FireFly

METALS

Annual Information Form

For the Year Ended June 30, 2024

Dated November 29, 2024

GLOSSARY OF TERMS

As used in this Annual Information Form, unless the context indicates or requires otherwise, the following terms have the respective meanings set out below:

"AIF" means this Annual Information Form.

"ASX" means the Australian Securities Exchange.

"ASX Listing Rules" means the 'Listing Rules' of ASX (from time to time).

"Belltree Corporate" means Belltree Corporate Pty Ltd.

"BIF" means banded iron formation.

"Binding Term Sheet" means the binding term sheet dated October 7, 2021 between the Company and Mithril (through its wholly-owned subsidiary) in respect of the Limestone Well Project.

"Blue Leaf" means Blue Leaf Corporate Pty Ltd.

"Board" means the Directors of the Company.

"BRINEX" means the British Newfoundland Exploration Company.

"Capital Raise" means the capital raising comprising of the Charity Flow-Through Placement, Traditional Flow-Through Placement and Institutional Placement announced by the Company on March 28, 2024.

"CCAA" means the Companies' Creditors Arrangement Act (Canada).

"Charity Flow-Through Placement" means the flow-through placement of 9,009,010 Ordinary Shares at A$0.7503 per Ordinary Share to Canadian investors to raise approximately A$6,700,000.

"CIM" means the Canadian Institute of Mining, Metallurgy and Petroleum.

"Company" or "FireFly" means FireFly Metals Ltd., ACN 110 336 733.

"Consolidation" means the consolidation of the Company's outstanding Ordinary Shares and other securities on a 15 to 1 basis, completed on December 7, 2023.

"Directors" means the directors of the Company as at the date of this AIF.

"Earn-In Agreement" means the earn-in agreement dated March 12, 2020 between the Company and certain of its subsidiaries, First Mining and PC Gold Inc. to acquire up to an 80% interest in PC Gold Inc., the 100%

holder of the Pickle Crow Project, as amended on July 20, 2020 and June 4, 2021.

"Eastern" means Eastern Analytical Ltd. in Springdale, Newfoundland.

"FireFly Canada" means FireFly Metals Canada Ltd.

"First Mining" means First Mining Gold Corp.

"Gold Hunter" means Gold Hunter Resources Inc.

"Green Bay District" means the Green Bay district comprised of the Ming Mine, the Nugget Pond Mill, the Pine Cove deep water port and adjacent exploration claims located on the North coast of Newfoundland and Labrador.

"Green Bay Subscription Agreement" means the second amended and restated share subscription agreement dated October 18, 2023 between the Company (formerly, AuTECO Minerals Ltd.) and the Rambler Group, under which the Company acquired the Ming Mine Copper-Gold Project.

"Indicated Mineral Resource" means that part of a mineral resource for which quantity, grade or quality, densities, shape and physical characteristics can be estimated with a level of confidence sufficient to allow the appropriate application of technical and economic parameters, to support mine planning and evaluation of the economic viability of the deposit. The estimate is based on detailed and reliable exploration and testing information gathered through appropriate techniques from locations such as outcrops, trenches, pits, workings and drill holes that are spaced closely enough for geological and grade continuity to be reasonably assumed.

"Inferred Resource" means part of a resource for which quantity and quality can be estimated, but not verified.

"IRS" means International Resource Solutions.

"Institutional Placement" means the institutional placement of 63,423,848 Ordinary Shares priced at A$0.61 per Ordinary Share to raise approximately A$38,700,000 (before costs).

"Joint Venture" has the meaning ascribed to it in the Joint Venture Unanimous Shareholders' Agreement.

"Joint Venture Unanimous Shareholders' Agreement" means the joint venture unanimous shareholders' agreement dated June 4, 2021 entered into among First Mining, Revel Resources (JV Projects) Ltd., and PC Gold Inc.

“JORC”
means the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (2012 edition).

“Limestone Well Project”
means the Limestone Well vanadium project located North along strike from the Neometals-owned Barrambie deposit, approximately 90 kilometers Southeast of Meekatharra in Western Australia.

“Little Deer Copper Complex”
means the Little Deer copper project located approximately 10 kilometers North of the town of Springdale in North-central Newfoundland.

“Little Deer Technical Report”
means the technical report and updated Mineral Resource estimate for the Little Deer Copper Complex with an effective date of November 29, 2024.

“Maritime”
means Maritime Resources Corp.

“Maritime Property”
means the property of which surface rights are owned by Maritime, located between the Company’s Ming Mine and the Baie Verte Harbour.

“Marwan Project”
means the project in which the Company has an option to acquire a 100% interest in the mineral claims located in Newfoundland and Labrador pursuant to the mineral property option agreement, as amended, on December 21, 2023 between Unity Resources Inc. and others and as assigned to 1948565 Ontario Inc. on March 19, 2024.

“Mineral Reserve”
means the economically mineable part of a measured or Indicated Mineral Resource demonstrated by at least a Preliminary Feasibility Study. This Preliminary Feasibility Study must include adequate information on mining, processing, metallurgical, economic and other relevant factors that demonstrate, at the time of reporting, that economic extraction can be justified. A Mineral Reserve includes diluting materials and allowances for losses that may occur when the material is mined.

“Mineral Resource”
means a concentration or occurrence of diamonds, natural solid inorganic material, or natural solid fossilized organic material including base and precious metals, coal, and industrial minerals in or on the Earth’s crust in such form and quantity and of such a grade or quality that it has reasonable prospects for economic extraction. The location, quantity, grade, geological characteristics and continuity of a Mineral Resource are known, estimated or interpreted from specific geological evidence and knowledge.

“Ming Mine Copper-Gold Project”
means the Ming Mine copper-gold project.

“Ming Mine Technical Report” means the technical report for the Ming Mine Copper-Gold Project with an issue date of November 29, 2024, and a resource effective date of October 29, 2024.

“Mithril” means Mithril Resources Limited.

“MOFN” means the Mishkeegogamang Ojibway First Nation.

“Monitor” means Grant Thornton Limited, the court-appointed monitor assisting the Rambler Group in conducting the SISP.

“NewCo” means the special purpose vehicle to which deferred consideration is paid to former creditors of Rambler.

“NI 43-101” means National Instrument 43-101 – Standards of Disclosure for Mineral Projects.

“NI 52-110” means National Instrument 52-110 – Audit Committees.

“NYSE” means the New York Stock Exchange.

“Officers” means the officers of the Company at the date of this AIF.

“Ordinary Shares” means the ordinary shares in the capital of the Company.

“P&E” means P&E Mining Consultants Inc.

“Pickle Crow Project” means the Pickle Crow gold project located 400 kilometers North of Thunder Bay in Ontario, Canada.

“Pickle Crow Technical Report” means the technical report for the Pickle Crow Project with an effective date of November 29, 2024.

“Port Access Agreement” means the port access agreement dated March 25, 2024 between the Company and Maritime.

“Qualified Person” has the meaning ascribed to it in NI 43-101.

“Rambler” means Rambler Metals and Mining Canada Limited, a subsidiary of the previously listed Rambler Mining and Metals PLC, which has since been renamed FireFly Metals Canada Ltd.

“Rambler Group” means, collectively, Rambler and 1948565 Ontario Inc.

“Rambler Project” means the 624 mineral claims comprising the Company’s project located on the Baie Verte Peninsula in Newfoundland and Labrador proximal to the Ming Mine.

“Restricted Cash” means C$4,523,992 that FireFly Canada was required to contribute as term deposits in respect of a rehabilitation guarantee pertaining to the Ming Mine Copper-Gold Project.

“SGS” means SGS Mineral Services of Lakefield, Ontario.

“Share Purchase Plan” means the Company’s offer to eligible shareholders in September-October 2023 to subscribe for a maximum of Ordinary Shares valued at A$30,000 at an issue price of A$0.025 per Ordinary Share.

“SISP” means the sale and investments solicitation process approved by the Supreme Court of Newfoundland and Labrador in Bankruptcy and Insolvency pursuant to the Companies’ Creditors Arrangement Act (Canada) as part of the restructuring proceedings in respect of Rambler Group.

“Stage 2 Earn-In” has the meaning ascribed to it in the Joint Venture Unanimous Shareholders’ Agreement.

“Target Assets” means all the Rambler Group’s business, property and assets as bid for by the Company on August 11, 2023.

“Technical Reports” means, collectively, the Little Deer Technical Report, the Ming Mine Technical Report and the Pickle Crow Technical Report.

“Thundermin” means Thundermin Resources Inc.

“Tilt Cove Project” means the 52 mineral claims comprising the Company’s project located on the Baie Verte Peninsula in Newfoundland and Labrador, adjacent to the previously producing Tilt Cove Mine and Anaconda Mining Tilt Cove Project.

“Traditional Flow-Through Placement” means the issue of 9,019,893 Ordinary Shares at an issue price of A$0.7480 per Ordinary Share as Canadian “flow-through shares”, which provide tax incentives to those investors for certain exploration expenditures that qualify under the Income Tax Act (Canada).

“Tranche 1” means the offering of 346,959,075 Ordinary Shares (on a pre-Consolidation basis) at a price of A$0.025 per Ordinary Share to professional investors qualifying under section 708 of the Corporations Act to raise approximately C$8,700,000, which closed on September 8, 2023.

“Tranche 2” means the offering of 1,853,040,925 Ordinary Shares (on a pre-Consolidation basis) at a price of A$0.025 per Ordinary Share to unrelated parties of the Company and Directors of the Company to raise approximately C$46,300,000, which closed on October 18, 2023.

“TSX”	means the Toronto Stock Exchange.
“TSX-V”	means the TSX Venture Exchange.
“VMS”	means Volcanogenic Massive Sulphide.
“WSP”	means WSP Canada Inc.

GENERAL MATTERS

This AIF for the fiscal year ended June 30, 2024 is dated November 29, 2024, and, unless specifically stated otherwise, all information disclosed in this AIF is provided as of the date of this AIF.

For an explanation of the capitalized terms and expressions and certain defined terms, please refer to the “Glossary of Terms” at the beginning of this AIF.

In this AIF, unless the context otherwise requires, references to the “Company” and “FireFly”, or similar expressions refer to FireFly Metals Ltd. and its subsidiaries and affiliates.

The Company presents its financial statements in Australian dollars. In this AIF, all dollar amounts are expressed in Australian dollars unless otherwise indicated. Accordingly, all references to “C$” are to Canadian dollars.

FORWARD-LOOKING STATEMENTS

This AIF contains forward-looking statements and information within the meaning of applicable Canadian securities legislation (collectively, “forward-looking statements”). These forward-looking statements relate to, among other things, the objectives, goals, strategies, beliefs, intentions, plans, estimates and outlook of FireFly. This AIF contains forward-looking statements which are identified by words such as “may”, “plans”, “will”, “anticipates”, “forecasts”, “projects”, “could”, “believes”, “estimates”, “targets”, “expects”, or “intends” and other similar words that involve risks and uncertainties. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements. Forward-looking statements are based on estimates and assumptions made by FireFly in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors FireFly believes are appropriate in the circumstances. Any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances contain forward-looking statements. Statements containing forward-looking statements are not historical facts but instead represent management’s expectations, estimates and projections regarding future events or circumstances and are subject to change. Although FireFly believes that the expectations reflected in such forward-looking statements are reasonable, undue reliance should not be placed on such statements. Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties, assumptions and other important factors, many of which are beyond the control of FireFly, the Directors and the management.

Forward-looking statements in this AIF includes statements regarding:

expectations regarding industry trends, overall market growth rates and FireFly’s growth rates and growth strategies;
the addressable markets for FireFly’s products;
expectations regarding the revenue generation potential of FireFly’s products;
FireFly’s business plans and strategies;
FireFly’s expectations regarding certain future results, including, among others, revenue, expenses, sales growth, expenditures, operations, and use of future cash flows;
FireFly’s ability to execute on strategic growth priorities and to successfully integrate acquisition targets; and
FireFly’s competitive position in the mining industry.

In connection with the forward-looking information contained in this AIF, FireFly has made numerous assumptions, regarding, among other things:

production costs;
the geological interpretation and statistical inferences or assumptions drawn from drilling and sampling analysis that are involved in the calculation of mineral reserves and mineral resources;
expectations regarding industry trends, overall market growth rates and FireFly’s growth rates and growth strategies;
that there is no material deterioration in general business and economic conditions;
risks related to negative publicity with respect to FireFly or the mining industry in general;
financial position, results of operations and/or cash flows;
the preliminary nature of the Technical Reports and FireFly’s ability to realize the results of the Technical Reports;
timing and successful completion of preliminary economic assessments;
that there is no material fluctuation of interest rates and foreign currency exchange rates;
that the supply and demand for, deliveries of, and the level and volatility of prices of precious and base metals develop as expected;
that FireFly receives regulatory and governmental approvals for its development projects and other operations on a timely basis;
expectations regarding the revenue generation potential of FireFly’s products;
FireFly’s business plans and strategies;
that FireFly is able to obtain financing for its development projects on reasonable terms;
FireFly’s ability to execute on strategic growth priorities and to successfully integrate acquisition targets;
that FireFly is able to procure exploration equipment and services, and operating supplies in sufficient quantities and on a timely basis;
FireFly’s competitive position in the mining industry;
FireFly’s ability to retain key personnel; and
that FireFly maintains its ongoing relations with its employees, affected communities, business partners and joint venturers.

While FireFly considers these assumptions to be reasonable, these assumptions are inherently subject to significant uncertainties and contingencies. Actual results may differ materially from those expressed or implied in the forward-looking statements contained in this AIF.

Additionally, there are known and unknown risk factors which could cause FireFly’s actual results, performance or achievements to differ materially from the results expressed, anticipated or implied by the forward-looking information contained herein. An overview of the risks and uncertainties facing FireFly is disclosed under the heading “Risk Factors”.

