael Bohm Non-Executive Director

PRINCIPAL ACTIVITIES

Cygnus is an exploration company focused on lithium exploration in the world-class James Bay lithium region of Quebec, Canada and rare earth and base metals exploration in the southwest Yilgarn region of Western Australia.

There have been no significant changes in the nature of these activities during the period.

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Directors' Report (Continued)

CYGNUS METALS

REVIEW OF OPERATIONS

EXPLORATION - CANADA

Cygnus Metals Limited is exploring for lithium in the world-class James Bay lithium region of Quebec. The Company has an extensive package of prospective greenstone belts for a total of 823km², making it one of the largest landholders in the region. Cygnus is focused on generating shareholder value by exploring and advancing the:

  • Pontax Lithium Project (maiden Mineral Resource Estimate published 14 August 2023)
  • Auclair Lithium Project (new lithium discoveries from surface mapping and drilling)
  • Sakami Project (an early-stage lithium exploration project in the La Grande greenstone belt which hosts the substantial Corvette Deposit¹)

img-0.jpeg
Figure 1 - Location of the Pontax, Auclair and Sakami Lithium Projects in relation to other significant lithium deposits in the James Bay Area and major access routes through the region.¹

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Directors' Report (Continued)
CYGNUS METALS

REVIEW OF OPERATIONS (CONTINUED)

AUCLAIR LITHIUM PROJECT

In February 2024, the Company announced drilling results from the Pegasus discovery at its Auclair Lithium Project in James Bay. This drilling returned a highlight intersection of 43.7m (true width) with 10-12% visual spodumene which was later assayed at 43.7m (true width) @ 1.15% Li₂O from 46.4m, including 4m @ 3.0% Li₂O which includes 1m @ 5.9% Li₂O.²

Additional drilling results from the initial Pegasus campaign confirmed lithium mineralisation in line with expectations based on visual spodumene estimates. Generally, these other intervals were associated with coarser spodumene mineralisation which has resulted in a nuggety grade distribution. While there is some initial variability and potential zonation of the pegmatite, the initial drilling identified a definite trend of increased spodumene mineralisation and fractionation moving further along strike north-east from the Pegasus outcrop. Significant intersections from drilling of the Pegasus pegmatite include:³

  • 1557-24-041: 43.7m @ 1.15% Li₂O from 46.4m, incl. 4.0m @ 3.0% Li₂O (which includes 1m @ 5.9% Li₂O);
  • 1557-24-037: 8.0m @ 0.9% Li₂O from 28.6m, incl. 6.0m @ 1.1% Li₂O;
  • 1557-24-032: 7.6m @ 0.8% Li₂O from 87.4m, incl. 2.5m @ 1.2% Li₂O;
  • 1557-24-028: 1.5m @ 1.24% Li₂O from 32.5m;
  • 1557-24-035: 2.0m @ 1.3% Li₂O from 41.8m; and
  • 1557-24-040: 13.7m @ 0.6% Li₂O from 111.2m, incl. 2.0m @ 1.3% Li₂O.

The February 2024 drill program was the first campaign of drilling in this newly identified area following the discovery of the Pegasus and Lyra outcrops late in 2023. Initial visual observations confirmed Pegasus as a large continuous pegmatite body which is up to 76.6m in width (true width). This has since been defined over 300m of strike (to date) and remains open.

Targeting work has continued on the high priority 10km high fractionation trend which includes the three known spodumene pegmatite occurrences: Auriga, Lyra and Pegasus over 6km of strike. This recent targeting includes the first-time interpretation of LiDAR and orthophotography, and a trial ground gravity survey.

Ground gravity survey data was collected at the end of May in order to test its applicability to detect pegmatites under shallow glacial cover at the Auclair Project. Initially, the survey was undertaken as a trial over the main Pegasus Discovery outcrop. The survey was then expanded across a larger area. Results highlight a distinct gravity low correlating with the known extent of the Pegasus pegmatite (drilled over 300m) further extending along strike over 1.7km.⁴ The full extent of the anomaly is only limited by the extent of the survey area. Multiple other anomalies have also been identified in the surrounding area representing additional targets.

Successful application of this technique has previously been demonstrated during the discovery of Adina by Winsome Resources (ASX:WR1), with ground gravity helping to delineate mineralisation which is almost entirely undercover.⁵ The work at Adina, and more recently Auclair, was led by NewGenGeo Pty Ltd, a Perth-based consultancy specialising in the application of geophysics to lithium pegmatite exploration.

I-B-250

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024
3 | Page


Directors' Report (Continued)

CYGNUS METALS

REVIEW OF OPERATIONS (CONTINUED)

img-1.jpeg
Figure 2: The potential Pegasus Pegmatite trend over 1.7km, identified in recent gravity and corresponding with recent drilling intersections. This remains open in all directions. Refer to ASX releases dated 8 April and 26 February 2024 for previous drill results and visual estimates.

In May 2024, the Company announced results from 257 till samples collected across the priority lithium trend at Auclair. These results have revealed numerous new anomalies outside existing known spodumene-bearing pegmatite discoveries of Auriga, Lyra and Pegasus. $^{6}$

The new anomalies are thought to represent potential multiple spodumene-bearing pegmatites beneath glacial cover, indicative of a large and unexplored lithium system. Shallow glacial cover is widespread across the Auclair Project and with minimal outcrop, till geochemistry and mineralogy may be effective exploration tools to detect spodumene pegmatite sources beneath glacial overburden.

The newly-generated till anomalies were from samples collected in Q4 2023 which have undergone both geochemical and mineralogical analysis. The anomalies demonstrate strong coincident elevations across multiple geochemical pathfinder elements as well as anomalous mineralogy. Known spodumene-bearing pegmatites of Auriga, Lyra and Pegasus provide an excellent reference point for up and down ice dispersion and associated pathfinder elements. This proof of concept and signature of elements has recently been applied to other anomalies across the project which have now been prioritised for next stage exploration such as detailed prospection and gravity surveys.

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Directors' Report (Continued)

CYGNUS

METALS

REVIEW OF OPERATIONS (CONTINUED)

img-2.jpeg
Figure 3: Till analysis has identified numerous potential sources of lithium mineralisation undercover within the project outside of existing discoveries at Auriga, Lyra and Pegasus. Scale and number of anomalies indicate potential for a large fertile lithium system. Refer to ASX releases dated 28 November 2023, 10 January 2024, 26 February 2024, 8 April 2024 and 17 May 2024 for previous results.

Planned Exploration

The Company is well advanced in the 2024 Summer exploration season with geophysics completed at Auclair and ongoing prospecting. Drilling will focus initially on Pegasus, targeting extensions to the known pegmatite, which has only been drill tested over $300\mathrm{m}$ of strike to date. Wide spaced drilling will seek to expand the known strike extent of the Pegasus pegmatite system and build upon the standout intersection of $43.7\mathrm{m} @ 1.15\%$ $\mathrm{Li_2O}$ . In addition, the Company will complete first drilling at Lyra, which returned rock chip results of up to $6.7\%$ $\mathrm{Li_2O}$ .

I-B-252

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Directors' Report (Continued)

CYGNUS

METALS

REVIEW OF OPERATIONS (CONTINUED)

img-3.jpeg
Figure 4: Significant potential over 10km of strike surrounding Pegasus, Lyra and Auriga. Refer to ASX releases dated 28 November 2023, 10 January 2024 and 8 April 2024.

Location and Infrastructure

The Auclair property is ideally located just 80km northeast of the Nemiscau airport and 50km northeast of Whabouchi (55.7Mt @ 1.4% Li₂O), which is owned and operated by Nemaska Lithium.¹ The property can be accessed all-year round by all-weather roads and has Hydro Quebec high-voltage transmission lines running north-south through the project area.

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Directors' Report (Continued)

CYGNUS METALS

REVIEW OF OPERATIONS (CONTINUED)

SAKAMI LITHIUM PROJECT

During the six months to 30 June 2024, the Company received promising exploration results, including strong geochemical indicators for LCT (lithium-caesium-tantalum) pegmatites, at its Sakami Lithium Project in James Bay, Quebec.

