DELTA LITHIUM LIMITED — Capital/Financing Update 2017

Oct 31, 2017

TNT MINES LIMITED ACN 107 244 039 SUPPLEMENTARY PROSPECTUS

IMPORTANT INFORMATION

This is a supplementary prospectus ( Supplementary Prospectus ) which supplements the prospectus dated 29 June 2017 ( Prospectus ) issued by TNT Mines Limited (ACN 107 244 039) ( Company ). This Supplementary Prospectus is dated 10 July 2017 and was lodged with the ASIC on that date. The ASIC and its officers take no responsibility for the contents of this Supplementary Prospectus. This Supplementary Prospectus should be read together with the Prospectus.

Other than as set out below, all details in relation to the Prospectus remain unchanged. Terms and abbreviations defined in the Prospectus have the same meaning in this Supplementary Prospectus.

This Supplementary Prospectus will be issued with the Prospectus as an electronic prospectus, copies of which can be downloaded from the website of the Company at www.tntmines.com.au .

This is an important document and should be read in its entirety. If you do not understand it you should consult your professional advisers without delay.

1. AMENDMENTS TO THE INDEPENDENT GEOLOGIST’S REPORT

Following its review of the Prospectus, the ASIC raised queries in respect of particular disclosures in the Independent Geologist’s Report (contained in Section 5 of the Prospectus) ( Original Report ) relating to mineral resource estimates and exploration results and compliance with the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves ( JORC Code ).

To address ASIC’s queries, the following information is provided.

2. AMENDMENTS TO THE PROSPECTUS

The Prospectus is amended as follows:

2.1 Exploration Target’s

Section 2.4.1.3 of the Original Report is amended by adding a third paragraph:

“ The Exploration Target’s are conceptual in nature, there has been insufficient exploration to determine a Mineral Resource and it is uncertain if further exploration will result in the estimation of a Mineral Resource. ”

2.2 Independent Geologist’s Report

The Original Report contained in Section 5 of the Prospectus is amended with the inclusion of a JORC Code 2012 Table 1, as an Appendix 3 to the Original Report which is attached to and forms part of this Supplementary Prospectus.

This Supplementary Prospectus dated 10 July 2017 is intended to be read with the Prospectus dated 29 June 2017 issued by TNT Mines Limited (ACN 107 244 039).

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2.3 Consent

Mining One Pty Ltd has given its written consent to being named as Independent Geologist in this Supplementary Prospectus and the inclusion of the Amended Report in this Supplementary Prospectus in the form and context in which the report is included. Mining One has not withdrawn its consent prior to lodgement of this Supplementary Prospectus with the ASIC.

3. DIRECTORS’ AUTHORISATION

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

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

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For and on behalf of TNT MINES LIMITED

This Supplementary Prospectus dated 10 July 2017 is intended to be read with the Prospectus dated 29 June 2017 issued by TNT Mines Limited (ACN 107 244 039).

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INDEPENDENT GEOLOGICAL REPORT

TNT MINES LTD

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APPENDIX 3: JORC CODE (2012) – TABLE 1: EXPLORATION TARGETS EL27/2004

Section 1 Sampling Techniques and Data

(Criteria in this section apply to all succeeding sections.)