All forward-looking information herein is qualified in its entirety by this cautionary statement, and FireFly disclaims any obligation to revise or update any such forward-looking information or to publicly announce the result of any revisions to any of the forward-looking information contained herein to reflect future results, events or developments, except as required by law.

ORGANIZATIONAL STRUCTURE

The Company

The Company was incorporated in South Australia pursuant to the provisions of the Corporations Act 2001 (Cth) on August 3, 2004 under the name Monax Mining Ltd. The Company changed its name to Auteco Minerals Ltd on November 8, 2018 and to FireFly Metals Ltd on November 24, 2023. The Company’s Ordinary Shares were quoted on the ASX on September 21, 2005 and currently trade on the ASX under the ASX ticker code “FFM”. The Company’s constitution has been replaced twice; at the annual general meetings held in November 2019 and November 2022. The latest constitution was also amended at the general meeting held on 11 October 2023. The changes to the constitution brought about by the replacements and amendments were immaterial and were largely made to incorporate amendments to the Corporations Act 2001 (Cth) and the ASX Listing Rules.

The Company is currently engaged in the exploration and development of mineral deposits in Ontario and Newfoundland and Labrador, Canada.

The Company’s head office and registered office is located at Level 2, 8 Richardson Street, West Perth, Western Australia, 6005.

Intercorporate Relationships

The following diagram illustrates the intercorporate relationships among the Company and its subsidiaries (including jurisdiction of formation and percentage ownerships):

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Formerly Rambler Metals & Mining Canada Ltd.
1451366 B.C. Ltd and 1470199 B.C. Ltd amalgamated as one company under 1470199 B.C. Ltd on 26 March 2024.
Tilt Cove Gold Corp was amalgamated into 1001046653 Ontario Inc on 5 November 2024, which was renamed Tilt Cove Ltd on 27 November 2024.

GENERAL DEVELOPMENT OF THE BUSINESS

The Company has focused on advancing its business as an emerging copper-gold company by developing its high-grade Green Bay District in Newfoundland and Labrador, Canada. The Company also holds a 70% interest in the high-grade Pickle Crow Project in the Uchi sub-province of Ontario, Canada. The following describes how the Company's business has developed since June 1, 2021.

2021

On October 12, 2021, the Company and Mithril executed a Binding Term Sheet for the Company's purchase of the Limestone Well Project, a site with vanadium-titanium mineralisation located outside of Meekatharra, Western Australia, for A$500,000. A subsidiary of Mithril retained a 10% free carried interest in the tenements while the Company retained the option to purchase all rights and interests in the tenements for consideration of A$10,000,000.

On August 2, 2021, the Company announced that it had met the stage 2 earn-in expenditure requirements for the Pickle Crow Project pursuant to the terms of the Earn-In Agreement to earn a 70% interest in PC Gold Inc.

On June 4, 2021, First Mining Gold Corp., Revel Resources (JV Projects) Ltd., and PC Gold Inc. signed a Joint Venture Unanimous Shareholders' Agreement and entered into a formal joint

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venture outlining the rights and obligations of each joint venture partner with respect to the management and development of the Pickle Crow Project.

On May 31, 2021, the Company issued and allotted a total of 100,000,000 Ordinary Shares to First Mining, which issuance was approved by the shareholders at the General Meeting of the Company held on May 13, 2021. Upon completion of the issuance, the Company held a 51% equity interest in PC Gold Inc., First Mining’s wholly-owned subsidiary that owns the Pickle Crow Project.

On March 18, 2021, the Company completed the stage 1 earn-in expenditure requirements for the Pickle Crow Project pursuant to the terms of the Earn-In Agreement. The Company funded an exploration campaign that led to an increased JORC 2012 gold Inferred Resource on the Pickle Crow Gold Project.

On February 1, 2021, the Company appointed Darren Cooke as Chief Operating Officer.

2022

On December 15, 2022, the Company appointed Kevin Tomlinson as a Non-Executive Director of the Board. Mr. Tomlinson is an independent Non-Executive Chairman of Company Bellevue Gold Limited and was previously Managing Director of Investment Banking at Westwind Partners Inc. and Stifel Financial Corp.

On November 18, 2022, the Company entered into an exploration agreement with the MOFN in connection with the Pickle Crow Project. The agreement covers all of the Company’s tenure within MOFN territories and provides the Company with continued MOFN support for access to tenure for exploration purposes, while providing confidence to the MOFN regarding commercial, social benefit and cultural matters. In recognition of the agreement, the Company issued 5,000,000 Ordinary Shares to the community fund to benefit the MOFN.

On June 6, 2022, the Company appointed Darren Cooke as Chief Executive Officer following his tenure as Chief Operating Officer of the Company, William Nguyen as Chief Financial Officer and Joint Company Secretary, Tabatha LeBlanc as Vice President of Environment & Community and Juan Gutierrez as Group Chief Geologist. The Company also appointed Maddison Cramer as Joint Corporate Secretary and the end of Michael Naylor’s term as interim Joint Corporate Secretary on August 10, 2022.

On May 2, 2022, the Company announced the resignation of Nicholas Katris, the Company’s Chief Financial Officer and Company Secretary. Mr. Michael Naylor, a Non-Executive Director of the Company, was appointed interim Company Secretary.

On February 21, 2022, the Company announced a private placement of 250,00,000 Ordinary Shares at a price of A$0.08 for gross proceeds of up to A$20,000,000. The financing, led by Canaccord Genuity (Australia) Limited and Shaw & Partners Limited, included a sell-down of approximately 52,500,000 securities by Directors of the Company. The proceeds of the financing were used to fund the ongoing drilling campaign at the Pickle Crow Project.

2023

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On December 14, 2023, the Company’s Ordinary Shares commenced trading under ASX code “FFM” following Company’s name change to “FireFly Metals Ltd.”

On November 23, 2023, the Company received shareholder approval for the consolidation of its issued and outstanding Ordinary Shares and other securities on a 15 to 1 basis (“Consolidation”). The Consolidation was completed on December 7, 2023.

On October 23, 2023, the Company completed the Share Purchase Plan, which was increased to A$5,000,000 from A$3,000,000 following high demand for shareholder participation. Applications under the Share Purchase Plan totalled approximately A$9,100,000, and the Company issued a supplementary prospectus to facilitate the oversubscription. The Company issued 200,000,363 new Ordinary Shares pursuant to the Share Purchase Plan.

On October 19, 2023, the Company completed the acquisition of the Green Bay District from the Rambler Group pursuant to the SISP. Following completion of the acquisition, the Company announced the appointment of Mr. Stephen Parsons as Managing Director and Mr. Michael Naylor as Executive Director effective from October 20, 2023.

On October 18, 2023, the Company closed a two-tranche private placement on an underwritten basis of Ordinary Shares at a price of A$0.025 per Ordinary Share for gross proceeds of A$55,000,000. Pursuant to Tranche 1, the Company issued 346,959,075 Ordinary Shares on September 8, 2023 to raise approximately A$8,700,000. The proceeds from the issue of the Tranche 1 Ordinary Shares were used towards funding expenditure on the Company’s existing projects (being the Pickle Crow Project and Limestone Well Project), as well as for general working capital purposes. Pursuant to Tranche 2, the Company issued 1,853,040,925 Ordinary Shares on October 19, 2023 to raise approximately A$46,300,000. The proceeds from the issued of the Tranche 2 Ordinary Shares were used to satisfy payment obligations pursuant to the acquisition of the Green Bay District, for exploration activities and maintenance at the Green Bay District and general working capital. In addition to the two-tranche private placement, the Company offered eligible shareholders the opportunity to participate in the Share Purchase Plan for a maximum of A$30,000 worth of new Ordinary Shares at an issue price of A$0.025 per Ordinary Share.

On September 12, 2023, the Supreme Court of Newfoundland and Labrador in Bankruptcy and Insolvency approved the Company’s bid to acquire the Green Bay District via the purchase of the Rambler Group.

On August 31, 2023, the Company announced that it had agreed to acquire the Green Bay District in Newfoundland, Canada, for total consideration of approximately A$65,000,000. The Green Bay District includes the Ming Mine and Nugget Pond processing facility previously operated by Rambler. On August 11, 2023, the Company bid for the Target Assets (the business, property and assets of the Rambler Group) under the SISP ordered by the Supreme Court of Newfoundland and Labrador in Canada on March 15, 2023 as part of the restructuring proceedings of the Rambler Group under the Companies’ Creditors Arrangement Act (Canada). The SISP was conducted by the Rambler Group, with the assistance of and in consultation with Grant Thornton Limited acting as court-appointed Monitor. The Company’s bid involved the offer to purchase the Target Assets by way of the cancellation of all outstanding issued capital in the Rambler Group and the issuance of new shares to the Company and a reverse vesting order. The Company’s bid was chosen as the preferred bid by the Rambler Group, in consultation with the Monitor. The reverse vesting order

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involved the transfer of undesirable assets and liabilities out of the Rambler Group, leaving the Rambler Group with only those assets and liabilities sought by the Company to facilitate the Company's acquisition.

On May 31, 2023, the Company established a less than marketable parcel share sale facility for holders with parcels of Ordinary Shares with a market value less than A$500. On May 26, 2023, there were 1,384 shareholders with a small holding, representing 8,621,520 Ordinary Shares (0.37% of the total Ordinary Shares then on issue). The share sale facility enabled the Company to avoid incurring unnecessary administration costs on small holdings. The Company announced the completion of the share sale facility on September 13, 2023. A total of 6,165,122 of the Ordinary Shares, on behalf of 1,030 shareholders, were sold on the market at an average price of A$3.0569 per Ordinary Share.

On February 10, 2023, the Company closed a private placement of 180,000,000 Ordinary Shares at a price of A$0.05 per Ordinary Share for gross proceeds of A$9,000,000. The proceeds from the financing were used to expediate exploration at the Pickle Crow Project and to continue to step out on the high-grade gold Inferred Resource.

2024

The Company expects to apply to list the Ordinary Shares for trading on the TSX in early December 2024.

On November 4, 2024, the Company announced that it had signed a binding agreement to acquire the Tilt Cove copper-gold exploration project in Newfoundland from Signal Gold Inc. The Tilt Cove copper-gold exploration project is made up of 115 square kilometres of highly prospective exploration ground immediately continuous to the Green Bay District. The Company will pay Signal Gold Inc C$3.07M in upfront consideration, comprising C$2.5M in FireFly shares and C$570,000 in cash, plus a non-guaranteed milestone payment of C$1M.

On September 26, 2024, the Company announced that it had received firm commitments to raise A $65,000,000 (before costs) at an issue price of A$0.95 per fully paid Ordinary Share through a single tranche share placement. The proceeds of the placement will be used to underpin the next phase of resource growth, discovery and development at the Ming Mine Copper-Gold Project.

On July 22, 2024, the Company announced the appointment of Renée Roberts as a Non-Executive Director.

On April 29, 2024, the Company announced the appointment of Ms. Chen Sun as Chief Financial Officer, following the resignation of William Nguyen as Chief Financial Officer and Joint Company Secretary.

On March 28, 2024, the Company announced a private placement of approximately 81,500,000 Ordinary Shares at a price of A$0.64 per Ordinary Share for gross proceeds of A$52,200,000. The proceeds are being used to accelerate drilling and rapid resource growth at the Company's Green Bay District. The private placement was completed in three parts, comprising of (i) the approximately A$6,700,000 Charity Flow-Through Placement to Canadian investors priced at A$0.7503 per Ordinary Share, the proceeds of which are being used to fund development expenditures; (ii) the approximately A$6,700,000 Traditional Flow-Through placement to a

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Canadian investor priced at A$0.748 per Ordinary Share, the proceeds of which are being used to fund exploration expenditures; and (iii) the approximately A$38,700,000 two-tranche Institutional Placement at the price of A$0.61 per Ordinary Share. Pursuant to a block trade agreement between PearTree Securities Inc., Canaccord Genuity (Australia) Limited and BMO Nesbitt Burns Inc. Canaccord Genuity (Australia) Limited and BMO Nesbitt Burns Inc. facilitated the secondary sale of the Ordinary Shares acquired by clients of PearTree Securities Inc. under the Charity Flow-Through Placement to sophisticated and professional investors by way of a block trade. The Ordinary Shares issued under the Traditional Flow Through Placement were purchased by a Canadian investor who is not a related party of the Company. A total of 9,009,010 Ordinary Shares were issued under the Charity Flow-Through Placement on April 5, 2024, followed by a total of 48,290,990 Ordinary Shares issued on April 9, 2024 pursuant to the Traditional Flow-Through and the first tranche of the Institutional Placement and, following receipt of shareholder approval, a total of 24,152,759 Ordinary Shares were issued on May 24, 2024 pursuant to the second tranche of the Institutional Placement.

On March 26, 2024, the Company acquired all of the common shares of 1451366 B.C. Ltd., the wholly-owned subsidiary of Gold Hunter, in exchange for C$500,000 in cash and the issuance of 30,290,624 Ordinary Shares valued at approximately C$15,000,000 to acquire a 100% interest in the mineral claims comprising the Rambler Project and Tilt Cove Project and the rights to acquire additional claims comprising the Marwan Project in Newfoundland and Labrador, Canada owned by Gold Hunter. The Company also discharged an existing Gold Hunter liability of C$1.5 million, through the issue of 3,029,062 Ordinary Shares. Upon completion of the sale, the Company assumed all related obligations and liabilities regarding the claims and any royalties on the claims.