During the Company's first exploration program at Sakami, 85 pegmatite rock chip samples were collected over 10 days on wide spaced regional traverses. Results from this work have identified highly fractionated pegmatites forming a coherent trend over 4km of strike which remains open in all directions. This includes anomalous LCT pegmatite pathfinder results of up to 130ppm Ta, 154ppm Sn and 261ppm Cs alongside favourable K/Rb fractionation ratios as low as 22.⁸

These results are similar to fractionation results from the Auclair Project which form a 10km fractionation trend, hosting three separate spodumene-bearing outcrops. Follow up exploration on the fractionation trend at Auclair later in the season led to the subsequent discovery of the Lyra and Pegasus spodumene-bearing pegmatite outcrops, demonstrating this application of fractionation geochemistry to be a positive targeting vector for prospecting.

Planned Exploration

The Company has a detailed prospecting program scheduled for early in Q3 CY2024 and aims to follow up on these encouraging fractionation results while also exploring priority targets from recently acquired magnetic and LiDAR surveys. Significantly, much of the project remains unexplored with only a very brief exploration program conducted by Cygnus in 2023, due to the extreme wildfire season and then early snowfall which restricted access to the property. Results to date provide exciting follow up exploration targets for this season and include large portions of the project which will be explored for lithium for the first time.

The Company has an active exploration schedule for James Bay in 2024 but sees follow-up prospecting at the Sakami Project as one of the priority programs due to both recent results and unexplored potential of the well-known fertile greenstone belt.

img-4.jpeg
Figure 5: The Sakami Project is situated in the La Grande Greenstone belt, just 44km west of Patriot Battery Metals' Corvette Project.¹

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Directors' Report (Continued)

CYGNUS

METALS

REVIEW OF OPERATIONS (CONTINUED)

img-5.jpeg
Figure 6: Top – Overview of the Sakami Project; much of the project remains unexplored. Bottom – Inset of 4km fractionation trend with highly anomalous LCT pegmatite indicator geochemistry and low fractionation ratios. $^{8}$

Background Information

The Sakami project is located in the La Grande greenstone belt, which is one of the most prolific lithium districts in the world. Sakami is just 44km west of Patriot Battery Metals' 109.2Mt Corvette deposit and adjacent to Winsome Resources' Cancet project. $^{1}$ The project also has excellent infrastructure with both Hydro Quebec powerlines and the Tran-Taiga highway running through the project area.

The only drilling previously undertaken on the property was for gold and base metals in 1976 and comprised five diamond drill holes (refer to ASX release dated 28 March 2023). The lack of targeted lithium exploration in this highly prospective greenstone belt presents Cygnus with an exceptional opportunity to make the next significant discovery in the region.

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Directors' Report (Continued)

CYGNUS

METALS

REVIEW OF OPERATIONS (CONTINUED)

EXPLORATION - AUSTRALIA

The Company's Australian exploration activities are focussed on the Southwest Terrane, an underexplored region of highly prospective geology within the prolific Yilgarn Craton of Western Australia. The Company has approximately 1,310km² of 100% Cygnus-owned, granted tenements covering interpreted and known greenstone belts where previous explorers identified numerous prospects with widespread high grade, near surface gold and/or base metals mineralisation.

During the six months to 30 June 2024, Cygnus underwent a review of current Australian tenure and stragically reduced its land holding with the voluntary surrender of several tenements considered non-prospective.

img-6.jpeg
Figure 7: Cygnus' Australian tenure with background geology from GSWA mapped regional geology (1:500,000).

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Directors' Report (Continued)

CYGNUS METALS

REVIEW OF OPERATIONS (CONTINUED)

SNAKE ROCK PROJECT

In early 2024, the Company was successful in its application for EIS Funding, with $115,000 awarded for the drilling of a significant copper-gold target identified at the Snake Rock Project, in the Central Yilgarn. The proposed drilling will follow-up on the initial anomalous drillhole which returned 75m @ 0.15g/t Au & 0.1% Cu (including 6.2m @ 0.7g/t Au & 0.3% Cu and 3m @ 1.1g/t Au & 0.4% Cu) in a previously unknown ultramafic terrain.⁹ Samples from this drilling have been petrographically analysed and undergone geophysical testing including downhole EM. The Cygnus team has completed ground magnetics and gravity over the region to assist in target refining. Drill testing is expected to commence in the 2024 Australian summer, after harvest.

img-7.jpeg
Figure 8: Initial diamond hole SRRCDD007 displaying the downhole copper and gold results.⁹

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Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Directors' Report (Continued)
CYGNUS METALS

REVIEW OF OPERATIONS (CONTINUED)

BENCUBBIN REE PROJECT

In Q2 2024, the Company received REE results for metallurgical testwork for samples submitted for analysis with industry leading laboratory ANSTO Minerals (Australian Nuclear Science and Technology Organisation).³

A diagnostic desorption test was completed on all pulverised samples under the following conditions, 0.5M (NH₄)₂SO₄ as lixiviant, pH4, 0.5hrs, ambient temperature and 4 wt% solids density. Diagnostic leach tests were conducted on two samples (pulverised) with 25 g/L H₂SO₄ (0.26M) and 50 g/L H₂SO₄ (0.52M) under the following standard test conditions, 25 g/L or 50 g/L H₂SO₄, 80 g pulverised ore, 6hrs, ambient temperature and 4 wt% slurry.

Analysis of the results show improved recoveries in both total rare earth oxide (“TREO”) and magnetic rare earth oxides (“MREO”) using higher acidity levels, longer residence times and higher temperatures. At this stage, Cygnus will assess how best to monetise this prospect, however for the time being no further drilling nor material test work is scheduled for this project.

Cygnus Metals has been invited to participate in the Accelerating Development of Australia's Rare Earth Resources (“ADARER”) Research Project, currently in development by ANSTO, CSIRO and Geoscience Australia. Further work on the Bencubbin REE project would be directed towards understanding the extraction of REE metals and completed in conjunction with these three leading academic bodies.

END NOTES

  1. For: James Bay (110.2Mt @ 1.3% Li₂O), refer to Allkem Ltd’s ASX Announcement dated 11 August 2023; Corvette (109.2Mt @ 1.42% Li₂O), refer to Patriot Battery Metals Inc’s ASX Announcement dated 31 July 2023; Adina (77.9Mt @ 1.15% Li₂O), refer Winsome Resources Ltd’s ASX Announcement dated 28 May 2024; Whabouchi (55.7Mt @ 1.4% Li₂O), refer to Nemaska Lithium Inc’s NI 43-101 dated 31 May 2019; Rose (34.2Mt @ 0.9% Li₂O), refer to Critical Elements Lithium Corp’s TSX-V Announcement dated 13 June 2022; Abitibi Lithium Hub (119.1Mt @ 1.1% Li₂O) operated by Sayona Mining Limited/Piedmont Lithium Inc, refer to Sayona Mining Limited’s Annual Report ASX release dated 13 October 2022; and Moblan (70.9Mt @ 1.2% Li₂O) operated by Sayona Mining Limited/SOQUEM Inc, refer to Sayona Mining Limited’s ASX Presentation dated 17 April 2023.
  2. Refer to CY5’s ASX announcement dated 8 April 2024.
  3. Refer to CY5’s ASX announcement dated 19 July 2024.
  4. Refer to CY5’s ASX announcement dated 2 July 2024.
  5. Refer to Winsome Resources’ ASX announcement dated 11 April 2024.
  6. Refer to CY5’s ASX announcement dated 17 May 2024.
  7. Refer to CY5’s ASX announcement dated 28 November 2023.
  8. Refer to CY5’s ASX announcement dated 21 March 2024.
  9. Refer to CY5’s ASX announcement dated 31 January 2023.

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Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024
11 | Page


Directors' Report (Continued)
CYGNUS METALS

CORPORATE

Financial Information

The loss of the Consolidated Group for the six months ended 30 June 2024 after providing for income tax amounted to $2,346,623 (30 June 2023: $7,963,601). The net assets of the Company are $25,896,779 as at 30 June 2024 (31 December 2023: $26,977,396).

At 30 June 2024 the Consolidated Group had $3,139,208 in cash and cash equivalents (31 December 2023: $9,316,782).

Board and Executive Team Restructure

On 27 March 2024, the Company announced that it had made changes to the Board and management team structure and remuneration effective 1 April 2024 to reflect current market conditions and its ongoing commitment to maximise the funds available for exploration at its Canadian lithium projects.