Criteria	JORC Code explanation	JORC Code explanation	Commentary	Commentary
		Nature and quality of sampling (eg cut		Aberfoyle Open-cut, multiple phases of historic drilling
Sampling		channels, random chips, or specific		including: 9 percussion holes (pre1987) by Aberfoyle Tin
techniques		specialised industry standard measurement tools appropriate to the minerals under investigation, such as down hole gamma sondes, or handheld XRF instruments, etc). These examples should		Ltd, 21 RC holes (2007), by Minemakers Ltd. These holes test and extend the main mineralized quartz vein 700m beyond old workings. Lutwyche defined at surface by rock chips and by 19 drill
		not be taken as limiting the broad meaning		holes from surface to 560m below surface. Additional testing
		of sampling.		from exposure of mineralisation in underground mine
				development and drilling below the 13 level.
				Kookaburra Veins identified from surface rock-chips and on-
				strike extension of mineralized veins at Lutwyche
				Royal George defined by historical workings at surface and
				underground, 18 diamond drill holes and underground
				sampling.
				Bulk metallurgical sampling from underground at Royal
				George is documented indicating90% recoveryof tin.
		Include reference to measures taken to		Compilation of data from multiple phases of exploration
		ensure sample representivity and the		used to determine consistency and representivity of data.
		appropriate calibration of any measurement tools or systems used.		Little information is available to consistently indicate the reliability of the drill data. Core loss and narrow core width
				issues identified at Royal George
				The resulting uncertainty in data is reflected by classifying
				the estimates as Exploration Targets.
		Aspects of the determination of		Aberfoyle and Lutwyche mineralisation intersected in mine
		mineralisation that are Material to the		workings at surface and underground.
		Public Report. In cases where ‘industry standard’ work has been done this would be relatively simple (eg ‘reverse circulation drilling was used to obtain 1 m samples	 	Kookaburra Veins identified by surface mapping and projected to mineralised intersections identified in drilling. The sampling and measurement of grade appear to have
		from which 3 kg was pulverised to produce		been approached consistently in the available logs and
		a 30 g charge for fire assay’). In other		reports, but there is an absence of detail of methodologies
		cases more explanation may be required,		and practices.
		such as where there is coarse gold that has inherent sampling problems. Unusual commodities or mineralisation types (eg submarine nodules) may warrant disclosure of detailed information		Details of analytical methods for drill samples are not consistently available. Reliance has been made on historic mine performance and consistency of results over multiple phases of exploration.
		Drill type (eg core, reverse circulation,		A variety of drilling methods have been used on all
Drilling		open-hole hammer, rotary air blast, auger,		exploration targets including Reverse Circulation and
techniques		Bangka, sonic, etc) and details (eg core diameter, triple or standard tube, depth of diamond tails, face-sampling bit or other		Diamond drilling. Diamond drilling included AX, EX, NQ and HQ diameters
		type, whether core is oriented and if so, by
		_what method, etc). _
		Method of recording and assessing core		Core loss and poor recoveries recorded in a number of
Drill sample		and chip sample recoveries and results		holes. Narrow small hole diameter of the core (EX 21.5mm)
recovery		assessed. Measures taken to maximise sample recovery and ensure representative nature		was also thought to account for poor recoveries and hence underestimation of the tin grades.
		of the samples.
		Whether a relationship exists between
		sample recovery and grade and whether
		sample bias may have occurred due to
		preferential loss/gain of fine/coarse
		material.
		Whether core and chip samples have been		Drillhole logs are available for all drilling.
Logging		geologically and geotechnically logged to a level of detail to support appropriate Mineral Resource estimation, mining studies and metallurgical studies. Whether logging is qualitative or	 	Samples are noted on the logs, but no sample numbers are available for historical mines department assays. The logging is qualitative in nature, and of sufficient detail to support the current Inferred resource estimates.
		quantitative in nature. Core (or costean,
		channel, etc) photography.
		The total length and percentage of the
		relevant intersections logged.