On March 26, 2024, the Company also announced the Port Access Agreement entered into with TSX-V-listed Maritime to secure valuable port access just 6 kilometers from the Ming Mine Copper-Gold Project. The Port Access Agreement secures uninterrupted port access through Maritime's Point Rousse tenements to provide access to the property at Pine Cove deep water port to transport and export up to 1Mt per year of mineral concentrate. The Port Access Agreement also includes the right to construct storage and handling facilities on the property. The port provides a much closer export facility than the Goodyear's Cove port that is currently available to the Ming Mine Copper-Gold Project. It can receive Panamax Vessels (~50,000 tonnes) and includes a causeway, a barge offloading facility, access road and laydown facility. Concurrently with the Port Access Agreement, the Company agreed to invest C$2,500,000 in Maritime through the acquisition of 50,000,000 common shares in the capital of Maritime at C$0.05 per share. The Company also received 3,648,069 share purchase warrants with a five-year expiry and a strike price of C$0.05 per share. The purchased securities give the Company an 8.4% stake in Maritime.

On March 19, 2024, the Company announced the resignation of Ray Shorrocks as Chairman and Non-Executive Director and the appointment of Kevin Tomlinson as Non-Executive Chair and Jessie Liu-Ernsting as a Non-Executive Director of the Company.

BUSINESS AND INDUSTRY

FireFly is currently engaged in the exploration and development of mineral deposits in Ontario and Newfoundland and Labrador, Canada. All exploration and development at the Green Bay District is conducted through FireFly Canada, a wholly-owned subsidiary of FireFly. FireFly, through Revel Resources (JV Projects) Ltd, a wholly-owned subsidiary, owns a 70% stake in PC Gold Inc. which holds, and is undertaking exploration and development of the Pickle Crow Project

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in the Uchi sub-province of Ontario, Canada. The Company is currently focused on resource development of the Ming Mine Copper-Gold Project.

The Company has initiated a strategic review with respect to the Company's 70% interest in the high-grade Pickle Crow Project. The objective of the strategic review is to evaluate options to maximise value for shareholders whilst also allowing the Company to focus on progressing the Green Bay District. Investors are cautioned that there is no guarantee that the strategic review will result in the divestment of the Pickle Crow Project and the Company will keep the market updated in accordance with its continuous disclosure obligations.

Specialized Skills and Knowledge

FireFly is dependent on the specialized skill and knowledge of its employees in order to execute FireFly’s business objectives and current strategic plan. Numerous types of specialized skill, knowledge and experience are required of employees in the mining industry. Such skills and knowledge include the areas of permitting, geology, drilling, metallurgy, logistical planning, engineering, and implementation of exploration programs, as well as legal compliance, finance, and accounting. FireFly has the necessary skilled employees and consultants to carry on its business as conducted and believes it will continue to be able to retain such employees and consultants. In the event of a skilled labour shortage, various projects of the Company may not become operational due to increased capital outlays associated with labour. Further, a skilled labour shortage could result in operational issues, such as delays in the execution of the exploration programs and higher exploration costs.

The Company expects to be able to continue to attract and retain team members to support its business objectives and current strategic plan for the foreseeable future.

Competitive Conditions

The mining industry is intensely competitive in all its phases and the Company competes with many companies possessing greater financial resources and technical facilities in its search for, and the acquisition of, mineral properties as well as the recruitment and retention of qualified employees with technical skills and experience in the mining industry. There can be no assurance that the Company will be able to compete successfully with others in acquiring mineral properties, obtaining adequate financing, and continuing to attract and retain skilled and experienced employees. Existing or future competition in the mining industry could materially adversely affect the Company’s business and prospects for mineral exploration and success in the future.

Cycles

The mineral exploration business is subject to mineral price cycles. The marketability of minerals and mineral concentrates and the ability to finance the Company on favourable terms is also affected by worldwide economic cycles.

Environmental Protection

FireFly provides for the present value of estimated costs of the remediation work that will be required to comply with environmental and legal obligations. The Company has an obligation to undertake decommissioning, restoration, rehabilitation, and environmental work when the

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environmental disturbance is caused by exploring and developing a mineral property. The Company has recognised a provision for rehabilitation obligations as of June 30, 2024 of $4.89 million, comprising $0.56 million attributable to the Pickle Crow Project and $4.33 million in respect of the Ming Mine Copper-Gold Project. The liability was estimated based on management’s interpretation of current regulatory requirements and is recognised at the present value of such costs based on discounted cashflow analysis over the expected mine life or anticipated timing of outflows. Unwinding of the discount relating to the rehabilitation provision of $0.52 million was recognised as finance expense in the year ended June 30, 2024.

See the “Technical Information” section of this AIF for disclosure related to the reclamation processes and costs for the Ming Mine Copper-Gold Project and the Pickle Crow Project.

Employees

As of September 2, 2024, FireFly employed 93 regular full-time and part-time employees, of which 10 employees are located in Australia and 83 employees are located in Canada. The Company has not experienced, and does not expect to experience, significant difficulty in attracting and retaining qualified persons. However, no assurance can be given that a sufficient number of qualified employees can be retained by the Company when necessary. See the “Risk Factors” section of this AIF for disclosure related to the retention of qualified employees.

Foreign Operations

FireFly’s Green Bay District is owned and operated by its wholly-owned subsidiary, FireFly Canada in Newfoundland and Labrador, Canada and FireFly owns a 70% stake in the Pickle Crow Project in the Uchi sub-province of Ontario. FireFly’s management and headquarters are located in Perth, Australia.

Social and Environmental Policies

The Company is, and has been, carrying out exploration and development in Canada. Such activities are subject to various laws, rules and regulations governing the protection of the environment. The Company keeps current with required and best practice environmental protection measures as part of standard operating procedures in the Company’s exploration programs. As such, the Company incurs environmental protection costs as a component of operating expenditures and expect to in the future. The Company has also adopted a Sustainability Policy and Risk Management Policy to assist the Company in identifying and managing key risks associated with its business and projects.

The Company has maintained an active environmental, social and governance programs and is further developing such programs as the Company’s projects grow. These are summarised in the Company’s Sustainability Policy which is available at the Company’s website. The main items covered in this policy include:

Environment

Closure and ecosystem services

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The Company will consult and partner with stakeholders to ensure that current and future generations inherit a positive legacy, whereby the post mine land use delivers a sustainable environmental value. The Company will be proactive in taking into account the effect of changed climatic conditions. The Company will be responsible stewards and restore ecological values and leave a safe and stable landform. The Company will actively manage water as a precious resource through every stage of the mine life.

Biodiversity and rehabilitation

The Company commits not to mine or explore in world heritage sites. The Company will actively ensure that key biodiversity values are retained. The Company will follow the mitigation hierarchy to first avoid, minimise, rehabilitate and finally compensate for residual damage, where appropriate.

Circular economy and waste

The Company seeks innovative opportunities to grow its business by turning waste to value, increasing resource efficiency while regenerating nature. The Company commits to sustainable consumption and production and will continue to invest in technology that furthers the waste reduction aims of the circular economy. The Company commits to managing hazardous substances responsibly throughout storage, handling, use and disposal. Throughout the Company's supply chain, the Company will enter into partnerships with customers, governments and other stakeholders to support transparency and chain of custody standards aimed at delivering sustainable resources.

Air, soil and water pollutants

The Company will manage pollutants within safe and legal limits and aims to remove workers from exposure through effective work design. The Company commits to taking appropriate steps to manage the greenhouse gas emissions associated with its activities. Where the science outpaces legislation, the Company commits to adopt more stringent standards to protect workers' and communities' health and safety.

Social

Health and safety

The Company has designed the workplace to provide a healthy and safe environment and will continue to promote a culture to prevent workplace accidents and serious injuries to support positive mental health and well-being. The Company intent is to drive the continuous improvements necessary to integrate effective risk management and avoid any incidents that have the potential to harm workers or the community. The Company commits to maintaining effective technical standards, updated procedures, active in-field observations and instilling a culture of risk awareness and leadership around safety and health.

Labour rights

The Company support the principles outlined in the International Labour Organisation Declaration on Fundamental Principles and Rights at Work and other International Labour Organisation core

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conventions. The Company supports the right to collective bargaining and seeks to develop respectful relationships with employees. The Company's Code of Conduct outlines its requirements for the workplace to be free from discrimination, including harassment and sexual harassment. The Company commits to training its employees so that they have up-to-date skills, even in the face of changing technology.

Diversity and inclusion

The Company seeks to create a culture where different points of view are respected. The Company will recruit the right people for the right job regardless of race, gender, age, marital status, disability, sexual orientation, nationality, political or religious beliefs, or any other factor not relevant to their competence and performance. The Company is active in its recruitment practices and in its internal promotion process to ensure that it is inclusive, seeks diverse points of view and actively support groups that have been historically disadvantaged. The Company ensures adequate procedures for reporting and investigating complaints, with clear standards for the protection of any whistle-blowers.

Indigenous and Aboriginal people

In line with the United Nations Declaration on the Rights of Indigenous Peoples the Company will seek to obtain free, prior and informed consent through its agreement-making processes. The Company respects and will continue to meet the commitments laid out in the Native Title agreements in place and through its actions aim to deliver reconciliation. The Company seeks to build sustainable, long-term and mutually beneficial outcomes with communities that are impacted by its operations and to understand, respect and ensure the needs, rights and cultures are recognised and addressed.

Human rights

The Company respects human rights in line with the United Nations Guiding Principles on Business and Human Rights at every stage of the mining process. The Company recognises that its commitment to human rights extends beyond its operations and into its supply chain and will continue to actively engage with suppliers and customers to mitigate human rights risks.

Governance

Tax transparency

The Company commits to timely and fair payment of taxes and royalties. The Company will transparently report its total contribution in the interest of accountability to society and civil institutions. The Company supports the Extractive Industries Transparency Initiative.

Bribery, anti-corruption and anti-competitive behaviour

The Company will provide timely and accurate disclosure on material changes within the business. The Company does not give bribes and ensures it complies with the laws in each region where it operates, including competition law. The Company prohibits corruption in any form. The Company provides training and other active due diligence to ensure a culture where employees operate with ethical standards, in line with the Company's values and policies.

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3. Board of Directors

The Company will take steps to ensure that the majority of its Directors are independent, with an ability to act in the best interests of the Company as a whole. The Board reserves the right to make an assessment of independence by considering the materiality of any potential conflicts of interests, positions, and relationships. The Company will ensure its Directors have the appropriate breadth of skills and experience to steward the Company.

The Company's culture supports Directors to challenge management and each other in the interest of objectively representing the best interests of the Company, investors and other stakeholders. The Company will provide training to ensure that Directors are abreast of new regulation and best practice guidance. The Company will actively foster interactions between senior leadership and site-based workers to ensure a culture of openness and accountability is maintained.

TECHNICAL INFORMATION

The Company has three material exploration properties, being:

The Ming Mine Copper-Gold Project;
The Little Deer Copper Complex; and
The Pickle Crow Project.

The Ming Mine Copper-Gold Project

This section is primarily extracted from the summary of the Ming Mine Technical Report and is qualified by reference to the Ming Mine Technical Report in its entirety. The Ming Mine Technical Report is available for review under the Company's profile on the SEDAR+ database at www.sedarplus.com. Readers are encouraged to review the Ming Mine Technical Report.

The Ming Mine Copper-Gold Project comprises the Ming Mine site; Nugget Pond milling facility; the Pine Cove deep water port (under a port access agreement with Maritime and adjacent exploration claims recently acquired from the Gold Hunter. The Ming Mine Copper-Gold Project is located on the North coast of Newfoundland and Labrador, Canada.

WSP and IRS prepared the Ming Mine Technical Report at the request of FireFly to disclose the acquisition of the project and ongoing exploration activities. This meets the standards set in NI 43-101 and the CIM guidelines.

The Ming Mine Technical Report has an issue date of November 29, 2024, and a resource effective date of October 29, 2024.

Property Ownership

In a press release dated August 31, 2023, FireFly, then operating under the name AuTECO Minerals Ltd., announced a deal to acquire the Ming Mine Copper-Gold Project from Rambler. The Ming Mine Copper-Gold Project included the Little Deer Copper Complex.

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On August 11, 2023, FireFly bid for all of the business, property and assets of the Rambler Group under the sales and investment solicitation process ordered by the Supreme Court of Newfoundland and Labrador in Canada on March 15, 2023, as part of the restructuring proceedings of Rambler Group under the Companies' Creditors Arrangement Act (Canada). The SISP was conducted by the Rambler Group, with the assistance of and in consultation with Grant Thornton Limited acting as court-appointed monitor under the CCAA proceedings.

FireFly’s bid involved the offer to purchase the Target Assets by way of the cancellation of all outstanding issued capital in the Rambler Group and the issuance of new shares to FireFly and a Reverse Vesting Order. FireFly’s bid was chosen as the preferred bid by the Rambler Group, in consultation with the Monitor, and was formalized with the signing of a binding subscription agreement.

On completion of the acquisition, the Rambler Group retained all Target Assets owned as of the date the Green Bay Subscription Agreement was signed and any assets acquired by the Rambler Group up to the date of closing, but excluding those assets, liabilities and contracts specifically excluded by FireFly pursuant to the terms of the Green Bay Subscription Agreement.

In a press release dated October 20, 2023, FireFly announced its acquisition of the Ming Mine Copper-Gold Project, including the copper deposits at the Little Deer Copper Complex, had been completed.

Property Location and Description

The Ming Mine Copper-Gold Project is located in Newfoundland and Labrador, Canada, and consists of three main sites, the Ming Mine, the Nugget Pond milling facility and the Pine Cove deep water port (newly acquired access rights to an export facility closer in proximity to the Ming Mine Copper-Gold Project compared to the previously used Goodyear Cove port (shown in Figure 1.1). It also includes landholdings adjacent to these sites acquired in early 2024 from Gold Hunter and a small land package approximately 35 kilometers to the South of Ming Mine called the Little Deer Copper Complex, which is described separately below. FireFly has access to the Pine Cove deep water port pursuant to a signed Port Access Agreement with Maritime under which FireFly can export up to 1 Mtpa of mineral concentrate.