The changes included:

  • Managing Director David Southam transitioned to Executive Chair. Mr Southam volunteered to reduce his remuneration pro rata to three days per week, one-third of which will be paid in CY5 equity;
  • Existing Independent Non-Executive Chairman Kevin Tomlinson transitioned to Lead Independent Non-Executive Director. Mr Tomlinson's remuneration to be paid 50% in cash and 50% in CY5 equity;
  • All other Non-Executive Directors director fees to be paid 50% in cash and 50% in CY5 equity; and
  • Other members of the management team also elected to receive a portion of their cash remuneration in CY5 equity.

Shareholders approved the issue of equity in lieu of directors' fees at the annual general meeting on 16 May 2024.

Change of Auditor

On 25 June 2024, the Company announced that BDO Audit Pty Ltd ("BDO") had been appointed as auditor of the Company. This appointment follows the resignation of Ernst & Young ("EY") and the subsequent consent from ASIC, in accordance with section 329(5) of the Corporations Act 2001 (Cth).

In accordance with section 327C of the Corporations Act 2001 (Cth), a resolution to confirm the appointment of BDO as the Company's external auditor will be put to shareholders at the Company's next Annual General Meeting.

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Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Directors' Report (Continued)
CYGNUS METALS

EVENTS ARISING SINCE THE END OF THE REPORTING PERIOD

On 9 July 2024, the Company issued 1,387,434 Share Rights expiring on 31 July 2029 in lieu of a portion of director and management salaries and fees for the quarter ended 30 June 2024. On 22 July 2024, 325,750 fully paid ordinary shares ("Shares") were issued upon the exercise of 325,750 Share Rights.

Following receipt of shareholder approval at a General Meeting held on 16 May 2024, on 9 July 2024, the Company issued 1,333,334 Share Rights to David Southam, as a short-term incentive bonus for the financial year ended 31 December 2023 following achievement of key short-term strategic milestones.

On 15 July 2024, the Company announced that it had received firm commitments for a $3 million placement (before costs) to institutional and sophisticated investors through the issue of approximately 85.6 million Shares at an issue price of A$0.035 per Share ("Placement"). A total of 72,685,715 Shares were issued on 19 July 2024, with a further 12,914,286 Shares to be issued to the Directors of the Company (or their nominees) and other investors following the receipt of shareholder approval at a General Meeting of shareholders held on 6 September 2024. Proceeds of the Placement will be utilised for exploration activities across the Company's existing project portfolio, general working capital (including transaction costs), corporate costs and due diligence costs associated with potential acquisitions. Cygnus intends to assess a number of opportunities in the battery metals space, including copper.

On 16 August 2024, the Company issued 500,000 fully paid ordinary shares to Noranda Royalties Inc. per the terms of the Sale and Purchase Agreement for the Auclair Extension property signed in July 2023.

There were no other matters or circumstances that have arisen since the end of the financial period that have significantly affected or may significantly affect the operations of the Group, the results of those operations, or the affairs of the Group in future financial years.

LIKELY DEVELOPMENTS AND EXPECTED RESULTS

The Group is committed to:

  • exploration activities on the Pontax Lithium Project, Auclair Lithium Project, Sakami Project;
  • exploration of the Group's key assets in the Wheatbelt region of Western Australia which includes continuing to negotiate further access with private landholders in relation to these areas of interest identified; and
  • assessing complimentary project opportunities in the battery metals space, including copper.

AUDITOR'S INDEPENDENCE DECLARATION

A copy of the Auditor's Independence Declaration as required under section 307C of the Corporations Act 2001 (Cth) is included on page 15 of this financial report and forms part of this Directors' Report.

Signed in accordance with a resolution of the Board of Directors.

img-8.jpeg

David Southam
Executive Chair

Perth, Western Australia, 10 September 2024

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024
I-B-260


Directors' Report (Continued)

CYGNUS METALS

FORWARD LOOKING STATEMENTS

This report may contain certain forward-looking statements and projections regarding estimated, resources and reserves; planned production and operating costs profiles; planned capital requirements; and planned strategies and corporate objectives. Such forward looking statements/projections are estimates for discussion purposes only and should not be relied upon. They are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors many of which are beyond the control of Cygnus Metals Limited. The forward-looking statements/projections are inherently uncertain and may therefore differ materially from results ultimately achieved.

Cygnus Metals Limited does not make any representations and provides no warranties concerning the accuracy of the projections and disclaims any obligation to update or revise any forward-looking statements/projections based on new information, future events or otherwise except to the extent required by applicable laws. While the information contained in this report has been prepared in good faith, neither Cygnus Metals Limited or any of its directors, officers, agents, employees or advisors give any representation or warranty, express or implied, as to the fairness, accuracy, completeness or correctness of the information, opinions and conclusions contained in this presentation. Accordingly, to the maximum extent permitted by law, none of Cygnus Metals Limited, its directors, employees or agents, advisers, nor any other person accepts any liability whether direct or indirect, express or limited, contractual, tortuous, statutory or otherwise, in respect of, the accuracy or completeness of the information or for any of the opinions contained in this presentation or for any errors, omissions or misstatements or for any loss, howsoever arising, from the use of this report.

COMPLIANCE STATEMENTS

The information in this report that relates to previously reported Exploration Results, Mineral Resources and Ore Reserves has been previously released in ASX Announcements as noted in the text and in the End Notes above. Cygnus Metals is not aware of any new information or data that materially affects the information in the said announcements, and in the case of estimates of Mineral Resources, that all material assumptions and technical parameters underpinning the estimates in the relevant market announcements continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Persons' findings are presented have not been materially modified from the original market announcements.

DISCLAIMER

This report has been prepared by Cygnus Metals Limited based on information from its own and third-party sources and is not a disclosure document. No party other than the Company has authorised or caused the issue, lodgement, submission, despatch or provision of this release, or takes any responsibility for, or makes or purports to make any statements, representations or undertakings in this release. Except for any liability that cannot be excluded by law, the Company and its related bodies corporate, directors, employees, servants, advisers and agents disclaim and accept no responsibility or liability for any expenses, losses, damages or costs incurred by you relating in any way to this release including, without limitation, the information contained in or provided in connection with it, any errors or omissions from it however caused, lack of accuracy, completeness, currency or reliability or you or any other person placing any reliance on this release, its accuracy, completeness, currency or reliability. This release is not a prospectus, disclosure document or other offering document under Australian law or under any other law. It is provided for information purposes and is not an invitation nor offer of shares or recommendation for subscription, purchase or sale in any jurisdiction. This release does not purport to contain all the information that a prospective investor may require in connection with any potential investment in the Company. Each recipient must make its own independent assessment of the Company before acquiring any shares in the Company.

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024

14 | Page


BDO

Tel: +61 8 6382 4600

Fax: +61 8 6382 4601

www.bdo.com.au

Level 9, Mia Yellagonga Tower 2

5 Spring Street

Perth, WA 6000

PO Box 700 West Perth WA 6872

Australia

DECLARATION OF INDEPENDENCE BY PHILLIP MURDOCH TO THE DIRECTORS OF CYGNUS METALS LIMITED

As lead auditor for the review of Cygnus Metals Limited for the half-year ended 30 June 2024, I declare that, to the best of my knowledge and belief, there have been:

  1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
  2. No contraventions of any applicable code of professional conduct in relation to the review.

This declaration is in respect of Cygnus Metals Limited and the entities it controlled during the period.

img-9.jpeg

Phillip Murdoch

Director

BDO Audit Pty Ltd

Perth

10 September 2024

BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.


Consolidated Statement of Profit or Loss and Other Comprehensive Income

For the half year ended 30 June 2024

Notes 30 June 2024 $ 30 June 2023 $
Income
Other Income 5 1,338,320 1,230,595
1,338,320 1,230,595
Expenses
Administration costs (172,523) (268,626)
Audit and accounting (76,356) (112,540)
Consultants and contractors (228,599) (250,820)
Depreciation and amortisation (22,022) (28,277)
Employee benefits (342,274) (557,705)
Exploration – operating (322,782) (144,972)
Exploration expenditure written-off 7 (348,197) -
Interest expense (51,580) -
Listing and compliance costs (19,715) (38,930)
Occupancy and outgoings (72,520) (81,545)
Payroll tax (91,297) -
Share based payments 6 (1,336,193) (6,622,741)
Travel and accommodation (72,474) (193,456)
Foreign exchange gains 51,630 104,585
(3,104,902) (8,195,027)
Operating Loss (1,766,582) (6,964,432)
Finance income 131,914 32,593
Loss before income tax (1,634,668) (6,931,839)
Income tax expense -
Deferred tax expense 9 (711,955) (1,031,762)
Loss after income tax for the period attributable to equity holders of the Company (2,346,623) (7,963,601)
Other comprehensive loss
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations (111,218) -
Items that will not be reclassified subsequently to profit or loss:
Changes in fair value of financial assets (93,091) 15,298
Total comprehensive loss for the period, net of tax attributable to equity holders of the Company (2,550,932) (7,948,303)
Loss per share attributable to equity holders of the Company
Basic and diluted loss per share (cents per share) 11 (0.80) (0.99)

The above statement should be read in conjunction with the accompanying notes.