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Criteria		JORC Code explanation	JORC Code explanation	Commentary	Commentary
			If core, whether cut or sawn and whether		Details of sub-sampling and analytical methods used for the
Sub-sampling			quarter, half or all core taken.		bulk of drilling are not currently available.
techniques sample preparation	and	 	If non-core, whether riffled, tube sampled, rotary split, etc and whether sampled wet or dry. For all sample types, the nature, quality and appropriateness of the sample preparation technique.	 	No information exists as to any QC samples to test representivity. An element of bias is believed to exist in the sampling of due to the potential loss of tin grade to fines. This is likely due to the presence of fine cassiterite and tin associated
			Quality control procedures adopted for all		with sulphides.
			sub-sampling stages to maximise representivity of samples. Measures taken to ensure that the		Details of quality control and sample size for underground sampling not recorded
			sampling is representative of the in situ
			material collected, including for instance
			results for field duplicate/second-half
			sampling.
			Whether sample sizes are appropriate to
			the grain size of the material being
			sampled.
			The nature, quality and appropriateness of		Details of the quality control methods used for sampling and
Quality of assay			the assaying and laboratory procedures		assaying of the historic drilling are not currently available.
data and laboratory tests			used and whether the technique is considered partial or total. For geophysical tools, spectrometers, handheld XRF instruments, etc, the		No geophysical methods or hand-held XRF units have been used for determination of tin grades.
			parameters used in determining the
			analysis including instrument make and
			model, reading times, calibrations factors
			applied and their derivation, etc.
			Nature of quality control procedures
			adopted (eg standards, blanks, duplicates,
			external laboratory checks) and whether
			acceptable levels of accuracy (ie lack of
			bias) andprecision have been established.
			The verification of significant intersections		Intersections reported were checked back to original logs
Verification of			by either independent or alternative		and assay data.
sampling and			company personnel.
assaying
			The use of twinned holes.		No specific twin holes have been drilled.
			Documentation of primary data, data entry		Drillhole data were sourced from digital sources and original
			procedures, data verification, data storage		hard-copy sampling and assay records, and imported into a
			(physical and electronic) protocols.		central electronic database.
			Discuss any adjustment to assay data.		Assay values were not adjusted.
			Accuracy and quality of surveys used to		Surface topography is derived from digitising of surface
Location of data			locate drill holes (collar and down-hole		contours from historical plans, as well as some spot heights.
points			surveys), trenches, mine workings and other locations used in Mineral Resource estimation.		Details of collar survey methods for the drilling are uncertain. Collar elevations are consistent with the surface
					topography.
			Specification of the grid system used.		Original surveying was undertaken in local grids, and
					converted to Grid of Australia 1994 (MGA94) Zone 55
					coordinates.
			Quality and adequacy of topographic		Topographic control is adequate for the current estimates.
			control.
			Data spacing for reporting of Exploration		The data spacing and indications of grade continuity are
Data spacing	and		Results.		sufficient to justify the presence of an exploration target at
distribution			Whether the data spacing and distribution is sufficient to establish the degree of		each of the prospects.
			geological and grade continuity appropriate
			for the Mineral Resource and Ore Reserve
			estimation procedure(s) and classifications
			applied
			Whether sample compositing has been		Drillhole samples data were composited for modelling
			applied.		purposes.
			Whether the orientation of sampling		Given the relatively limited drilling data, evaluation of the
Orientation of			achieves unbiased sampling of possible		project areas is at a relatively early stage, and
data in relation to			structures and the extent to which this is known, considering the deposit type. If the relationship between the drilling		mineralisation controls are not yet fully understood. The available information suggests that the drilling

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Criteria	JORC Code explanation	JORC Code explanation	Commentary	Commentary
geological		orientation and the orientation of key mineralised structures is considered to		orientations provide un-biased representation of average tin grades.
structure		have introduced a sampling bias, this should be assessed and reported if
		material.
		The measures taken to ensure sample		Details of sample security measures adopted for the drilling
Sample security		security.		are unclear.
		The results of any audits or reviews of		The general consistency of results from different sampling
Audits or reviews		sampling techniques and data.		phases and methods provides some confidence in the
				general reliability of the data. Historical reports and original
				log files indicate at least a reasonable process of logging,
				recording, sample storage and dispatch to labs was followed
				at the time of drilling. Sample data reviews have included
				comparisons between various sampling phases and
				methods. Although these reviews are not definitive, they
				provide some confidence in the general reliability of the
				data.

Section 2 Reporting of Exploration Results

(Criteria listed in the preceding section also apply to this section.)

Criteria	JORC Code explanation	JORC Code explanation	Commentary	Commentary
		Type, reference name/number, location		TNT Mines hold the rights to EL27/2004. The licence is split
Mineral tenement		and ownership including agreements or		into two parts due to an area reduction in 2013. The licence
and land tenure status		material issues with third parties such as joint ventures, partnerships, overriding royalties, native title interests, historical sites, wilderness or national park and environmental settings.		is valid until 26/11/2017.The total licence area is 97sq km. There are no known impediments to obtaining a licence to operate in the area. There is an agreement between TNT Mines and the original
		The security of the tenure held at the		vendors of the tenement, Paul Winston Askins and Golden
		time of reporting along with any known		Archer Resources, which requires payment to the latter two
		impediments to obtaining a licence to operate in the area.		parties by TNT of a net smelter royalty of 2.25% for production from the tenement. In addition, $1,000,000 on
				commencement of mining at certain designated locations
				within the tenement is payable. The area around and
				including the old Royal George open cut is a designated
				area under the agreement.
		Acknowledgment and appraisal of		All significant exploration has been undertaken by previous
Exploration done		exploration by other parties.		tenement holders, including diamond drilling by BHP, CCC,
by other parties				CRAE, Spectrum, Minemakers and Aberfoyle between the mid 1950's and 2009.
				Additional exploration undertaken by previous explorers
				includes rock-chip sampling RC and diamond drilling,
				channel and auger sampling.
		Deposit type, geological setting and style		The country rock in the area consists of granitic rocks which
Geology		of mineralisation.		intrude Silurian to Devonian sandstones and siltstones of
				the Mathinna Beds. Tin dominantly occurs as cassiterite
				associated with sheeted and fissure veins in brittle quartzite
				units.
				The mineralisation is hosted in sub vertical greisenised
				granite lodes and fractured sedimentary rocks associated
				with the roof portions of the Ben Lomond Granite.
		A summary of all information material to		No drill hole results are reported in this announcement.
Drill hole		the understanding of the exploration
Information		results including a tabulation of the following information for all Material drill
		holes:
		o easting and northing of the drill hole
		collar
		o elevation or RL (Reduced Level –
		elevation above sea level in metres)
		of the drill hole collar
		o dip and azimuth of the hole
		o down hole length and interception
		depth
		o hole length.