The Ming Mine Copper-Gold Project site is located approximately 17 kilometers by road East of the town of Baie Verte, on the North coast of Newfoundland, geographic coordinates 49°54′ North latitude and 56°05′ West longitude. The site is approximately 360 kilometers by air Northwest of St. John’s, and 165 kilometers by road Northeast of Deer Lake.

The Nugget Pond milling facility is located approximately 6 kilometers West of the community of Snook’s Arm in the provincial district of Baie Verte, Ming Mine, geographic coordinates 49°50′ North latitude and 55°45′ West longitude. The facility is located 44 kilometers by an all-weather road from the Ming Mine Copper-Gold Project site.

The Pine Cove deep water port is located only 6 kilometers West of the Ming Mine Copper-Gold Project site and East of the town of Baie Verte, on the North coast of Newfoundland. The Pine Cove deep water port can receive Panamax Vessels and provides a much closer export facility than the Goodyear’s Cove port previously available to the Ming Mine Copper-Gold Project.

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All permits and approvals to conduct operations at the mine, mill and port sites and the required financial assurance for rehabilitation and closure are currently in place.

Figure 1.1: Project Location Map

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Geology

The Ming Mine Copper-Gold Project is a Noranda-type VMS deposit hosted by Cambrian-Ordovician metavolcanic and metasedimentary rocks of the Pacquet Harbour Group. The style of mineralization, alteration, host rock, and tectonism most closely resemble other VMS deposits throughout the world. Geology within the area of the Ming Mine Copper-Gold Project is comprised of two major lithological packages, the Hanging Wall Sequence, and the underlying Mineralized Sequence. The Hanging Wall Sequence consists mainly of basaltic flows with lesser volcaniclastic and volcanogenic sediments, including minor magnetic iron formation. The underlying Mineralized Sequence consists dominantly of altered and locally mineralized, quartz-phyric felsic volcanic rocks with minor quantities of altered basalt. Banded, pyritic massive sulphides on the Ming Massive Sulphide Horizon occur directly below the sheared contact separating the Hanging Wall and Mineralized Sequences. More than one horizon of massive sulphide has been intersected in several drill holes; in these instances, the massive sulphide zones are separated by altered, pyritized felsic volcanic or by gabbroic intrusive rocks. Immediately below the Ming Massive Sulphide Horizon occurs a sericitized-pyritized felsic unit approximately 15 to 20 metres thick. This unit is characterized by the variable presence of green mica and higher than normal gold concentrations. Gold concentrations diminish while moving deeper in the stratigraphy and away from the Ming Massive Sulphide Horizon. Below this gold-enriched horizon lies a sequence of sericitized-pyritized felsic volcanics 100 metres in thickness which separates the mineralization on the Ming Massive Sulphide Horizon from that in the Lower Footwall Zone, which consists of nebulous zones of disseminated and stringer chalcopyrite-pyrrhotite cutting chlorite altered felsic and lesser mafic volcanic rocks.

Exploration and Drilling

From 1977 to 2024 a total of 256,312 metres of surface and underground exploration drilling has been completed at the Ming Mine Copper-Gold Project. Historic drilling and more recent drilling completed by FireFly are summarized below. FireFly has drilled approximately 56 holes for a total of 22,648 metres since 2023.

The Phase 1 exploration drill drift development was completed July 5, 2024, and Phase 2 exploration drift development has started in early July 2024, with additional 1,200 meters exploration drill drift, following up on encouraging results from phase 1 drilling, as identified in Figure 1.2.

Phase 1 drilling program. Growing VMS and Lower Footwall Zone:
~40,000 meters of resource and exploration drilling about 75% completed ~ 30,000 meters at October 3, 2024.
Phase 2 drilling program. Expand VMS and Lower Footwall Zone and increase resource & confidence:
Additional 1,200 meter exploration drill drift expansion, commenced in early July 2024
~60,000 meters of resource growth, exploration and infill M&I drilling, pending Phase 2 development drift.

Figure 1.2: FireFly Exploration Drilling

Sample Preparation, Analysis and Security

FireFly follows best practices and methodologies described by the Canadian Institute of Mining, Metallurgy and Petroleum for the collection of samples and preparation of data that is to be reported under NI 43-101.

From 2003 to 2009, sample preparation and initial analytical analyses were completed by Eastern, whereas final analytical analyses were completed by Activation Laboratories Ltd. of Ancaster, Ontario.

From 2009 to 2023, Eastern was the only laboratory utilized by Rambler for sample preparation and analytical analysis. Since late 2013, the Eastern laboratory has been accredited in accordance with the International Standards ISO/IEC 17025:2005 for a defined scope of procedures. Since full production, beginning in early 2012, up to the halting of mining activities in March 2023, Rambler has utilized both the Eastern laboratory and an in-house laboratory for sample preparation.

Eastern applies a fire assay method followed by acid digestion, and analyses by atomic absorption finish for copper, lead, zinc, nickel, and cobalt analyses.

Activation Laboratories Ltd. used a fire assay fusion followed by acid digestion and analyses by atomic absorption for gold analyses.

Since November 2023, Eastern has been the only lab used at the Ming Mine Copper-Gold Project by FireFly. For gold analysis, Eastern applies a fire assay method for gold and 4 acid digest with Inductively Coupled Plasma-Optical Emission Spectrometry finish.

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The quality assurance and quality control program and procedures in use at the Ming Mine Copper-Gold Project property meet industry standards that exploration data collected adheres to NI 43-101 quality criteria and requirements. As part of the QA/QC program, duplicate, blank and Certified Reference Material samples are inserted at regular intervals.

Umpire lab check assays for the project are routinely conducted by SGS laboratory in Burnaby. FireFly is currently implementing a reporting system in acQuire for the third-party checks.

It is the Qualified Person’s opinion that the sample preparation and analytical procedures used on the Ming Mine Copper-Gold Project property meet acceptable industry standards and that the information reviewed at the time of the site visit is suitable to support geological modeling and future Mineral Resource estimation.

Data Verification

The data verification completed for the Ming Mine Technical Report focused on the exploration activities completed by FireFly. The Qualified Person conducted a review of the verification work on historical data completed by FireFly and previous third-party consultants as part of published NI 43-101 Technical Reports by the previous owners. The data verification of the exploration activities completed by FireFly in 2023 and 2024 included a WSP Qualified Person site visit completed on July 15 and 16, 2024 and Qualified Person independent checks of the drill hole data provided in databases against assay certificates and visualization of drill hole data in 3D modeling software. The IRS Qualified Person conducted a site visit from July 23 to July 26 where independent checks and data review were completed on the FireFly and historical data.

Mineral Resources

The Mineral Resource estimate for the Ming Mine Mine Copper-Gold Project was prepared by independent consultant Mr. Brian Wolfe of IRS. The effective date for the Mineral Resource estimate is October 29, 2024.

Mineral Resources were estimated in conformity with CIM Standards on Mineral Resources and Mineral Reserves Best Practice Guidelines. Mineral Resources are not Mineral Reserves and do not have demonstrated economic viability.

The Ming Mine Copper-Gold Project Mineral Resource estimate is comprised of two different mineralization zones, the Footwall stringer zone and the VMS zone.

Footwall Stringer-Style Mineralization: Centimetre-scale veins of pyrite and chalcopyrite interpreted to have formed as part of the hydrothermal feeder system below the sea floor. The sulphide stringers have been locally deformed and characteristically follow the foliation. The host rock is typically rhyolite that is intensely chlorite-altered reflecting the temperature and fluid pressure at formation. The zone of stringer mineralization can be up to 300 meters wide, 200 meters in height, with grades locally reaching beyond 2% Cu.
VMS: Polymetallic Cu-Au-Ag dominated massive sulphides lenses formed on the sea floor via the accumulation of precipitated sulphides around subaqueous volcanic vents. The sulphides are dominantly pyrite and chalcopyrite with lesser sphalerite. The channel-like geometry results in lenses that are between 3 meters and 15 meters in true thickness and widths of 100 meters laterally. The strike of these lenses at the Ming Mine Copper-Gold Project now exceeds 2 kilometers and remains open.

All lodes were estimated using Ordinary Kriging with the same domains used to estimate Cu, Au, Ag and Zn. Ordinary Kriging estimation was completed using an oriented search ellipsoid and 2 meters drill hole composites. A two-pass search strategy was employed for each estimated variable, with search directions aligned to the major, semi-major, and minor axes of the variogram. During the first pass, a search radius of 100 meters by 100 meters by 30 meters was utilized, with a requirement of a minimum of 8 and a maximum of 12 composites. A maximum of 3 composites per drill hole was allowed. For the second pass, the search radius was expanded to 400 meters by 400 meters by 120 meters, and the minimum sample requirement was reduced to 4 composites.

The block model is based on a $10\mathrm{mX}$ by $10\mathrm{mY}$ by $5\mathrm{mZ}$ parent block size and sub-blocks of $2.5\mathrm{mX}$ by $2.5\mathrm{mY}$ by $2.5\mathrm{mZ}$ . Block model volumes were compared to wireframe volumes to validate sub-blocking. The 2024 Ming Mine Copper-Gold Project Mineral Resource estimate contains a total of $21.5\mathrm{Mt}$ at $1.8\%$ copper equivalent (CuEq) in the Measured and Indicated Resource categories and $28.3\mathrm{Mt}$ at $2\%$ CuEq in the Inferred Resource category, a summary of the Mineral Resource estimate by resource category is shown in Table 1.1

Table 1.1: The Ming Mine October 2024 Mineral Resource Estimate

	MEASURED			INDICATED			INFERRED			TOTAL M&I RESOURCE
	Tonnes	Grade	Metal	Tonnes	Grade	Metal	Tonnes	Grade	Metal	Tonnes	Grade	Metal
Copper	4.7Mt	1.7%	77kt	16.8Mt	1.6%	266kt	28.3Mt	1.7%	482kt	21.5Mt	1.6%	343kt
Gold		0.3g/t	45koz		0.3g/t	145koz		0.4g/t	338koz		0.3g/t	190koz
Silver		2.3g/t	0.3Moz		2.4g/t	1.3Moz		3.3g/t	3.0Moz		2.4g/t	1.6Moz
CuEq	4.7Mt	1.9%	89kt	16.8Mt	1.8%	307kt	28.3Mt	2.0%	576kt	21.5Mt	1.8%	396kt

Notes:

Mineral Resources were prepared in accordance with the CIM Definition Standards for Mineral Resources and Mineral Reserves (MRMR) (2014) and CIM MRMR Best Practice Guidelines (2019).
A copper price of US$8,750/t, Au price of US$2,500/oz and Ag price of US$25/oz with a USD:CAD exchange rate of 1.35 was utilized to derive the 1% Cu cut-off grade. Mining costs were CAD$50/t, processing costs were CAD$16/t. Mining costs assumed in the COG calculation assume a combination of transverse and longitudinal long hole open stoping (LHOS) with paste backfill. A 3 meter minimum mining width has been assumed for the VMS and a bulk mining scenario for LFZ. Processing costs were guided by benchmarked operations that utilize floatation to produce a copper-gold concentrate for external extraction. G&A cost assumption was CAD$12/t. Concentrate freight: mine to port USD$5/t, port to smelter ocean freight USD$60/t. Smelter treatment charges were USD$75/t, Cu refining was US$0.08/lb, $15 US/oz Au, and $0.5 US/oz Ag.
Metallurgical recoveries to concentrates are based on assumptions from the previous metallurgical performance at the Ming Mine and Nugget Pond processing plant. Metal recoveries are $95.0\%$ Cu, $85\%$ Au, and $85\%$ Ag in the copper concentrate.
Metal equivalents for the Resource Estimate has been calculated at a copper price of US$8,750/t, gold price of US$2,500/oz and silver price of US$25/oz. Metallurgical recoveries have been set at 95% for copper and 85% for both gold and silver. CuEq(%) = Cu(%) + (Au(g/t) x 0.82190) + (Ag(g/t) X 0.00822)
Domain models were generated with Leapfrog software, based on geology, alteration, structural components and grade continuity. Grade interpolation was undertaken with industry standard software including Vulcan and Datamine software.
Treatment of extreme high grades were dealt with by using a cap grade strategy.
Mineral Resources were interpolated using Ordinary Kriging methods applied to $2m$ downhole assay composites.
Bulk density has been applied in accordance with specific lithologies and mineralization domains based on calculated mean and median derived from 12,467 field measurements.
Assays were analyzed at Eastern Analytical Limited of Springdale NL. A QAQC program of field and lab duplicates, certified standards and blanks was in place.

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The Mineral Resource Estimate is based on a database containing 1,334 diamond drill holes from surface and underground totaling 233,380m.

Mineral Reserves

There are no current mineral reserves for the project. Note that the Qualified Person has not done sufficient work to classify estimates as a current reserve and FireFly is not treating the current resource as a reserve.

Metallurgy and Mineral Processing

The Nugget Pond Mill site includes a conventional crushing, grinding and flotation process that recovers a copper-gold concentrate for sale to smelters. There is also a hydrometallurgical plant on site for leaching of gold ores and production of doré, but this part of the process is not currently in use for the Ming Mine Copper-Gold Project ore. The Nugget Pond Mill concentrator began processing reserve material from the Ming Massive Sulphide Horizon at a typical rate of 600 to 800 mtpd in 2012 and was transitioned to a blend of Lower Footwall Zone and Ming Massive Sulphide Horizon ore in 2016 with throughput ramping up to 1,250 mtpd in 2018 after the installation of a secondary crusher, new grinding classification cyclones and pumps, and allowing a coarser grind size in the flotation feed compared to the original grind specification.

Based on the Annual Report on Operations in 2022 for the Ming Mine Copper-Gold Project the following mill production occurred in the Nugget Pond Mill concentrator:

Milled a total of 372,645 tonnes (dmt) at 1.67% Cu, 0.32 g/t Au, and 2.69 g/t Ag. The recoveries were 94.84% for Cu, 69.49% for Au and 79.79% Ag.
Concentrate produced was a total of 22,108.54 tonnes (dmt) 27.37% Cu, 4.04 g/t Au, and 37.23 g/t Ag. The copper metal contained 6,062.59 tonnes (dmt), gold metal contained 2,678.53 oz and silver metal contained 26,153.87 oz.