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Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Consolidated Statement of Financial Position

CYGNUS METALS

As at 30 June 2024

Notes 30 June 2024 31 December 2023
ASSETS $ $
Current
Cash and cash equivalents 3,139,208 9,316,782
Trade and other receivables 1,300,650 1,507,476
Total current assets 4,439,858 10,824,258
Non-Current
Exploration and evaluation 7 27,244,087 23,926,379
Property, plant and equipment 118,488 132,847
Investments 108,607 201,698
Total non-current assets 27,471,182 24,260,924
Total assets 31,911,040 35,085,182
LIABILITIES
Current
Trade and other payables 2,724,405 5,528,242
Provisions 118,595 120,238
Total current liabilities 2,843,000 5,648,480
Non-current liabilities
Deferred tax liabilities 9 3,171,261 2,459,306
Total non-current liabilities 3,171,261 2,459,306
Total liabilities 6,014,261 8,107,786
Net assets 25,896,779 26,977,396
EQUITY
Contributed equity 8 47,741,992 47,607,870
Reserves 8,911,197 7,779,313
Accumulated losses (30,756,410) (28,409,787)
Total equity 25,896,779 26,977,396

The above statement should be read in conjunction with the accompanying notes.

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Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Consolidated Statement of
Changes in Equity
CYGNUS
METALS

For the half year ended 30 June 2024

| | Notes | Share Capital
$ | Share-based Payment Reserve
$ | Asset Revaluation Reserve
$ | Foreign Currency Translation Reserve
$ | Accumulated Losses
$ | Total Equity
$ |
| --- | --- | --- | --- | --- | --- | --- | --- |
| Balance at 1 January 2024 | | 47,607,870 | 8,145,918 | (253,132) | (113,473) | (28,409,787) | 26,977,396 |
| Loss after income tax | | - | - | - | - | (2,346,623) | (2,346,623) |
| Exchange differences on foreign operations | | - | - | - | (111,218) | - | (111,218) |
| Fair value adjustment of financial assets | | - | - | (93,091) | - | - | (93,091) |
| Total comprehensive loss | | - | - | (93,091) | (111,218) | (2,346,623) | (2,550,932) |
| Issue of ordinary shares – Project acquisitions | 8 | 154,800 | - | - | - | - | 154,800 |
| Share issue expenses | 8 | (20,678) | - | - | - | - | (20,678) |
| Share-based payments | 6 | - | 1,336,193 | - | - | - | 1,336,193 |
| Balance at 30 June 2024 | | 47,741,992 | 9,482,111 | (346,223) | (224,691) | (30,756,410) | 25,896,779 |
| | Share Capital
$ | Share-based Payment Reserve
$ | Asset Revaluation Reserve
$ | Foreign Currency Translation
$ | Accumulated Losses
$ | Total Equity
$ |
| --- | --- | --- | --- | --- | --- | --- |
| Balance at 1 January 2023 | 25,260,644 | 7,108,222 | (56,934) | - | (14,907,439) | 17,404,493 |
| Loss after income tax | - | - | - | - | (7,963,601) | (7,963,601) |
| Fair value adjustment of financial assets | - | - | 15,298 | - | - | 15,298 |
| Total comprehensive loss | - | - | 15,298 | - | (7,963,601) | (7,948,303) |
| Issue of share capital – Project acquisitions | 1,850,375 | - | - | - | - | 1,850,375 |
| Proceeds from share option conversions | 1,824,000 | - | - | - | - | 1,824,000 |
| Share issue expenses | (49,980) | - | - | - | - | (49,980) |
| Share-based payments | - | 6,622,741 | - | - | - | 6,622,741 |
| Balance at 30 June 2023 | 28,885,038 | 13,730,963 | (41,636) | - | (22,871,040) | 19,703,326 |

The above statement should be read in conjunction with the accompanying notes.

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Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024
18 | Page


Consolidated Statement of Cash Flows

CYGNUS METALS

For the half year ended 30 June 2024

30 June 30 June
2024 2023
$ $
Operating activities
Payments to suppliers and employees (1,041,437) (1,463,114)
Payments for operating exploration activities (202,660) -
Interest received 107,743 32,593
Government grants and tax incentives received 46,216 29,040
Refundable sales taxes 213,158 (695,724)
Net cash used in operating activities (876,980) (2,097,205)
Investing activities
Payments for the acquisition of mining tenements (165,240) (339,156)
Payments for capitalised exploration and evaluation assets (5,105,911) (7,451,059)
Purchase of property, plant and equipment (7,662) (29,363)
Interest payments (51,580) -
Payments to establish security deposits - (128,950)
Net cash used in investing activities (5,330,393) (7,948,528)
Financing activities
Proceeds from issue of shares - 1,824,000
Share issue costs (20,677) (18,119)
Net cash (used in)/from financing activities (20,677) 1,805,881
Net change in cash and cash equivalents (6,228,050) (8,239,852)
Effect of movement in exchange rates on cash held 50,476 56,532
Cash and cash equivalents at the beginning of the period 9,316,782 13,530,678
Cash and cash equivalents at the end of the period 3,139,208 5,347,358

The above statement should be read in conjunction with the accompanying notes.

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Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Notes to the Consolidated Financial Statements (Continued)

CYGNUS METALS

1 COMPANY INFORMATION

Cygnus Metals Limited's ("Cygnus" or "the Company" or "the Group") principal activities consist of exploration for and evaluation of lithium deposits in Quebec, Canada and rare earth and base metals deposits in Western Australia. Cygnus is a for-profit entity for the purpose of preparing its consolidated financial statements.

The address of its registered office and its principal place of business is Level 2, 8 Richardson Street, West Perth, WA 6005.

The financial report for the half year ended 30 June 2024 was approved by the Board of Directors on 10 September 2024.

2 GENERAL INFORMATION AND STATEMENT OF COMPLIANCE

The consolidated financial statements for the half-year ended 30 June 2024 have been prepared in accordance with AASB 134 Interim Financial Reporting and the Corporations Act 2001 (Cth).

The consolidated financial statements do not include all of the information required for full annual financial statements and should be read in conjunction with the annual consolidated financial statements of the Group for the year ended 31 December 2023 and any public announcements made by the Group during the half-year in accordance with the continuous disclosure requirements of the Corporations Act 2001 (Cth) and the ASX Listing Rules.

Selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in financial position and performance of the Group since the last annual consolidated financial statements.

The accounting policies adopted in the preparation of the consolidated financial statements are consistent with those applied in preparation of the Group's annual consolidated financial statements for the year ended 31 December 2023.

The consolidated financial statements have been prepared on a historical cost basis and, except as otherwise stated, are rounded to the nearest dollar.

a) New or amended Accounting Standards and Interpretations adopted

The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ("AASB") that are mandatory for the current period.

b) New Accounting Standards and Interpretations not yet mandatory or early adopted

Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory, have not been early adopted by the consolidated entity for the reporting period ended 30 June 2024. The consolidated entity has not yet assessed the impact of these new or amended Accounting Standards and Interpretations.

3 GOING CONCERN

As at 30 June 2024 the Group had current assets of $4,439,858 (31 December 2023: $10,824,258), including cash and cash equivalents of $3,139,208 (31 December 2023: $9,316,782), and current liabilities of $2,843,000 (31 December 2023: $5,648,480).

The Group's cashflow forecasts through to the period ended 30 September 2025 reflect that the Group will require additional working capital to enable it to continue to meet its operational activities and project earn-in commitments.

