DELTA LITHIUM LIMITED — Capital/Financing Update 2019

Oct 17, 2019

ASX Announcement 18 October 2019

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FORMAL BINDING AGREEMENT SIGNED TO SELL TASMANIAN MINING PROJECTS FOR $1.2M

TNT Mines Ltd (ASX: TIN, “TNT” or “the Company”) is pleased to announce it has executed a formal binding tenement sale agreement with private Canadian company TinOne Resources Ltd (“ TinOne ”) for the sale of its 100%-owned Aberfoyle and Great Pyramid tin-tungsten assets in north-eastern Tasmania for $1.2m of staged payments.

The Tenement Sale Agreement (“ Agreement” ) has been entered into on completion of formal due diligence on the Aberfoyle and Great Pyramid assets by TinOne, following the signing of the binding Letter of Intent as announced on 11 July 2019. TIN recently submitted the annual renewal application for EL27/2004 (“ Aberfoyle ”) to Mineral Resources Tasmania and has received written confirmation of a 2-year renewal for RL2/2009 (“ Great Pyramid ”), now expiring August 2021.

Completion of the sale and settlement of the Agreement remains subject to, and conditional on:

• The renewal of licence EL27/2004 for a minimum period of one year from its annual renewal date in November 2019. As set out below, this condition can be waived at the election of TinOne and;

• The receipt of all necessary government consents and approvals required by the Tenement Sale Agreement under any applicable law.

Aberfoyle is located 57km south-east of Launceston and consists of three main prospects: The Storey’s Creek tungsten prospect, the Aberfoyle-Lutwyche-Kookaburra tin and tungsten mines and the Royal George tin deposit. Great Pyramid is a previously unmined property located 12km south-west of St Helens where tin mineralisation begins close to surface.

The total consideration for the acquisition is $1.2 million, payable to TIN in five stages:

• $100,000 on completion, subject to an extension for the term of EL27/2004 being granted ( Initial Consideration ). If this extension is not granted, TinOne can elect to waive this as a condition of the agreement and have the Initial Consideration reduced to $50,000; and

• Deferred consideration as follows:

  • $150,000 on the first anniversary of completion;

  • $150,000 on the second anniversary of completion;

  • $200,000 on the third anniversary of completion; and

  • $600,000 in cash or shares[1] at the earlier of the listing of TinOne on a recognised stock exchange, or the 48-month anniversary of completion,[2]

(together, the Deferred Consideration ).

1 Listing to be on a recognised stock exchange such as the ASX, TSX-V, CSE or AIM.

2 If TinOne is not listed, the payment must be made in cash. If TinOne is listed on a recognised stock exchange, TNT may elect to take all the final tranche payment in shares, with the issue price determined as either TinOne’s VWAP for the five trading days prior to issue or the company’s initial public offering price.

ASX Announcement 18 October 2019

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The Company notes that the Deferred Consideration will be reduced by 50% in the event that an extension of term of EL27/2004 is not granted (and TinOne elects to waive this condition). The Company believes that EL27/2004 is currently in good standing and the annual renewal submission has been recently submitted with Mineral Resources Tasmania for their review.

Under the terms of the Agreement, TinOne will assume all project expenditure obligations from settlement of the Agreement. TinOne has also agreed to assume the royalty and production terms and obligations to the previous owners of EL27/2004 and RL2/2009, which will be formally transferred pursuant to a Deed of Assignment between TinOne and the royalty owners.

TNT Executive Director Brett Mitchell said: “ We are extremely pleased to have closed this formal sale agreement with TinOne for our Tasmanian tin and tungsten assets and look forward to working with them towards the completion of the transaction in the coming weeks. Once the sale has been finalised, the Company’s resources will be fully focused on its priority exploration programs at the Pelley Ridge zinc project in Montana, and the Hot Spur base metals project in Nevada, and the ongoing identification of other advanced mining assets that would be complementary to our strategy of delivering real value to TIN shareholders.”

ABOUT TINONE RESOURCES LIMITED: TinOne is a private British Columbia corporation with a portfolio of large tin exploration projects in New South Wales that present significant discovery potential. The company was formed to capitalise on the electric vehicle applications of tin and has the vision of establishing itself as a leading tin explorer and developer. The company’s senior management comprises of:

Craig Parry, Executive Chairman: Mr Parry has more than 18 years’ experience in the resources sector. He is a co-founder and senior adviser to TSX and NYSE-listed uranium company Nexgen Energy and the current President and Chief Executive Officer of TSX-V listed uranium company IsoEnergy Ltd. Mr Parry is also a co-founder and Partner of private natural resources investment company Inventa Capital Corp and a founding shareholder of specialist resources private equity manager EMR Capital.

Stuart Smith, Lead Technical Director: Dr Smith has 30 years’ experience in mineral exploration spanning the spectrum from global project generation to mine geology with a track record of discovery in brownfields and greenfields arenas. Until the end of 2018, he was Technical Director – Strategy & New Projects for Teck Resources Ltd based in Vancouver, Canada.

Michael Konnert, President: Mr Konnert is a co-founder and Partner of private natural resources investment company Inventa Capital Corp. and President and CEO of TSX-V listed copper explorer Vizsla Resources Corp. He is also President and CEO of leading North American vanadium developer V23 Resource Corp. and was previously co-founder and CEO of Cobalt One Energy Corp., which was acquired by ASX-listed Blackstone Minerals in 2017.

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For further information, please contact:

Media Enquiries	TNT Mines Ltd
Luke Forrestal	Brett Mitchell
Media and Capital Partners	Executive Director
+61 411 479 144	+61 8 6319 1900
luke.forrestal@mcpartners.com.au	frontdesk@tntmines.com.au

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