The Nugget Pond Mill concentrator has not been in operation since February 2023 and is on cold care and maintenance. No reporting of mill production was included in the 2023 Annual Report on Operations for the Ming Mine Copper -Gold Project.

Mining

Currently the Ming Mine Copper-Gold Project property is on care and maintenance is not actively mining or processing any ore. The previous mining methods used were a combination of post pillar cut and fill and longhole mining methods, and backfilled with unconsolidated waste rock, with a transition to longhole bulk mining of the Lower Footwall Zone. Paste backfill augmented with waste rock from underground development will be the primary filling mechanism for the longhole stopes. Access to each one of the zones is made possible through extensions of the existing ramps and raises and new development where required.

Environment

The current Ming Mine Copper-Gold Project includes the Ming Mine Copper-Gold Project site and the Nugget Pond Mill site. In October 2023, with the acquisition of the Target Assets, FireFly was assigned and transferred numerous permits, approvals and authorizations as owner and operator of these sites.

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The two key authorizations associated with the Ming Mine Copper-Gold Project include:

Newfoundland and Labrador Environmental Protection Act Certificate of Approval No. AA13-035580, issued March 13, 2013. Department of Environment and Climate Change has been consulted with respect to the planned changes to the project and how they will impact the Certificate of Approval, and a subsequently Certificate of Approval No. AA18-065651 was issued and later renewed and replaced with Certificate of Approval No. AA23-045695 that expires on April 13, 2028; and
Newfoundland and Labrador Mining Act Mill License No. ML-RRM-05 was renewed on May 20, 2020, in association with the Newfoundland and Labrador Department of Industry, Energy and Technology required five-year update of the project development and rehabilitation and closure plans.

Although production at the Ming Mine Copper-Gold Project is paused and Nugget Pond Mill is on care and maintenance, FireFly has, and continues to operate these sites in accordance with the required Federal and Provincial Acts, regulations, and guidelines, and maintains an environmental management system which includes a number of environmental protection and response plans (e.g., Waste Management, Contingency, MMER Emergency Response, and others), environmental monitoring programs, and other environmental protection measures.

Conclusions and Recommendations

WSP and IRS have completed the Ming Mine Technical Report for the Ming Mine Copper-Gold Project that included a summary of the Ming Mine Copper-Gold Project property and reviews of their 2023 and 2024 exploration activities. The Qualified Persons completed site visits to confirm data collection procedures and completed independent data verification checks of the drill hole database against certificates and visualized the drill hole data in 3D modeling software. Observations from the site visit and validation checks that have been completed by the Qualified Persons confirm that FireFly is collecting exploration data to acceptable industry standard, and the current completed work is suitable for supporting geological modeling and future mineral resource estimation.

WSP Recommendations

The following are the Qualified Person recommendations from WSP:

Quality Assurance and Quality Control – The assay certificates provided by the assay laboratories should be password locked pdf documents prior to being provided to FireFly. Certificates provided to WSP were not secured documents.
Data verification of historical Rambler drill hole data being used for Mineral Resource estimation will need to be completed. Currently, historical Rambler drill hole data in the Lower Footwall Zone has assay gaps. These assay gaps were not sampled by Rambler likely due lower grade sulphides. FireFly is drilling in these areas to further Mineral Resource estimation and is using continuous sampling. The following are recommendations:
Internal comparison study of historical Rambler drill assays against FireFly drill assays in areas where Mineral Resource estimation is planned.
Collect a selection of assays not previously sampled by Rambler, assuming this core is available in storage.
Consider twinning some of Ramblers' historical drill hole locations, specifically in higher grade areas that have been identified by FireFly exploration drilling.

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IRS Recommendations

The following are the Qualified Person recommendations from IRS:

Complete further infill drilling to fill the gaps in the historical drilling.
Infill all the inferred areas in an approximate 35 to 40 meters by 35 to 40 meters spacing to support the potential upgrade to the indicated resource category.
Review the current and future bulk density data to better understand the distribution and variation across the different domains.
Refine the geological model and improve the gabbro dyke interpretation.
Review and refine the high-grade mineralization domain in the Lower Footwall Zone.
Revisit the estimation parameters and strategy once all the infill drilling has been completed.

Project Recommendations

Recommendations for the advancement of the Ming Mine Copper-Gold Project are as follows:

Complete the Phase 1 diamond drill program;
Complete the Phase 2 exploration drift development;
Complete the Phase 2 diamond drill program; and
Contingent on successful results of the exploration program, complete a Mineral Resource estimate and Preliminary Economic Assessment.

Cost estimates for the recommended work in are summarized in Table 1.2.

Table 1.2: Cost Estimates for Recommended Work

Item	Description	Estimated Cost
Phase 1 diamond drill program	10,000 meters	C$1,500,000
Phase 2 exploration drift development	1,200 meters underground drifting	C$9,600,000
Phase 2 diamond drill program	60,000 meters of infill and step out drilling	C$9,000,000
Mineral Resource estimate & preliminary economic assessment studies	Mineral Resource estimate and preliminary economic assessment	C$400,000
Total Estimated Cost		C$20,500,000

The Little Deer Copper Complex

This section is primarily extracted from the summary of the Little Deer Technical Report and is qualified by reference to the Little Deer Technical Report in its entirety. The Little Deer Technical Report is available for review under the Company's profile on the SEDAR+ database at www.sedarplus.com. Readers are encouraged to review the Little Deer Technical Report.

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The Little Deer Technical Report was prepared by P&E to provide an NI 43-101 compliant technical report and updated Mineral Resource estimate of the copper mineralization in the Little Deer Copper Complex in Newfoundland and Labrador, Canada, for FireFly Canada.

Property Description and Land Tenure

The Little Deer Copper Complex is located approximately 10 kilometers North of the town of Springdale, in North-central Newfoundland. The centre of the Little Deer Copper Complex is located at approximately 569,330 meters East and 5,490,725 meters North UTM (NAD 83, Zone 21N) grid coordinates, which is at approximately 56°02'29" West longitude and 49°33'55" North latitude.

The Little Deer Copper Complex consists of two mineral licenses containing a total of 162 staked claims covering an area of approximately 4,040 ha. Surface rights are not part of the land holdings and the claim boundaries of all the map-staked claims are currently established by geographic (UTM grid) reference. The claims have not been surveyed.

Mineral License No. 010215M is currently owned 50% by FireFly Canada and 50% by 1948565 Ontario Inc., a wholly owned subsidiary of Rambler, but is in the process of being transferred so that it will be 100% owned by FireFly Canada. Mineral License No. 010215M covers the Little Deer Copper Complex deposit. Mineral License No. 027468M owned 100% by FireFly Canada and covers the Whalesback copper deposit, which is part of the Little Deer Copper Complex. As of the effective date of the Little Deer Technical Report, both of the Little Deer Copper Complex mineral licenses are in good standing.

Access, Infrastructure, Physiography

The Little Deer Copper Complex site is easily accessible via a series of gravel roads that extend northwards from paved highway Route 392, which connects Springdale to the small community of Little Bay 20 kilometers to the Northeast. Route 392 connects to the Trans-Canada Highway via Route 390 from Springdale.

There are excellent local resources and infrastructure to support exploration and mining activities and personnel are readily available from the town of Springdale, Newfoundland.

The area is characterized by a series of Northeast-trending ridges and valleys, which reflect the underlying geology.

Historical Exploration, Development and Mining

The Whalesback deposit was discovered by the Betts Cove Mining Company in 1879. In 1880, the Whalesback property was sold to the Newfoundland Consolidated Copper Mining Company, which excavated trenches and dug an 18-meter-deep shaft in the hanging wall of the Whalesback deposit. However, no mineralization was found and exploration of the Little Deer Copper Complex stopped until 1957, when mining rights were granted to BRINEX.

From 1960 to 1962, exploration programs jointly performed by BRINEX and the Anglo-American Corporation delineated a 2.7 Mt mineral resource at 1.8% copper. The Whalesback Mine commenced production in 1963 and produced 3.8 Mt at 1% Cu over nine years. In July 1972, production at the mine ceased due to a major cave-in that breached the surface and to low copper prices.

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The Little Deer copper deposit was initially mined from 1970 to 1972 by BRINEX via a 1,044-meter drift on the 244 meter (800) level of the Whalesback Mine, located approximately 800 meters Northeast. Operations at the Little Deer Copper Complex ceased in 1972 with the closure of the Whalesback Mine. In 1973, the Little Deer Copper Complex was leased by Ming Mine Mining Company Limited, and they accessed the shallower portion of the deposit via a 329-meter decline from surface. Development and mining were performed between 1973 and 1974, at which time operations ceased due to low copper prices.

In the mid-2000s, increased copper price triggered a new exploration cycle at Whalesback and the adjacent Little Deer Copper Complex by joint venture partners Thundermin and Cornerstone Capital Resources Inc. A major drill program was completed in 2010-2011 to support NI 43-101 Mineral Resource estimates published in 2011 (Little Deer Copper Complex) and 2012 (Whalesback).

Geology, Mineralization, Deposit Type

The Little Deer Copper Complex consists of Cu-rich VMS deposits in highly deformed rocks within the Newfoundland Appalachians. The deposits formed as Cyprus-type VMS deposits on or near the seafloor by precipitation from hydrothermal fluids at temperatures between 200°C and 350°C in deposits in extensional geodynamic regimes (mid-ocean ridges, back-arc basins, and intra-oceanic rifts). Subsequently, the Little Deer Copper Complex deposits were strongly deformed during the accretion of the composite Lushs Bight oceanic tract-Dashwoods terrane onto the Humber Margin at approximately 480 Ma.

Mineralogically, the Little Deer Copper Complex deposits consist of chalcopyrite, pyrrhotite, and pyrite with minor sphalerite and trace Ag, Bi, and Hg tellurides. Four styles of sulphide mineralization are present: 1) disseminated (5%); 2) vein (50%); 3) breccia (25%); and 4) semi-massive to massive (20%). Independent of mineralization style, massive pyrite and pyrrhotite (and some chalcopyrite) are commonly parallel to main S2 schistosity in the Little Deer Copper Complex deposit, whereas late chalcopyrite piercement veins occur at a high angle to S2. Progressive increase in pressure and temperature produced a remobilization sequence wherein sphalerite was the first sulphide phase to cross the brittle-ductile boundary, followed by pyrrhotite and, finally, chalcopyrite.

Maximum temperature was not high enough for the pyrite to cross the brittle-ductile boundary. Instead, pyrite grains were incorporated and transported by pyrrhotite and chalcopyrite during the ductile remobilization events, rounding and fracturing them. Remobilization of the sulphides occurred mainly by plastic flow, but some solution transport and reprecipitation occurred locally.

Exploration And Drilling

FireFly has not completed exploration or drilling on the Little Deer Copper Complex. The most recent drilling program was in 2014, when 50:50 joint venture partners Rambler and Thundermin drilled 3,800 meters in four drill holes from surface and two wedge holes on the Little Deer Copper Complex. The drill program focused on the higher-grade, Eastern portion of the Little Deer deposit. Its primary purposes were to further upgrade the Inferred Resources to Indicated Mineral

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Resources and expand the Mineral Resources in the Little Deer Footwall Zone Splay, prior to undertaking a pre-feasibility study. Since that time, significant exploration programs have not been undertaken on the Little Deer Copper Complex.

The most notable drill hole intercepts from the 2014 drilling are:

LD-14-63; 2.9% Cu over 3.4 meters from 800.5 meters downhole;
LD-14-65; 3.8% Cu over 2.0 meters from 206.5 meters downhole; and
LD-14-65; 2.3% Cu over 6.2 meters from 635.3 meters downhole.

Data Quality Assurance and Control and Verification

Previous operators, Thundermin-Cornerstone, implemented and monitored a thorough quality assurance and quality control program for the drilling undertaken at the Little Deer Copper Complex over the 2007-2011 period and also undertook umpire assaying to further confirm the integrity of the project data. FireFly should continue with the current quality control protocol, which includes the insertion of standards and blanks and umpire assaying (on at least 5% of samples) at a reputable secondary laboratory. The addition of duplicate samples in future sampling programs will also aid in the identification of repeatability issues. Quality control data should be monitored closely and any quality control failures followed-up with the relevant laboratory immediately.

Mr. Tim Froude, an independent Qualified Person under the definition of NI 43-101, visited the Little Deer Copper Complex on June 15, 2021 for the purpose of carrying out a site visit and independent verification sampling program. Initially, check sampling was to consist of ¼ splitting of archived drill cores stored at the Whalesback Mine site. However, flooding of the access road to the core storage area prevented examination and sampling of the core, therefore it was decided to take a suite of pulp samples stored at the Rambler Mine site. A total of 24 archived pulp and reject samples were selected from twelve Thundermin-Cornerstone drill holes for independent verification sampling. Efforts were made to sample a range of grades.

The copper contents of the due diligence samples were determined and checked against the original copper assays in FireFly’s database. There is acceptable correlation between the Cu assay values in the FireFly’s database and the independent verification samples collected during the site visit and analyzed at AGAT and Eastern Analytical. Since Mr. Froude’s site visit, the Qualified Person is satisfied that no material technical information has changed that would require a new site visit. In the opinion of the Qualified Person that the data are of good quality and appropriate for use in the current Mineral Resource estimate.