Based on the below considerations, the Directors are satisfied that there is a reasonable basis to conclude that the Group can raise additional working capital as and when required and thus it is appropriate to prepare the consolidated financial report on a going concern basis:

i. In July 2024 the Company announced that it had received firm commitments for a Placement to institutional and sophisticated investors raising A$3 million before costs.

ii. The Group has potential options available to manage liquidity, including one or a combination of, a placement of shares, option conversion, entitlement offer, joint venture arrangements, sale of certain assets, relinquishment of project earn-in commitments or a change in the Company's expenditure profile.

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Notes to the Consolidated Financial Statements (Continued)

CYGNUS METALS

In the event that the funding options available to the Group do not transpire or there is no change to the forecasted project earn-in commitment or spending pattern, there is a material uncertainty about whether the Group is able to continue as a going concern and, therefore, unable to realise its assets and discharge its liabilities in the normal course of business at the amounts stated in the financial report.

The financial statements do not include any adjustment relating to the recoverability or classification of recorded asset amounts or to the amounts or classification of liabilities that might be necessary should the Group not be able to continue as a going concern.

4 ESTIMATES

When preparing the financial statements, management undertakes a number of judgements, estimates and assumptions about recognition and measurement of assets, liabilities, income and expenses. The actual results may differ from the judgements, estimates and assumptions made by management, and will seldom equal the estimated results.

The judgements, estimates and assumptions applied in the financial statements, including the key sources of estimation uncertainty, were the same as those applied in the Group's last consolidated annual financial statements for the year ended 31 December 2023.

5 OTHER INCOME

30 June 30 June
2024 2023
$ $
Recognition of Flow-Through Share tax deductions sold during the period 1,292,104 1,221,895
Other income 46,216 8,700
1,338,320 1,230,595

6 SHARE-BASED PAYMENTS

30 June 30 June
2024 2023
$ $
Share-based payments – Performance Rights – KMP (1,057,676) (3,357,234)
Share-based payments – Performance Rights – Staff and consultants (56,937) (3,265,507)
Share-based payments – Share Rights – KMP (201,828)¹ -
Share-based payments – Share Rights – Staff and consultants (19,752)¹ -
(1,336,193) (6,622,741)

Note 1: Accrued share-based payment expense for 1,387,434 Share Rights issued on 9 July 2024 in lieu of a portion of director and management salaries and fees for the quarter ended 30 June 2024 and 1,333,334 Share Rights issued on 9 July 2024 to David Southam as a short-term incentive bonus for the financial year ended 31 December 2023 following achievement of key short-term strategic milestones.

There were no performance rights issued during the current period.

I-B-268

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Notes to the Consolidated Financial Statements (Continued)

CYGNUS METALS

7 EXPLORATION AND EVALUATION ASSETS

6 month movement to 30 June 2024 12 month movement to 31 Dec 2023
$ $
Carrying amount at the beginning of the period 23,926,379 5,538,857
Expenditure incurred during the period - Australian tenements 295,820 1,319,326
Expenditure incurred during the period - Canadian tenements 3,050,045 11,207,656
Project acquisition costs capitalised during the period 320,040 6,495,477
Exploration and evaluation assets written off during the period (348,197) (634,937)
Carrying amount at the end of the period 27,244,087 23,926,379

8 SHARE CAPITAL AND OTHER CONTRIBUTED EQUITY

Shares Total $
1 January 2023 183,874,212 25,260,644
Shares issued 107,684,927 26,916,027
Less flow-through share premium - (3,858,181)
Share issue costs - (710,620)
31 December 2023 291,559,139 47,607,870
Shares issued – Beryl Lake Project – Stage 2 consideration 900,000 77,400
Shares issued – Sakami Project – Stage 2 consideration 900,000 77,400
Share issue costs - (20,678)
30 June 2024 293,359,139 47,741,992

Each share has the same right to receive dividend and the repayment of capital and represents one vote at the shareholders' meeting of Cygnus Metals Limited.

9 NON-CURRENT LIABILITIES - DEFERRED TAX LIABILITIES

30 June 2024 30 June 2023
Deferred tax liability comprises temporary differences attributable to: $ $
Opening balance 2,459,306 440,773
Temporary difference on relinquishment of qualifying expenditure to investors 711,955 1,031,762
Deferred tax liability 3,171,261 1,472,535

10 COMMITMENTS

Exploration and capital expenditure commitments have not changed materially since 31 December 2023.

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Notes to the Consolidated Financial Statements (Continued)

CYGNUS METALS

11 LOSS PER SHARE

Both the basic and diluted earnings per share have been calculated using the loss attributable to shareholders of the parent entity (Cygnus Metals Limited) as the numerator (no adjustment to losses were necessary during the six months periods to 30 June 2024 and 30 June 2023).

30 June 2024 30 June 2023
Net loss attributable to ordinary equity holders of the Company $2,346,623 $7,963,601
Weighted average number of ordinary shares outstanding during the half year used in calculating basic and diluted loss per share 291,996,708 803,023,875
Basic and diluted loss per share (cents per share) (0.80) (0.99)

As at 30 June 2024, the Group had 14,500,000 unlisted share options exercisable (30 June 2023: 19,500,000) and 21,378,809 unlisted performance rights (30 June 2023: 48,200,000), which are not included in the diluted loss per share since the Group incurred losses for the periods presented.

12 EVENTS SUBSEQUENT TO REPORTING DATE

On 9 July 2024, the Company issued 1,387,434 Share Rights expiring on 31 July 2029 in lieu of a portion of director and management salaries and fees for the quarter ended 30 June 2024. On 22 July 2024, 325,750 fully paid ordinary shares ("Shares") were issued upon the exercise of 325,750 Share Rights.

Following receipt of shareholder approval at a General Meeting held on 16 May 2024, on 9 July 2024, the Company issued 1,333,334 Share Rights to David Southam, as a short-term incentive bonus for the financial year ended 31 December 2023 following achievement of key short-term strategic milestones.

On 15 July 2024, the Company announced that it had received firm commitments for a $3 million placement (before costs) to institutional and sophisticated investors through the issue of approximately 85.6 million Shares at an issue price of A$0.035 per Share ("Placement"). A total of 72,685,715 Shares were issued on 19 July 2024, with a further 12,914,286 Shares to be issued to the Directors of the Company (or their nominees) and other investors following the receipt of shareholder approval at a General Meeting of shareholders held on 6 September 2024. Proceeds of the Placement will be utilised for exploration activities across the Company's existing project portfolio, general working capital (including transaction costs), corporate costs and due diligence costs associated with potential acquisitions. Cygnus intends to assess a number of opportunities in the battery metals space (including copper).

On 16 August 2024, the Company issued 500,000 fully paid ordinary shares to Noranda Royalties Inc. per the terms of the Sale and Purchase Agreement for the Auclair Extension property signed in July 2023.

There were no other matters or circumstances that have arisen since the end of the financial period that have significantly affected or may significantly affect the operations of the Group, the results of those operations, or the affairs of the Group in future financial years.

END OF THE CONSOLIDATED FINANCIAL REPORT

I-B-270

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


Directors' Declaration

CYGNUS METALS

In the opinion of the Directors of Cygnus Metals Limited:

(a) The consolidated financial statements and notes of the Group are in accordance with the Corporations Act 2001 (Cth), including:

i giving a true and fair view of its financial position as at 30 June 2024 and of its performance for the half-year ended on that date; and

ii complying with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 (Cth); and

(b) Subject to the matters set out in Note 3 to the consolidated financial statements, there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable.

Signed in accordance with a resolution of the Board of Directors.

img-0.jpeg

David Southam
Executive Chair

Perth, Western Australia, 10 September 2024

Cygnus Metals Limited | Financial Report for the half year ended 30 June 2024


BDO

Tel: +61 8 6382 4600
Fax: +61 8 6382 4601
www.bdo.com.au

Level 9, Mia Yellagonga Tower 2
5 Spring Street
Perth, WA 6000
PO Box 700 West Perth WA 6872
Australia

INDEPENDENT AUDITOR'S REVIEW REPORT

To the members of Cygnus Metals Limited

Report on the Half-Year Financial Report

Conclusion

We have reviewed the half-year financial report of Cygnus Metals Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2024, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the half-year ended on that date, material accounting policy information and other explanatory information, and the directors' declaration.

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the accompanying half-year financial report of the Group does not comply with the Corporations Act 2001 including:

i. Giving a true and fair view of the Group’s financial position as at 30 June 2024 and of its financial performance for the half-year ended on that date; and
ii. Complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001.