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INDEPENDENT GEOLOGICAL REPORT

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Criteria	JORC Code explanation	JORC Code explanation	Commentary	Commentary
		If the exclusion of this information is
		justified on the basis that the information
		is not Material and this exclusion does
		not detract from the understanding of the
		report, the Competent Person should
		clearly explain why this is the case.
		In reporting Exploration Results,		No drill hole results are reported in this announcement.
Data aggregation		weighting averaging techniques,
methods		maximum and/or minimum grade truncations (eg cutting of high grades)
		and cut-off grades are usually Material
		and should be stated.
		Where aggregate intercepts incorporate
		short lengths of high grade results and
		longer lengths of low grade results, the
		procedure used for such aggregation
		should be stated and some typical
		examples of such aggregations should
		be shown in detail.
		The assumptions used for any reporting		No metal equivalent values are reported.
		of metal equivalent values should be
		clearly stated.
		These relationships are particularly		Evaluation of the project area is at a relatively early stage,
Relationship		important in the reporting of Exploration		and mineralisation controls, including their relationship with
between mineralisation		Results. If the geometry of the mineralisation with respect to the drill hole angle is known, its nature should be reported.		drilling orientation are not yet comprehensively understood. The drilling to date has consistently tested this orientation with, intersection the mineralisation at a low angle.
widths and		If it is not known and only the down hole
intercept lengths		lengths are reported, there should be a clear statement to this effect (eg ‘down
		_hole length, true width not known’). _
		Appropriate maps and sections (with		Appropriate maps and tables are included in the Report
Diagrams		scales) and tabulations of intercepts
		should be included for any significant
		discovery being reported These should
		include, but not be limited to a plan view
		of drill hole collar locations and
		appropriate sectional views.
		Where comprehensive reporting of all		Exploration results from each prospective area has been
Balanced reporting		Exploration Results is not practicable,		reported
		representative reporting of both low and
		high grades and/or widths should be
		practiced to avoid misleading reporting of
		Exploration Results.
		Other exploration data, if meaningful and		Bulk underground sampling and access to historic mine
Other substantive		material, should be reported including		production records provides the basis on which metal
exploration data		(but not limited to): geological observations; geophysical survey results; geochemical survey results; bulk		recovery deleterious element assumptions have been made.
		samples – size and method of treatment;
		metallurgical test results; bulk density,
		groundwater, geotechnical and rock
		characteristics; potential deleterious or
		contaminating substances.
		The nature and scale of planned further		The histori drilling requires verification with modern drilling
Further work		work (eg tests for lateral extensions or		with respect to representivity and distribution of
		depth extensions or large-scale step-out		mineralisation.
		drilling). Diagrams clearly highlighting the areas of possible extensions, including the main geological interpretations and	 	Additional drilling will be conducted for this purpose and metallurgical test work. Continuity of the Kookaburra Veins from surface, to the
		future drilling areas, provided this		Johnson Vein and Lutwyche Pay Vein needs verification
		information is not commercially sensitive.		with additional drilling.
				The lodes extend beyond the Aberfoyle pit to the NE and
				SW, evidence suggests a weakening of the mineralisation,
				but details of plunge and offset are not known. Future
				exploration will seek to identify these extensions
				A final review of the drill logs will be conducted and all
				additional data added to the corporate database.
				A review of the relationship of the sulphides to the
				cassiterite be made for processing and future exploration
				purposes
				A drilling plan be constructed to allow for suitable QAQC
				information, metallurgical samples as well as to provide infill
				drilling in areas of poor coverage in the model.

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