Mineral Processing and Metallurgical Testing

A characterization and flotation test program on a composite sample from the Little Deer deposit was completed by SGS for Thundermin in 2010. A Bond ball mill index of 13.2 kWh/T (14.6 kWh/t) was measured, indicating a material of average hardness. Rougher flotation tests at a grind of 90 µm with a moderately elevated pH of 9–9.5 using lime and isopropyl xanthate as collector, yielded 99% recovery at a concentrate grade of 12% Cu, indicating excellent performance. A regrind size of approximately 30 µm was indicated. Locked cycle testing yielded approximately 97% copper recovery and concentrate grades of 28% Cu. Further work on the recovery of pyrrhotite is recommended to avoid any impact on recovery or concentrate grade.

Based on these data, a conventional process flowsheet was selected, including crushing and grinding to a 90 µm grind at a rate of 1,800 tonnes per day, followed by flotation recovery of

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copper to a rougher concentrate. The rougher concentrate would be re-ground to -30 µm and cleaned in a three-stage flotation circuit to yield a final concentrate containing copper at a marketable grade. The concentrate would be filtered to an assumed 8% moisture content for shipment. Power requirements for the entire process plant are estimated to be approximately 28 kWh/t.

Mineral Resources

FireFly engaged P&E as independent mineral resource consultants to re-examine the Little Deer Copper Complex and Whalesback deposits and update the Mineral Resource estimates. Due to the adjacent proximity of the two deposits, together with the underground drift connection between them at 240 Level and shared infrastructure, Rambler had previously combined the two small adjacent properties into the larger Little Deer Copper Complex.

The updated Mineral Resource estimate for the Little Deer Copper Complex is presented in Table 1.3. The updated Indicated Mineral Resource for the Little Deer Copper Complex includes 2.9 million tonnes (“Mt”) at 2.13% copper (“Cu”) containing 135.4 million pounds (“Mlb”) or 61.4 kilo-tonnes (“kt”) at 1% Cu cut-off, compared to the previous Indicated Mineral Resource estimate from 2012 of 2.7 Mt at 2.16% Cu for 129.2 Mlb or 58.6 kt Cu at 1% Cu cut-off. An Inferred Mineral Resource of 6.2 Mt at 1.79% Cu, containing 243.8 Mlb or 110.6 kt (at 1% Cu cut-off), compared to the previous inferred Mineral Resource estimate from 2012 of 4.2 Mt at 2.07% Cu for 191.3 Mlb or 86.8 kt Cu at 1% Cu cut-off.

Table 1.3: Updated Mineral Resource Estimate

SUMMARY OF LITTLE DEER COMPLEX UPDATED MINERAL RESOURCE ESTIMATE AT 1.0% COPPER CUT-OFF (1-10)
Deposit	Classification	Tonnes (k)	Cu (%)	Ag (g/t)	Au (g/t)	Co (%)	Copper (Mlb)	Copper (kt)
Little Deer	Indicated	2,029	2.33	4.12	0.13	0.03	104.2	47.2
	Inferred	5,882	1.78	2.16	0.05	0.02	230.9	105
Whalesback	Indicated	854	1.67	1.79	0.03	0.01	31.4	14.2
	Inferred	294	1.85	2.32	0.03	0.02	12.0	5.6
Total Complex	Indicated	2,883	2.13	3.43	0.1	0.02	135.4	61.4
Total	Inferred	6,176	1.79	2.17	0.05	0.02	243.8	110.6

Notes:

1) Mineral Resources, which are not Mineral Reserves, do not have demonstrated economic viability. The estimate of mineral resources may be materially affected by environmental, permitting, legal, title, taxation, socio-political, marketing, or other relevant issues.

2) The Inferred Resource in this estimate has a lower level of confidence than that applied to an Indicated Mineral Resource and must not be converted to a Mineral Reserve. It is

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reasonably expected that the majority of the Inferred Resource could be upgraded to an Indicated Mineral Resource with continued exploration.

3) The Mineral Resources in this news release were estimated in accordance with the CIM Best Practices Guidelines (2019) prepared by the CIM Standing Committee on Reserve Definitions (2014) and adopted by the CIM Council.

4) Inverse distance squared was used for Cu and Co grade interpolation with inverse distance cubed for
Au and Ag.

5) Grade capping by domain for Cu on 1.5-meter composites was as follows: $LD200 = 12\%$, $LD210 = 6\%$, $LD220 = 6\%$, $WB100 = 12\%$ and $WB110 = 3\%$

6) A variable bulk density based on numerous field measurements was used for tonnage calculations.

7) Domain models were generated with Leapfrog™ software, oriented along the trend of the mineralization and determined by selecting copper grades $\geq 1.0\%$ Cu with demonstrated continuity along strike and down-dip. Grade interpolation was undertaken with GEOVIA GEMS™ software.

8) A copper price of US$4.23/lb (May 31, 2024 Consensus Economics long-term price) and a USD:CAD exchange rate of 0.75 was utilized to derive the 1% Cu cut-off grade. Mining costs were C$60/t, process costs were C$25/t and G&A was CAD$20/t. Concentrate freight and smelter treatment charges were C$10/t mined. Concentrate mass pull was 7%, process recovery was 97%, smelter payable was 96%, and Cu refining was US$0.08/lb.

9) All assays were analyzed at Eastern Analytical Limited of Springdale Nfld. A QAQC program of field and lab duplicates, certified standards and blanks was in place.

10) The Mineral Resource estimate is based on a database containing 622 diamond drill holes from surface and underground totalling 132,972 m.

Compared to the previous Indicated Mineral Resource, the updated Indicated Mineral Resource estimate reflects a 6.5% increase in tonnes and a 4.8% increase in contained copper metal, based on a 1% Cu cut-off. Similarly, the updated Inferred Mineral Resource estimate represents a 47.4% increase in tonnes and a 27.5% increase in contained copper metal. The increases are due to use of smaller block size (2.5 m) in the Y-direction (across dip) reducing modelling dilution, greater scrutiny on vein intercept picks (which reduced sub-marginal assay intercepts), smoother and slightly less conservative wireframes, and use of Inverse Distance Squared grade interpolation instead of Ordinary Kriging.

The updated Mineral Resource estimate is based on modelling of all historical and 2014 diamond drilling results, detailed review of the grade shell boundaries, reducing the horizontal

(y-axis) block size from 5.0 meters to 2.5 meters to improve the capture of vein thickness, and overall smoother wireframe modelling strategy.

Environment, Permitting, And Community and Social Impacts

Mining and exploration activity had previously occurred on the Whalesback and Little Deer portions of the Little Deer Copper Complex. Although the mineral rights at both the Whalesback Mine and Little Deer Copper Complex areas are held by FireFly, the surface rights are held by the Crown.

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The management and remediation of the Whalesback Mine is currently the responsibility of the Newfoundland and Labrador Department of Industry, Energy and Technology, which has been completing remediation activities.

Some remediation work has been conducted by the Newfoundland and Labrador Department of Industry, Energy and Technology, and included the capping of a ventilation raise, removing the portal/adit infrastructure and backfilling the area in order to mitigate any safety hazards.

An Environmental Assessment would be required for the Little Deer Copper Complex. The Environmental Assessment and permitting process in Newfoundland is well established and harmonized with the federal Environmental Assessment process. Public consultation and a social baseline study would precede the Environmental Assessment process. When the Environmental Assessment is approved, the Little Deer Copper Complex project would be issued an Environmental Certificate of Approval and water rights under the Water Resources Act of Newfoundland.

In August of 2010, SGS was commissioned by Thundermin to complete a basic environmental characterization of the tailings produced during scoping level flotation testing of a mineralized composite from the Little Deer Copper Complex. The Little Deer flotation tailings (locked cycle test no. 2 tailings) were found to be potentially acid generating, as confirmed by acid-base accounting and Net Acid Generation testing. Analyses of the fresh and aged tailings decant solutions reported all controlled parameters at concentrations below the Metal Mining Effluent Regulation limits. Also, the aged tailings decant solution was determined to be acutely non-toxic to Daphnia Magna and Rainbow Trout.

In addition, the environmental test results also indicate minor environmental concerns for tailings management. However, the presence of pyrrhotite and the measured acid generation potential exceeding neutralization potential by 2:1, suggested the need to include 'kinetic' tailings testwork in future investigations. Kinetic tests simulate oxidizing exposure of tailings. The proposed toll process facility has a licensed tailings facility that stores tailings under a water cover, a proven method to manage acid generating tailings.

Conclusions And Recommendations

The Little Deer Technical Report recommends that FireFly advance the Little Deer Copper Complex with the following Mineral Resource and exploration drilling programs and project development work in the next 12 to 18 months:

Delineation drilling to further define the down-dip and along strike extensions of the Little Deer and Whalesback deposits;
Infill drilling to continue the conversion of Inferred Resources to Indicated Mineral Resources;
Delineation drilling to further define the down-dip and along strike extensions of the mineralized zones;

Exploration drilling to identify close-proximity targets to the mine footprint;
Borehole EM surveys on selected exploration drill holes;
Differential GPS surveys of the collar location of all new drill holes;
Updated Mineral Resource Estimate, following completion of all recommended drill programs;
Access and mine road improvement work;
Metallurgical testing on representative samples of the mineralized zone(s), to assess and confirm metal recoveries, reagent usages, process flow sheets, and additional associated operating issues. Mineralized material sorting testwork should also be undertaken;
Baseline studies on brownfield characteristics and evaluation of reclamation work completed to date; and
Updated Preliminary Economic Assessment.

The work should be completed in two phases. Phase 1 consists of mineral prospecting work and diamond drill testing for extensions of the Little Deer and Whalesback deposits to be completed between 2024 and 2026. Phase 2 from year 2026 onwards, which would be contingent on the results of Phase 1, consists of Mineral Resource conversion and delineation drilling, exploration drilling of nearby targets, metallurgical and environmental baseline studies, and an updated Preliminary Economic Assessment. The recommended actions and associated preliminary cost estimates for the recommendations are listed in Table 1.4. The estimated drilling costs are "all-in" costs, which include direct drilling costs, salaries and wages, assays, room and board, truck rentals, management fees etc. The total cost estimate for the recommended Phase 1 and Phase 2 activities is $5,000,000.

Table 1.4:

Recommended Program and Budget for Exploration and Project Development to Updated Preliminary Economic Assessment*
Activity	Planned Metres	Cost (C$)
Phase 1
Drill test for extensions of Little Deer & Whalesback	3,000	425,000
Mineral prospecting work		275,000
Total Phase 1	3,000	700,000

Phase 2
Resource conversion and delineation drilling	15,000	2,108,000

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Exploration drilling of nearby targets	10,000	1,405,000
BHEM surveying of select holes		90,000
Differential GPS surveying all new drill holes		6,000
Updated Mineral Resource Estimate		56,000
Access and mine site road improvements		101,000
Metallurgical testwork studies: mineralized material sorting, additional flotation and concentrate characteristics work		101,000
Baseline studies on brownfield characteristics and evaluation of reclamation to date		56,000
Updated Preliminary Economic Assessment		390,000
Total Phase 2	25,000	4,313,000

Total Phase 1 and Phase 2	28,000	5,013,000

The Pickle Crow Project

The following section is primarily extracted from the summary of the Pickle Crow Technical Report and is qualified by reference to the Pickle Crow Technical Report in its entirety. The Pickle Crow Technical Report is available for review under the Company's profile on the SEDAR+ database at www.sedarplus.com. Readers are encouraged to review the Pickle Crow Technical Report.

Property Location and Land Tenure

The Pickle Crow Project is located in Northwestern Ontario about 400 kilometers North of Thunder Bay and approximately 11 kilometers East of the town of Pickle Lake. The property is centred at approximately 51° 31' North latitude and 90° West longitude in NTS map area 52O/11. The Pickle Crow Project main deposits are located within a 3.5-kilometer section of the core mineralized shear zone and incorporates multiple high-grade gold lodes within a large, mineralized corridor. This 3.5-kilometer section previously produced 1.5Moz @ 16g/t gold from extensive underground mining operations until the mine closed in 1966.

The property can be accessed by road from the city of Thunder Bay by proceeding westerly on the paved Trans-Canada Highway (Highway 17) for approximately 245 kilometers to the town of Ignace and then northward on paved Provincial Highway 599 approximately 290 kilometers to the town of Pickle Lake. From Pickle Lake, access to the Pickle Crow Project mine site is along a good gravel road that connects to Highway 599 near the village of Central Patricia.

The Pickle Crow Project mine site has existing onsite permanent facilities, including an unused 225 t/d modular gold ore processing plant, onsite exploration office, and substantial underground workings. All of the historical Pickle Crow gold mine infrastructure was demolished in the 1980s, the old shafts were capped, and the underground workings are currently flooded and inaccessible.

FireFly and subsidiaries Auteco Minerals (Canada) Pty Ltd and Revel Resources (JV Projects) Ltd. hold a 70% interest in PC Gold Inc., the 100% owner of the Pickle Crow property. First

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Mining holds the remaining 30% interest in PC Gold Inc. The Pickle Crow Project consists of 96 contiguous patented mining claims covering a surveyed area of 1,566 ha. An additional 8 patented mining claims were acquired from Frontline Gold Corporation which increased the total property area to 1,696 ha. An additional 3 unpatented claims in the Collishaw Lake area are currently owned by Revel Resources Ltd. totaling 20 ha. A single claim is owned by Revel Resources (JV Projects) Ltd. The total unpatented mining claim area is 40,336 ha.

Property History and Ownership

Prospecting in the Pickle Lake area commenced in 1926. Further exploration in the region led to the discovery and initial drilling (1929) of the first Pickle Crow ore body, the No. 1 (Howell) Vein, by Northern Aerial Mineral Exploration Limited, a company set up in 1928 by J. E. (Jack) Hammell. In 1928, gold was also discovered by Albany River Mines Ltd. (Albany River) at the No. 16 Vein on the Albany River claims to the East of the then Pickle Crow property.

Underground production from the Pickle Crow mine began on April 17, 1935. By the end of 1938, the current lease area of the Pickle Crow Project was assembled and consolidated under the control of the Pickle Crow gold mine and remained that way until mine closure in 1966. Total gold production from the main 3.5-kilometer section of the Pickle Crow Project was 1.5Moz @ 16g/t Au (Micon, 2018).