Basis for conclusion

We conducted our review in accordance with ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity. Our responsibilities are further described in the Auditor’s Responsibilities for the Review of the Financial Report section of our report. We are independent of the Company in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to the audit of the annual financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

We confirm that the independence declaration required by the Corporations Act 2001 which has been given to the directors of the Company, would be the same terms if given to the directors as at the time of this auditor’s review report.

Material uncertainty relating to going concern

We draw attention to Note 3 in the financial report which describes the events and/or conditions which give rise to the existence of a material uncertainty that may cast significant doubt about the Group’s ability to continue as a going concern and therefore the Group may be unable to realise its assets and discharge its liabilities in the normal course of business. Our conclusion is not modified in respect of this matter.

BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.


BDO

Responsibility of the directors for the financial report

The directors of the Company are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

Auditor's responsibility for the review of the financial report

Our responsibility is to express a conclusion on the half-year financial report based on our review. ASRE 2410 requires us to conclude whether we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including giving a true and fair view of the Group's financial position as at 30 June 2024 and its financial performance for the half-year ended on that date and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001.

A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

BDO Audit Pty Ltd

img-1.jpeg

Phillip Murdoch

Director

Perth, 10 September 2024

I-B-273


CYGNUS METALS

www.cygnusmetals.com

[email protected]

+61 8 6118 1627

Level 2/8 Richardson Street

West Perth WA 6005

F.11-274


CYGNUS METALS

Cygnus Metals Limited

Pro Forma Condensed Consolidated Financial Statements for the Half-Year ended 30 June 2024

(Unaudited – Expressed in Australian Dollars)

The Pro Forma Financial Statements have been compiled from the underlying financial statements of the Parties using accounting policies consistent with Cygnus' accounting policies to illustrate the effect of the Arrangement. Adjustments have been made to prepare the Pro Forma Financial Statements, which adjustments are based on certain assumptions. Both the adjustments and the assumptions made in respect thereof are described in the notes to the Pro Forma Financial Statements.

The following unaudited pro forma financial information and the unaudited pro forma consolidated financial statements are presented for illustrative purposes only and are not intended to reflect: (i) the operating or financial results that would have occurred had the Arrangement actually occurred at the times contemplated by the notes to the Pro Forma Financial Statements; or (ii) the results expected in future periods.

See next page.


CYGNUS METALS

Contents

Pro Forma Consolidated Statement of Profit or Loss and Other Comprehensive Income for the twelve months ended 31 December 2023 1

Pro Forma Consolidated Statement of Profit or Loss and Other Comprehensive Income for the six months ended 30 June 2024 2

Pro Forma Consolidated Statement of Financial Position as at 30 June 2024 3

Notes to the Pro Forma Condensed Consolidated Financial Statements 4


CYGNUS METALS

For the twelve months ended 31 December 2023

Cygnus Metals Dore Copper Pro Forma Adjustments Note 4 Total
Expenses
Administration and corporate (561,864) - - (561,864)
Audit and accounting (86,297) - - (86,297)
Compliance (130,884) - - (130,884)
Consultants and contractors (486,979) (332,868) (778,715) A,G (1,598,562)
Depreciation and amortisation (51,482) (93,021) - (144,503)
Employee benefits (1,208,644) - (109,510) A,G (1,318,154)
Exploration expensed (62,041) (5,136,723) - (5,198,764)
Exploration expenditure written-off (634,937) - - (634,937)
Flow-through interest penalty - (50,734) - (50,734)
Foreign exchange losses (242,633) - - (242,633)
Investor relations - (558,173) - (558,173)
Occupancy and outgoings (155,479) (217,763) - (373,242)
Payroll tax (419,510) - - (419,510)
Professional fees - (284,370) - (284,370)
Share based payments (10,185,535) (615,110) - (10,800,645)
Shareholder communications - (82,794) - (82,794)
Travel and accommodation (249,301) - - (249,301)
Total expenses (14,475,586) (7,371,556) (888,225) (22,735,367)
Interest income 118,519 119,079 - 237,598
Other Income 2,875,304 - - 2,875,304
Loss before income tax (11,481,763) (7,252,477) (888,225) (19,622,465)
Income tax (expense)/recovery (2,018,533) 758,959 - (1,259,574)
Loss after income tax for the period attributable to equity holders of the Company (13,500,296) (6,493,518) (888,225) (20,882,039)
Other comprehensive loss
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations (113,473) - - (113,473)
Items that will not be reclassified subsequently to profit or loss:
Changes in fair value of financial assets (196,198) - - (196,198)
Total comprehensive loss for the period, net of tax attributable to equity holders of the Company (13,809,967) (6,493,518) (888,225) (21,191,710)
Loss per share attributable to equity holders of the Company
Basic and diluted loss per share (0.058) (0.067) (0.025)

The above statement should be read in conjunction with the accompanying notes.

1 | Page


CYGNUS METALS

For the six months ended 30 June 2024

Cygnus Metals Dore Copper Pro Forma Adjustments Note 4 Total
Expenses
Administration and corporate (172,523) - - (172,523)
Audit and accounting (76,356) - - (76,356)
Compliance (19,715) - - (19,715)
Consultants and contractors (228,599) (180,673) (778,715) A,G (1,187,987)
Depreciation and amortisation (22,022) (46,629) - (68,651)
Employee benefits (342,274) - (109,510) A,G (451,784)
Exploration expensed (322,782) (2,454,204) - (2,776,986)
Exploration expenditure written-off (348,197) - - (348,197)
Flow-through interest penalty - (14,753) - (14,753)
Foreign exchange gains 51,630 - - 51,630
Interest expense (51,580) - - (51,580)
Investor relations - (327,665) - (327,665)
Occupancy and outgoings (72,520) (120,420) - (192,940)
Payroll tax (91,297) - - (91,297)
Professional fees - (103,001) - (103,001)
Share based payments (1,336,193) (252,928) - (1,589,121)
Shareholder communications - (69,394) - (69,394)
Travel and accommodation (72,474) - - (72,474)
Pro Forma currency translation adjustments - 64,314 - 64,314
Total expenses (3,104,902) (3,505,353) (888,225) (7,498,480)
Interest income 131,914 30,297 - 162,211
Other Income 1,338,320 - - 1,338,320
Loss before income tax (1,634,668) (3,475,056) (888,225) (5,997,949)
Deferred tax (expense)/recovery (711,955) 447,019 - (264,936)
Loss after income tax for the period attributable to equity holders of the Company (2,346,623) (3,028,037) (888,225) (6,262,885)
Other comprehensive loss
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations (111,218) - - (111,218)
Items that will not be reclassified subsequently to profit or loss:
Changes in fair value of financial assets (93,091) - - (93,091)
Total comprehensive loss for the period, net of tax attributable to equity holders of the Company (2,550,932) (3,028,037) (888,225) (6,467,194)
Loss per share attributable to equity holders of the Company
Basic and diluted loss per share (0.008) (0.022) (0.007)

The above statement should be read in conjunction with the accompanying notes.

2 | Page


CYGNUS METALS

As at 30 June 2024

Cygnus Metals Dore Copper Pro Forma Adjustments Note 4 Total
ASSETS
Current
Cash and cash equivalents 3,139,208 537,182 16,656,221 A 20,332,611
Amounts receivable 540,330 117,109 - 657,439
Prepaid expenses 760,320 14,863 - 775,183
Total current assets 4,439,858 669,154 16,656,221 21,765,233
Non-Current
Mineral property interests 27,244,087 6,494,622 14,422,864 B 48,161,573
Building and equipment 118,488 1,279,891 - 1,398,379
Investments 108,607 - - 108,607
Total non-current assets 27,471,182 7,774,513 14,422,864 49,668,559
Total assets 31,911,040 8,443,667 31,079,085 71,433,792
LIABILITIES
Current
Accounts payable and accrued liabilities 1,432,301 574,934 - 2,007,235
Deferred premium on flow-through shares 1,292,104 23,538 - 1,315,642
Provisions 118,595 - - 118,595
Total current liabilities 2,843,000 598,472 - 3,441,472
Non-current liabilities
Deferred tax liabilities 3,171,261 - - 3,171,261
Total non-current liabilities 3,171,261 - - 3,171,261
Total liabilities 6,014,261 598,472 - 6,612,733
Net assets 25,896,779 7,845,195 31,079,085 64,821,059
EQUITY
Share Capital 47,741,992 68,836,739 (30,325,172) C 86,253,559
Share purchase warrants/options - 528,493 772,443 D 1,300,936
Reserves 8,911,197 3,789,788 (3,789,788) E 8,911,197
Accumulated losses (28,409,787) (62,281,788) 62,281,790 F (28,409,785)
Loss for the period (2,346,623) (3,028,037) 2,139,812 G (3,234,848)
Total equity 25,896,779 7,845,193 31,079,085 64,821,059

The above statement should be read in conjunction with the accompanying notes.

3 | Page


CYGNUS METALS

1 BASIS OF PRESENTATION

The unaudited pro forma condensed consolidated financial statements (the "Pro Forma Financial Statements") have been prepared by the management of Cygnus Metals Limited ("Cygnus") to illustrate the pro forma impact of the acquisition by Cygnus of Doré Copper Mining Corp. ("Doré" and the "Acquisition"), upon and subject to the terms and conditions of the arrangement agreement dated 14 October 2024 among Cygnus, 1505901 B.C. Ltd. ("AcquireCo") and Doré.

The Pro Forma Financial Statements give pro forma effect to the Acquisition. As such, (i) the unaudited pro forma consolidated statement of profit or loss and other comprehensive income for the year ended 31 December 2023 and six months ended 30 June 2024 and accompanying notes has been prepared as if the Acquisition described in Note 3 had occurred on 1 January 2023 and (ii) the unaudited pro forma consolidated statement of financial position and accompanying notes has been prepared as at 30 June, 2024 as if the Acquisition described in Note 3 had occurred on 30 June, 2024.

The Pro Forma Financial Statements are being provided solely for illustrative and informational purposes and are not necessarily indicative of the consolidated financial position and consolidated results of operations that would have been achieved if the Acquisition had been completed on the dates or for the periods presented, nor do they claim to project the results of consolidated operations or financial position for any future period or as of any future date.

Any potential new revenue-generating opportunities or synergies that may be realized and integration costs that may be incurred after the acquisition date as a result of the Acquisition have been excluded from these Pro Forma Financial Statements.

The assumptions and adjustments described in Note 4 include assumptions and adjustments required to present amounts reported by Cygnus consistent with International Financial Reporting Standards ("IFRS") and their interpretations issued by the International Accounting Standards Board ("IASB"). The Pro Forma Financial Statements have been prepared using the following information and such other supplementary information as was considered necessary to reflect the Acquisition:

Financial Statement Description
For the unaudited pro forma statement of financial position as at 30 June 2024 1. The auditor reviewed Consolidated Statement of Financial Position of Cygnus as at 30 June 2024.
2. The unaudited condensed consolidated interim statement of financial position of Doré as at 30 June 2024, translated from Canadian Dollars to Australian Dollars using the period end 30 June 2024 exchange rate of AUD:CAD 0.9132.
For the unaudited pro forma statement of profit or loss for the six months ended 30 June 2024 1. The auditor reviewed Consolidated Statement of Profit or Loss and Other Comprehensive Income of Cygnus for the six months ended 30 June 2024.
2. The unaudited condensed consolidated interim statement of loss and comprehensive loss of Doré for the six months ended 30 June 2024, translated from Canadian Dollars to Australian Dollars using the average exchange rate for the six months ended 30 June 2024 of AUD:CAD 0.8942.
For the unaudited pro forma statement of profit or loss for the year ended 31 December 2023 1. The audited Consolidated Statement of Profit or Loss and Other Comprehensive Income of Cygnus for the twelve months ended 31 December 2023.
2. The audited consolidated statement of loss and comprehensive loss of Doré for the year ended 31 December 2023, translated from Canadian Dollars to Australian Dollars using the average exchange rate for the twelve months ended 31 December 2023 of AUD:CAD 0.8965.

4|Page


CYGNUS METALS

The Pro Forma Financial Statements do not include all of the information and disclosures required by IFRS and should be read in conjunction with the description of transactions in the Notice of Special Meeting and Management Information Circular of Doré and historical consolidated financial statements, together with the notes thereto, of Cygnus and Doré, referred to above. The historical consolidated financial statements for Cygnus are available at www.cygnusmetals.com/investors and the historical consolidated financial statements of Doré are available at www.dorecopper.com/en/investors/financial-reports.

The historical consolidated financial statements have also been adjusted in the Pro Forma Financial Statements pursuant to the assumptions and adjustments as described in Note 4 to give effect to pro forma events that are:

(i) directly attributable to the Acquisition, and
(ii) factually supportable.

The pro forma adjustments contained in these Pro Forma Financial Statements reflect estimates and assumptions by the management of Cygnus based on currently available information.

In the opinion of Cygnus' management, these Pro Forma Financial Statements include all adjustments reasonably necessary for a fair presentation of the Acquisition to the Pro Forma Financial Statements and applied on a basis consistent with Cygnus' accounting policies.

Unless otherwise indicated, all amounts presented in these financial statements are denominated in Australian dollars.

2 MATERIAL ACCOUNTING POLICIES

The material accounting policies used in the preparation of the Pro Forma Financial Statements are consistent with those disclosed in Cygnus' audited consolidated financial statements for the year ended 31 December 2023, which have been prepared in accordance with IFRS as issued by IASB.

In preparing the Pro Forma Financial Statements, a review of available information was undertaken to identify accounting policy differences between Cygnus and Doré. Certain expenses of Doré have been reclassified to conform to Cygnus' financial statements presentation and the presentation of the consolidated statement of loss have been changed in the Pro Forma Financial Statements.

3 DESCRIPTION OF THE ACQUISITION

On 14 October, 2024, Cygnus, AcquireCo and Doré entered into a definitive arrangement agreement (the "Arrangement Agreement") providing for the acquisition of all of the issued and outstanding common shares in the capital of Doré (the "Doré Shares") pursuant to a plan of arrangement (the "Plan of Arrangement") under the Canada Business Corporations Act (the "Arrangement").

Subject to the terms and conditions of the Arrangement Agreement, Cygnus will issue its ordinary shares (the "Cygnus Shares") to Doré's shareholders on the basis of 1.8297 Cygnus Shares for each 1 (one) Doré Share (the "Exchange Ratio"). All outstanding stock options of Doré immediately prior to the effective time of the Plan of Arrangement will be exchanged for replacement options of Cygnus and exercisable to acquire such number of Cygnus Shares at such exercise price in accordance with the Exchange Ratio. All outstanding deferred share units of Doré immediately prior to the effective time of the Plan of Arrangement (whether vested or unvested) will be deemed to have been unconditionally vested and immediately redeemed and cancelled in consideration for Doré Shares which will be exchanged for Cygnus Shares in accordance with the Exchange Ratio. All outstanding share purchase warrants of Doré immediately prior to the effective time of the Plan of Arrangement will be adjusted in accordance with their terms and become exercisable, based on the Exchange Ratio, to purchase Cygnus Shares on substantially the same terms and conditions. Based on the number of Doré Shares and deferred share units of Doré outstanding as at 13 November 2024, pursuant to the Plan of Arrangement, the holders of Doré Shares will receive, in the aggregate, approximately 311,074,365 Cygnus Shares. Based on the number of Doré stock options and share purchase warrants outstanding as at 13 November 2024, pursuant to the Plan of Arrangement, the holders of Doré stock options and share purchase warrants will receive Cygnus share options exercisable for, in the aggregate, approximately 16,210,210 Cygnus share options.

5|Page


CYGNUS METALS

In preparing these unaudited Pro Forma Financial Statements, Cygnus has assumed that the consideration will be paid entirely in shares, to reflect the expectation that remaining cash balances are likely to be used for ongoing business purposes.

The issuance of Cygnus Shares to all Doré shareholders constitutes Cygnus obtaining control over the net assets of Doré, and therefore Cygnus has been identified as the acquirer for accounting purposes. The Pro Forma Financial Statements represent the continuance of Cygnus.