The ownership passed through several companies until January 28, 2020, when FireFly entered into a binding term sheet with First Mining to acquire up to 80% interest in PC Gold Inc., a wholly owned subsidiary of First Mining which owns the Pickle Crow Project in Ontario, Canada.

On March 12, 2020, FireFly entered into a definitive Earn-In Agreement with First Mining on execution of the binding term sheet. During the term of the Earn-In Agreement, FireFly was the operator of the Pickle Crow Project and was responsible for all project expenditures. FireFly operates on the Pickle Crow Project under the wholly owned Canadian subsidiaries Revel Resources (JV Projects) Ltd. and Revel Resources Ltd.

Geological Setting and Mineralization

The Archean shear-zone hosted Pickle Crow gold deposit and satellite deposits consist of 154 interpreted gold domains hosted across a variety of different lithologies ranging from Pickle Crow Basalts, through BIF and Porphyry units. The additional satellite deposits have been included in the March 2023 Mineral Resource estimate reported here. The Springer Zone is located 400 metres South of the main Pickle Crow mineralisation, whilst the Central-East, Northeast Pumphouse and Cohen Zones are located within 1.5 kilometers West of Pickle Crow main mineralisation trend.

Gold occurrences on the property have previously been described in the work of Thompson (1939), Pye (1956), Ferguson (1966), MacQueen (1987) and Winter (1988). Below are brief descriptions of known gold occurrences are associated with four styles of mineralisation:

Narrow, high-grade gold-scheelite-bearing quartz veins, which were the main source of gold produced at the Pickle Crow Project underground mine from 1935 to 1966.
Iron formation hosted gold mineralisation adjacent to vein structures. The BIF formations contain stringers and discontinuous lenses of quartz, and the iron-bearing minerals have been replaced by sulphides. Both quartz and sulphides are gold mineralised.

Shear zone-hosted gold mineralisation consisting of complex wide zones of intense shearing and alteration which are intimately associated with the intrusion of the Albany Porphyry and characterised by disseminated pyrite, discontinuous quartz veining and sulphidation of interflow iron formation.
Arsenopyrite-associated gold mineralisation which typically occurs as disseminated to semi-massive arsenopyrite and quartz-arsenopyrite stockworks hosted by iron formation but can be also found, to a lesser extent, in shear zones and/or quartz veins in volcanic rocks.

Exploration And Resource Development

After historic mining ceased in 1966, there has been limited exploration of the Pickle Crow Project. Any work that has been conducted by modern explorers has been fragmented and focused on developing small remnant resources proximal to the old mine infrastructure.

Additional to the drilling campaigns, several exploration programs were conducted which included an airborne geophysics survey with a geophysics interpretation, prospecting, overburden/soil sampling, a LiDAR survey, and a petrographic study between 2022 and 2023.

The first program to start in 2022 was the petrographic study, where 85 representative core samples of the main lithological units were collected and submitted for whole rock analysis and 36 of them for petrographic analysis. During the prospecting program, a total of 170 rock samples and 186 mapping stations were collected. The Metcalf trench, located on the Tarp Lake Shear returned rock chip results including 569.0 g/t Au, 27.4 g/t Au and 9.0 g/t Au. This surface expression indicated the presence of a significant vein system with historical drill intersections including 1.8m @ 66.9 g/t Au and 1.8m @ 28.5 g/t Au. The Metcalf trench was also mapped by a consulting structural geologist. The final program in 2022 was the airborne magnetic survey, between July 24th - October 15th. The survey flew over the 562 contiguous mining claims and the 104 Patented Mining Claims that covered a total of ~512 square kilometers.

In 2023, a LiDAR survey was completed over the entire Pickle Crow Project on June 12 (~512 square kilometers) to aid in an extensive prospecting and overburden/soil sampling program along with conducting aquatic and terrestrial base line studies. The prospecting and overburden program resulted in the collection of 895 overburden samples (395 soils, 74 tills, and 426 humus samples), 50 rock samples and the recording of 40 mapping stations.

Resource development has focussed on the definition of additional resources within the top 500 meters from surface and within the core mine trend, which is host to the current Inferred Mineral Resource and historical mining and infrastructure. There are multiple, underexplored, mineralized trends within the property and outside of the current defined resource area.

FireFly explored the Pickle Crow deposit with two and up to five diamond drill rigs in operation from May 2020 up to the end of 2022. The aim of the diamond drilling was to expedite the resource growth and allow exploration step outs. A total of 458 NQ diamond drill holes for 143,423 meters have been completed from 2020 to the end of 2022 and have been incorporated into the resource estimate. Typical Pickle Crow quartz vein-hosted mineralization has been intersected where anticipated in all holes with visible gold observed. The 2020-2022 drilling has confirmed

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mineralization trends and locations previously identified from historical underground mining activities and diamond drilling and face sampling from underground drifts.

The 2023 drilling campaigns conducted after the completion of the March 2023 Mineral Resource estimate contains drillholes located in regional prospects and have no material impact on the Mineral Resource estimate.

Data Verification and Site Visit

Data validation and verification of drill hole data was assessed for all drilling within the Pickle Crow Project resource area. The Qualified Person completed a site visit to Pickle Crow in July 2024. During the site visit, data verification on the drilling data supplied for the 2023 Mineral Resource estimate was completed along with drill core inspection from recent drilling. Site visit validation included check logging of recent core sample intervals and review of supplied drilling and sampling methods and protocols, inspection of several recent drillhole collar locations and data storage of remaining core samples and sample pulps. Other site visit activities included inspection of old surface mining and underground openings, and inspection of the unused 225 t/d modular gold ore processing plant.

An inspection of the assay laboratory contracted by FireFly, AGAT Laboratories in Thunder Bay, was also conducted as part of the site visit. The laboratory was found to be well set out and tidy, with industry standard equipment and protocols in place suitable for analytical methods appropriate for the styles of mineralisation at the Pickle Crow Project.

Data validation prior to resource estimation included checks for duplicate surveys, downhole survey errors, assays, and geological intervals beyond drill hole total depths, overlapping intervals, and gaps between intervals. Data was validated utilizing visual review of digital files, as well as computer-aided checking systems.

Verification of supplied electronic drill hole data with drill hole logs and assay certificates was completed. Cube Consulting Pty Ltd. has confirmed that the primary returned assay result was used for reporting of all intersections in the 2023 Mineral Resource estimate. No averaging with field duplicates or laboratory repeats was undertaken so as not to introduce volume bias. The 2020 to 2022 quality control/quality assurance data was independently analysed by Cube Consulting Pty Ltd. and show industry standard and acceptable levels of accuracy and precision have been established.

The Qualified Person has verified the data disclosed, which underpins the disclosure of the Mineral Resource estimate contained in the Pickle Crow Technical Report and is of the opinion the data collection and verification procedures adequately support the integrity of the database.

Mineral Resource Estimates

The Pickle Crow Project Mineral Resource estimate, effective date as at March 31, 2023, is suitable for public reporting in accordance with the NI 43-101 and the CIM Definition Standards (May 2014).

All drilling information, including all drilling completed up to February 23, 2023, has been used in the preparation of the Mineral Resource estimate completed in March 2023. Drilling conducted

after the completion of the Mineral Resource estimate in 2023 occurred on regional exploration prospects but had no material impact on the Mineral Resource estimate.

The Mineral Resource estimate has been entirely classified as inferred in accordance with the terms set out by the CIM, as the CIM Definition Standards on Mineral Resources and Mineral Reserves adopted by the CIM Council, as amended. The classification is based on the relative confidence in the mineralized domain countered by high nugget values, variable drill spacing, un-verifiable historical database and partial lack of historical quality control/quality assurance.

All resources are reported at either a $2.0\mathrm{g / t}$ Au cut-off grade to report the broad domains potentially amenable bulk mining extraction methods, and a $3.0\mathrm{g / t}$ Au cut-off grade was used to report the narrow vein mineral resources. A bulk density of $2.7\mathrm{g / cm}^3$ was assigned to mineralized quartz veins based on test work completed by previous operators PC Gold.

Table 1.5 is a summary of the Inferred Resources, effective as of March 31, 2023.
Table 1.5: Pickle Crow Gold Project Inferred Resources, (as at March 31, 2023)

Min Type	COG (g/t Au)	Tonnes (kT)	Grade (g/t Au)	Contained Metal (Au Oz)
Veins	3.0	6,692	9.8	2,112,000
BIF	2.0	2,511	3.7	295,000
Porphyry/Alt Zones	2.0	1,510	4.0	192,000
Satellite Zones	2.0	1,005	4.1	133,000
LG	2.0	189	3.7	22,000

TOTAL		11,907	7.2	2,754,000

Notes:

CIM (2014) definitions were followed for Mineral Resource estimation and classification. All mineral resources are classified as inferred.
The effective date of this mineral resource is March 31, 2023.
All mineral resources have been depleted by mining, using available historical underground mining voids.
Mineral resources are reported at a block cut-off grade of $3.0\mathrm{g / t}$ Au for narrow vein mineralisation, and $2.0\mathrm{g / t}$ Au for wider BIF hosted and alteration style mineralisation. COG values were assessed using preliminary costing analyses for open pit and UG mining methods at a gold price of USD 1350, and metallurgical recoveries of $98\%$ (Quartz vein hosted) and $89.9\%$ (BIF hosted).
Grade capping has been applied to high grade outliers. Each domain has been capped based on their unique geology and grade distribution
The average bulk density is assigned based on rock type: $\mathrm{VQ} = 2.7\mathrm{g / cm3}$ ; BIF = 3.21 g/cm3; Po = 2.7 g/cm3.
Figures may not add up due to rounding.

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Mineral Resources are not Mineral Reserves and do not have demonstrated economic viability. The estimate of Mineral Resources may be materially affected by environmental, permitting, legal, title, taxation, socio-political, marketing, or other relevant issues.

The following observations were noted when reviewing the classification criteria for Pickle Crow Project:

The Pickle Crow deposit has been subject to mining since 1935, and historical workings demonstrate grade and geological continuity.
When assessing the combination of current drilling, historic drilling and underground chip samples, no particular common sample grid exists for assessment based on a regular drill spacing.
Accuracy and precision of the assay determinations in the underground historical data is unknown and only partially validated.
There also exists potential errors in relation to the underground locations and the accuracy of the digitised underground workings and underground hole collar locations.
Much of the areas with underground face sampling and some underground drilling have been stoped out, and the depleted material margin of error is within reasonable limits for Inferred Resource category.
While data quality control is lacking for the majority of historic underground drilling and sampling used, well controlled and industry standard recent drilling and re-sampling confirming historical data does provide validation of the information to support the estimation and classification of a Mineral Resource.

In summary, the Inferred Resource classification is appropriate for the level of accuracy and confidence in the March 2023 Mineral Resource estimate for the Pickle Crow Project.

Mining and Metallurgical Factors for Reasonable Prospects for Eventual Economic Extraction

A combination of open pit and underground mining is assumed due to the shallow nature of mineralisation zones, along with the high-grade mineralisation recorded from the historical workings at the Pickle Crow Project, which extend to approximately 1,500 meters below surface. The Pickle Crow Project produced 1,500,000 ounces at 16g/t Au from 1935 until the eventual closure in 1966.

The extensive underground mining operations have previously taken place with historical documentation providing information and support for reasonable prospect of eventually being mined. Much of the high-grade gold mineralisation modelled are close to old underground infrastructure. The Pickle Crow Project is in close proximity to existing highways, commercial power lines and two historical gold mines, Central Patricia Gold Mines and Dona Lake Gold Mine.

A number of assumptions have been made for the block modelling and estimation of resources and considerations for optimal cut-off grades for reporting. The following assumptions have been used based on experience and knowledge of similar scale open pit and underground gold mines in North America and Australia:

Gold mineralisation outcrops near surface for both Quartz vein-hosted and iron formation-hosted units and high-grade continuity is well established from previous underground mining history and recent and historical diamond core drilling to 200 meter vertical depth (for open pit mining) and extending further below 1.5 kilometer depths for several major zones.
The minimum dimensions of ore mining are assumed to be two (2) metres, for open pit mining, and one meter for underground long hole stoping methods. These dimensions have been used as the minimum thickness for the estimation domains. Minimum internal waste intervals are nominally two meters, although some internal low-grade intervals occur in order to maintain consistent domain continuity for the iron formation units.
Any future mining method is likely to be bulk open pit mining, mainly targeting broader iron formation-hosted gold mineralisation at 2.5 meter to 5 meter bench heights.
Cut-off grades have been initially calculated and assessed using both open pit and underground input parameter sheets and consultations with FireFly. Costing assumptions for the scenarios have been derived from knowledge and experience of similar scale operating projects in North America and Australia, and also review of previous costing assumptions used by Micon for the 2018 mineral resource estimate (Micon, 2018).
For the 2023 mineral resource estimate, the following cut-off grades were applied for reporting of the resources:
2.0g/t Au cut-off grade was used to report the broad domains potentially amenable bulk mining extraction methods at a higher COG value whilst maintaining block model gold grade continuity.
3.0g/t Au cut-off grade was used to report the narrow vein Mineral Resources, more specifically for underground mining extraction and taking into account the variable COGs calculated from the underground input scenario.
The cut-off grades are estimated to be the minimum grade required for economic extraction at current prices.
A Gold price used for the mining COG assessments was the approximate prevailing gold price during March 2023 (USD $1,350).
For metallurgical assumptions, two recoveries applied for the COG assessments based on previous metallurgical testwork:
98% recovery for high grade quartz vein hosted mineralisation
89.9% recovery for iron formation-hosted mineralisation

Initial metallurgical test work was completed by previous operators on the high-grade vein mineralisation at the Pickle Crow Project and summarised as follows:

Excellent total gold extractions to a maximum exceeding 99% through a combination of gravity and 48-hour cyanide leach bottle rolls (SGS, 2013).
Excellent gravity recoveries of up to 92.4% of total gold recovered by the Knelson concentrator prior to cyanide leaching (SGS, 2013).
These results are in line with the historical performance of the Pickle Crow Project which operated between 1935 and 1966 with recoveries averaging slightly over 98% recovered through a combination of gravity and cyanidation (Micon, 2018).