As management does not believe the assets of Doré meet the definition of a business in IFRS 3, Business Combinations ("IFRS 3"), the Acquisition is not within the scope of IFRS 3. Rather, the Acquisition will be accounted for within the scope of IFRS 2, Share-based Payments. Accordingly, the Pro Forma Financial Statements assume that the cost of the Acquisition will be based on the fair value of the Cygnus Shares to be issued by Cygnus and related acquisition costs. The consideration paid has been first allocated to the monetary net assets and the residual value will be allocated to the non-monetary assets based on their estimated relative fair values at the time of closing of the Arrangement and are based on preliminary management estimates and are subject to final valuation adjustments.

The preliminary estimates of the consideration paid, and the net assets acquired, which are subject to change, are summarized as follows:

For illustrative purposes in the Pro Forma Financial Statements, the consideration paid is calculated as 311,074,365 ordinary shares of Cygnus and 16,210,210 Cygnus share options to be issued by Cygnus measured at $0.080, which is the volume weighted average share price of the last five trading days prior to the ASX announcement of the Arrangement Agreement on 14 October 2024, using a foreign exchange rate of CAD$1:AUD$0.9303 (as extracted from CapitalIQ). These carrying values are used provisionally and solely for illustrative purposes.

AUD$
Consideration paid
310,973,732 fully paid ordinary shares of Cygnus to be issued 24,965,009
16,210,210 Cygnus share options to be issued 1,300,937
Cygnus’ transaction costs 1,054,786
Total consideration paid 27,320,732
Net asset acquired
Cash and cash equivalents^{1} 5,589,856
Amounts receivable 117,109
Prepaid expenses 14,863
Mineral property interests 20,917,486
Building and equipment 1,279,891
Accounts payable and accrued liabilities (574,934)
Deferred premium on flow-through shares (23,538)
Total net assets acquired 27,320,732

Note 1 – In September 2024 Doré completed a share placement raising C$4,675,900 before costs.

6|Page


CYGNUS METALS

4 ADJUSTMENTS TO THE PRO FORMA FINANCIAL STATEMENTS

The pro forma adjustments contained in these Pro Forma Financial Statements are based on estimates and assumptions made by Cygnus' management, prepared using currently available information. The actual adjustments for the Acquisition may differ as a result of changes between 30 June 2024, and the determination of the final purchase price and from the evaluation of the fair value of the net assets acquired. These changes may affect the fair value of the assets and liabilities acquired, and any such adjustments may be material. The following assumptions and adjustments have been made to give effect to the Acquisition:

  • The foreign exchange rate used is as of 14 October 2024. Share prices used are the volume weighted average share price of the last five trading days prior to 14 October 2024. Should there be a change in foreign exchange rate or share prices at the date of the Acquisition, the pro forma adjustments may be materially different.
  • Cygnus has assumed there are no dissenting shareholders, and the entire purchase consideration is being paid in the form of Cygnus Shares issued by Cygnus.
  • The names of certain financial statement line items have been changed to align with Cygnus' naming convention.

Acquisition of Doré

As part of the acquisition of Doré, Cygnus will issue approximately 311,074,365 Cygnus Shares and 16,210,210 Cygnus share options in exchange for all of the issued and outstanding Doré Shares (including those issued in consideration for the redemption and cancellation of the deferred share units pursuant to the Plan of Arrangement), stock options and share purchase warrants of Doré.

The fair value of the consideration paid by Cygnus for Doré is based on the fair value of the Cygnus Shares and share options issued by Cygnus. The identifiable assets acquired, and liabilities of Doré assumed by Cygnus are measured at their cost relative to their fair values using the volume weighted average share price of the last five trading days of Cygnus Shares on the Australian Securities Exchange prior to the announcement of the Arrangement Agreement on 14 October 2024.

The following table details the pro forma adjustments to record the Doré acquisition described in Note 3:

Pro forma adjustment Description AUD$
A Net adjustment to cash and cash equivalents: 16,656,221
To reflect net cash received by Cygnus following completion of a A$11,000,000 placement less estimated share issue costs as announced on 17 October 2024. 10,405,000
To reflect net cash received by Doré following completion of a C$4,675,900 placement less estimated costs in September 2024. 5,052,674
To reflect Cygnus’ estimated transaction costs. (754,786)
To reflect Doré’s estimated transaction costs prior to completion of the Arrangement including change of control payments payable to Doré’s employees and contractors following the Arrangement. (888,225)
To reflect net cash received by Cygnus following completion of a A$3,000,000 placement less share issue costs as announced on 15 July 2024. 2,841,558
B Net adjustment to mineral property interests:
To reflect the acquisition of Doré by Cygnus as described in Note 3, in particular for the mineral property interests acquired related to the residual value of the consideration paid not allocated to other assets acquired or liabilities assumed. 14,422,864

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CYGNUS METALS

C Net adjustment to share capital: 30,325,172
To increase share capital to reflect the face value of the 311,074,364 ordinary shares of Cygnus issued as purchase consideration (before costs) to existing shareholders of Doré. (24,956,009)
To eliminate the entire share capital of Doré. 73,889,414
To reflect equity issued by Cygnus following completion of a A$11,000,000 placement less estimated share issue costs as announced on 17 October 2024. (10,405,000)
To reflect equity issued by Doré following completion of a C$4,675,900 placement less estimated costs in September 2024. (5,052,674)
To reflect equity to be issued by Cygnus to its financial advisors in connection with the Arrangement. (300,000)
To reflect equity issued by Cygnus following completion of a A$3,000,000 placement less share issue costs as announced on 15 July 2024. (2,841,558)
D Net adjustment to Share Purchase Warrants: 772,443
To eliminate the Share Purchase Warrant reserve balance of Doré (528,493)
To reflect the issue of Cygnus share options in consideration for stock options of Doré and share purchase warrants of Doré per the terms of the Arrangement. 1,300,937
E Net adjustment to Reserves:
To eliminate the other capital reserve balances of Doré. 3,789,788
F Net adjustment to accumulated losses:
To eliminate the accumulated loss balance of Doré. (62,281,791)
G Net adjustment to loss for the period: (2,139,812)
To eliminate Doré’s reported loss for the period. (3,028,037)
To reflect Doré’s estimated transaction costs prior to completion of the Arrangement including change of control payments payable to Doré’s employees and contractors following the Arrangement. 888,225

5 PRO FORMA SHARE CAPITAL

Share capital as at 30 June 2024 in the pro forma consolidated statement of financial position is comprised of the following:

Number of Shares Share Capital AUD$
Cygnus ordinary shares outstanding at 30 June 2024 293,359,139 47,741,992
Cygnus July 2024 Placement 85,600,001 2,841,558
Cygnus October 2024 Placement 152,777,778 10,405,000
Cygnus transaction costs 4,166,667 300,000
Shares to be issued to acquire Doré 311,074,365 24,965,009
Closing balances 846,977,950 86,253,559

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CYGNUS METALS

6 PRO FORMA NET LOSS PER SHARE

The following tables illustrate the pro forma basic and diluted weighted average common shares outstanding for the twelve months ended 31 December 2023 and the six months ended 30 June 2024 after giving effect to the Acquisition at 1 January 2023:

| | Twelve months ended
31 December 2023 |
| --- | --- |
| Pro forma net loss attributable to members | $20,882,039 |
| | |
| Pro forma net loss per share – basic and diluted | |
| Historical number of Cygnus Shares outstanding at 31 December 2023 | 291,559,139 |
| Cygnus July 2024 Placement | 85,600,001 |
| Cygnus October 2024 Placement | 152,777,778 |
| Cygnus transaction costs | 4,166,667 |
| Shares to be issued for Doré Acquisition | 311,074,365 |
| Pro forma number of common shares outstanding | 845,177,950 |
| | |
| Pro forma net loss per share – basic and diluted | $0.025 |
| | Six months ended
30 June 2024 |
| --- | --- |
| Pro forma net loss attributable to members | $6,262,885 |
| | |
| Pro forma net loss per share – basic and diluted | |
| Historical number of Cygnus Shares outstanding at 30 June 2024 | 293,359,139 |
| Cygnus July 2024 Placement | 85,600,001 |
| Cygnus October 2024 Placement | 152,777,778 |
| Cygnus transaction costs | 4,166,667 |
| Shares to be issued for Doré Acquisition | 311,074,365 |
| Pro forma number of common shares outstanding | 846,977,950 |
| | |
| Pro forma net loss per share – basic and diluted | $0.007 |

7 INCOME TAX

The deferred tax liability arising on Cygnus' acquisition of the shares of Doré has not been recognised as the initial recognition exemption would apply under the asset acquisition accounting method.

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