Conclusions and Recommendations

The 2023 Mineral Resources Estimate incorporates recent diamond drilling data over the Pickle Crow Project area. It is also informed by sampling and geological information from trenches, the

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surface expression of exposed mineralized zones, a dataset of bulk density measurements taken from whole core samples, topographic survey files of the project, digitised historical underground workings maps, digital photos of all relevant diamond drill core, and updated geological interpretations.

The input drill data is comprehensive in its coverage of the known gold mineralization and is representative of the mineralization. Knowledge of the geological controls on mineralization has been used to develop the overall 2023 Mineral Resources Estimate.

Cube Consulting Pty Ltd. considers that data collection techniques are consistent with industry good practice and suitable for use in the preparation of the Mineral Resource estimate to be reported in accordance with CIM Definition Standards for Mineral Resources and Mineral Reserves. Quality control data supports the integrity of the analytical data which has been utilised.

Given the depth, width and grade of the deposit FireFly considers that the mineralization incorporated into the resource estimation has a reasonable prospect of eventually being mined. Particularly when considering the high-grade resources are close to existing underground infrastructure and in proximity to existing highways and commercial power lines. In addition, there is already a successful history of commercial production at the Pickle Crow Project which produced. Cube Consulting Pty Ltd. concurs with the FireFly opinion, and there is significant potential to expand the limits of the Pickle Crow deposit.

The following items summarise additional recommendations for future work and enhancement of the Mineral Resources at the Pickle Crow Project:

Data Quality
Additional work on data verification - further review of historical underground drilling and underground face sampling locations and data quality for justification for inclusion in future estimates.
Data quality review of quality assurance/quality control sample results and core recovery data.
Additional bulk density sampling for different ore types and for satellite deposits.
Domaining
Update mineralisation interpretations for potential near surface bulk zones (e.g. alteration style zones).
Estimation methodology
Expand 2D estimation for all quartz vein hosted domains.
3D dynamic interpolation for all BIF hosted mineralisation and more complex zones.

The potential to expand the limits of the Pickle Crow Project Mineral Resources is summarised in the following observations from the review of historical and recent drilling data and interpretations:

The current 3D model interpretation the Pickle Crow Project gold mineralisation indicate that many high grade gold mineralisation zones remain open along strike, and down dip, providing additional exploration targets for future drill programs.

Consideration of infill and step out drilling targets within selected zones with the aim of improving confidence in domain interpretations and potential resource conversion to Indicated Mineral Resources.

The work program expenditure estimates are summarised in Table 1.6.

Table 1.6: Pickle Crow Proposed 2024-2025 (phase 1) and 2026-2027 (phase 2) Work Programs (From FireFly, March 2023)

Item	Estimated Budget (C$)
PHASE 1
Personnel	$ 60,000
Logistics. Travel and accommodation	$ 40,000
Prospecting
Regional prospecting and soil sampling	$ 300,000

Assaying	$ 100,000
Studies and Consultants	$ 200,000

Total - Phase 1	$ 700,000

PHASE 2
Personnel	$ 800,000
Logistics. Travel and Accommodation	$ 300,000
Drilling
Resource Expansion Program (NQ) 8000 metres @ $200/m	$ 1,000,000
Resource Extension Program (NQ) 2500 metres @ S150/m	$ 750,000
Construction of Drill Pads and Access	$ 250,000
Assaying	$ 250,000
Studies and Consultants	$ 600,000

Total Phase 2	$ 3,950,000

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RISK FACTORS

Investing in the Ordinary Shares involves a high degree of risk. In addition to all other information set out in this AIF, including the Company's financial statements and related notes thereto, the following specific factors could materially adversely affect the Company and should be considered when deciding whether to make an investment in the Company and the Ordinary Shares. Other risks and uncertainties that the Company does not presently consider to be material, or of which the Company is not presently aware, may also become important factors that affect the Company's future business, financial condition and results of operations. The occurrence of any of these risks could materially and adversely affect the Company's business, prospects, financial condition, results of operations or cash flow. In these circumstances, the market price of the Ordinary Shares could decline, and a purchaser of the Ordinary Shares may lose all or part of their investment.

Risks Related to FireFly's Business

FireFly's operations involve exploration and development and there is no guarantee that any such activity will result in commercial production of mineral deposits.

The proposed programs on the exploration properties in which FireFly holds an interest are exploratory in nature and such properties do not host known bodies of commercial ore. The Technical Reports are preliminary in nature and are based on geological interpretation and statistical inferences or assumptions drawn from drilling and sampling analysis that are involved in the calculation of mineral reserves and mineral resources. Development of these mineral properties is contingent upon, among other things, obtaining satisfactory exploration results. Mineral exploration and development involve substantial expenses related to locating and establishing mineral reserves, developing metallurgical processes, and constructing mining and processing facilities at a particular site. It also involves a high degree of risk, which even a combination of experience, knowledge and careful evaluation may not be able to adequately mitigate. Few properties that are explored are ultimately developed into producing mines, and there is no assurance that commercial quantities of ore will be discovered on any of FireFly's exploration properties. There is also no assurance that, even if commercial quantities of ore are discovered, a mineral property will be brought into commercial production, or if brought into production, that it will be profitable.

The discovery of mineral deposits is dependent upon a number of factors including the technical skill of the exploration personnel involved. The commercial viability of a mineral deposit is also dependent upon, among a number of other factors, its size, grade, proximity to infrastructure, current metal prices, and government regulations, including regulations relating to required permits, royalties, allowable production, importing and exporting of minerals and environmental protection. The exact effect of these factors cannot be accurately predicted, but any one of these factors, or the combination of any of these factors, may prevent FireFly from receiving an adequate return on invested capital. In addition, the operations of FireFly may be affected by various factors, including failure to locate or identify mineral deposits, failure to achieve predicted grades in exploration and mining, operational and technical difficulties encountered in mining, mechanical failure or plant breakdown, unanticipated metallurgical problems which may affect extraction costs, adverse weather conditions, industrial and environmental accidents and industrial disputes, among other things. In addition, depending on the type of mining operation involved, several years can elapse from the initial phase of drilling until commercial operations are commenced. Some ore reserves may become unprofitable to develop if there are unfavourable long-term market price fluctuations in precious and base metals, or if there are significant increases in operating or capital

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costs. Most of the above factors are beyond FireFly’s control, and it is difficult to ensure that the exploration or development programs proposed by FireFly will result in a profitable commercial mining operation.

Unless and until FireFly is able to realise value from its projects, it is likely to incur ongoing operating losses.

FireFly has negative cash flow from operating activities in its most recently completed financial year. FireFly will require additional capital to accomplish its exploration and development plans or to cover its expenses and maintain adequate working capital, and there can be no assurance that financing will be available on terms acceptable to FireFly, or at all.

FireFly is loss making and will not generate any operating revenue from the Ming Mine Copper-Gold Project unless and until it successfully re-commences commercial operations at the Ming Mine Copper-Gold Project and/or commercial production commences from the Pickle Crow Project and Gold Hunter’s Rambler Project and Tilt Cove Project. The future capital requirements of FireFly will depend on many factors including its business development activities. FireFly believes its available cash and the net proceeds of the Capital Raise should be adequate to fund its business development activities, exploration program and other objectives for the next 12 months. However, FireFly will require additional funding in the future in order to fund its business development activities, exploration program and other objectives.

In order to successfully develop its projects and for production to commence, FireFly will require further financing in the future. Any additional equity financing may be dilutive to shareholders, may be undertaken at lower prices than the then market price or may involve restrictive covenants which limit FireFly’s operations and business strategy. Debt financing, if available, may involve restrictions on financing and operating activities.

Although the Directors believe 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 FireFly or at all. Global financial conditions continue to be subject to volatility arising from international geopolitical developments and global economic phenomena, as well as general financial market turbulence. Access to public financing and credit can be negatively impacted by the effect of these events on global credit markets. Further, revenues, financings and profits, if any, will depend upon various factors, including the success, if any, of exploration programs and general market conditions for natural resources.

If FireFly is unable to obtain additional financing as needed, it may be required to indefinitely postpone or reduce the scope of its activities and this could have a material adverse effect on FireFly’s activities, including resulting in its mineral claims being subject to forfeiture, and could affect FireFly’s ability to continue as a going concern.

FireFly may undertake additional offerings of Ordinary Shares and of securities convertible into Ordinary Shares in the future. The increase in the number of Ordinary Shares issued and outstanding and the possibility of sales of such shares may have a depressive effect on the price of Ordinary Shares. In addition, as a result of such additional Ordinary Shares, the voting power of FireFly’s existing shareholders will be diluted.

Preliminary Economic Assessments

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Preliminary economic assessments are used to assess the economic viability of a deposit. There is no certainty that existing or future preliminary economic assessments will be realized. Actual costs may significantly exceed estimated costs and economic returns may differ significantly from those estimated in the studies. There are many factors involved in the determination of the economic viability of a mineral deposit, including the achievement of satisfactory mineral reserve estimates, the level of estimated metallurgical recoveries, capital and operating cost estimates and estimates of future metal prices.

FireFly has ongoing payment obligations following the acquisition of the Green Bay District.

Pursuant to the Green Bay Subscription Agreement under which the Company acquired the Green Bay District, the Company is obligated to pay deferred consideration of A$7,500,000 in cash and A$7,500,000 in cash or Ordinary Shares (at the Company’s election) within 18 months after the closing date, which took place on October 19, 2023. These amounts are payable to NewCo, a special purpose vehicle, for transfer by NewCo to former creditors of Rambler in accordance with the SISP. Further details in respect of the Green Bay Subscription Agreement are set out in the Company’s ASX announcement dated October 20, 2023.

In connection with these arrangements, FireFly Canada has entered into a general security agreement as collateral for the payment of the deferred consideration, granting a security in all of the present and after-acquired personal property (other than consumer goods) of FireFly Canada, including, but not limited to, all the right, title, interest and benefit in that property. The general security agreement will remain in effect until the deferred consideration is paid. If the deferred consideration is not paid within the required timeframe, there is a risk that the remedies exercised by the secured parties under the general security agreement may adversely affect the business, finances, and operations of FireFly Canada and the Company. FireFly Canada and the Company’s ability to pay the deferred consideration will depend on the Company’s ability to obtain adequate financing, which is subject to industry conditions and other factors. In the event of a violation by FireFly Canada of the general security agreement, including the failure to pay the deferred consideration, the secured party could declare such indebtedness to be immediately due and payable and in certain cases, foreclose on the collateral. There can be no assurance that in the event FireFly Canada is in default of the general security agreement, it will be able to secure a waiver from the other party. Moreover, to the extent the Collateral continues to be pledged to secure the deferred consideration, such assets will not be available to secure additional indebtedness, which may adversely affect FireFly Canada and the Company’s ability to borrow in the future.

FireFly’s ability to engage third-party creditors may be negatively affected by the failure of Rambler to repay debt instruments and agreements that existed prior to FireFly’s acquisition of Rambler pursuant to the SISP.

Multiple third-party creditors of Rambler, which was acquired by the Company pursuant to the Green Bay Subscription Agreement (refer to the Company’s ASX announcement dated October 20, 2023 for further information), may not have received the full payment owing to them from Rambler pursuant to debt instruments and agreements that pre-existed the SISP. As a result of the SISP, certain creditors may have had to compromise and accept partial payment for the outstanding debt owed, foregoing full repayment. As a result, there is a risk that the Company will be unable to engage such third-party creditors to provide financing in the future.

FireFly’s interest in the Pickle Crow Project is subject to the performance of third parties.

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The Company is party to the Earn-In Agreement with First Mining in respect of its current 70% interest in the Pickle Crow Project and a Binding Term Sheet with Mithril in respect of the Company's current 90% interest in the Limestone Well Project. As such, the ability of the Company to achieve its objectives will depend on the performance by the other parties to contracts which the Company may enter into in the future. If a party defaults in the performance of its obligations it may be necessary for the Company to approach a court to seek legal remedy. Legal action can be costly and there can be no guarantee that a legal remedy will ultimately be granted on appropriate terms.

Further, the Company is unable to predict the risk of insolvency or managerial failure by any of the third-party contractors used by the Company in any of its activities or the insolvency or other managerial failure by any of the other service providers used by the Company for any activity. The effects of such failures may have an adverse effect on the Company's activities.

FireFly's ability to transport mineral concentrate from the Ming Mine is subject to the third-party Port Access Agreement.

The Company entered into the Port Access Agreement with Maritime, which is the owner of surface rights on the Maritime Property that is located between the Company's Ming Mine and the navigable waters known as Baie Verte Harbour. There is a barge used to navigate the Baie Verte Harbour which is located at the edge of the Maritime Property. Pursuant to the Port Access Agreement, Maritime has granted the Company a non-exclusive licence for access over the Maritime Property for the purpose of transporting up to 1,000,000 tonnes per annum of mineral concentrate to the barge for storage and export including to construct and use a storage shed (in a location to be agreed by the parties) and access the barge area.

The Company will coordinate its access and transportation of concentrates over the Maritime Property with Maritime and will use reasonable efforts to utilise its rights in a manner that does not conflict with rights conferred by Maritime under two other agreements with other entities that Maritime has contractual obligations to in respect of the barge. Whilst the Company does not presently consider this to be a material risk to its operations, there is a risk that any delays in resolving and agreeing on customary priority arrangements with those two parties may adversely impact the Company's ability to access the Maritime Property and carry out its transportation activities.

FireFly may experience difficulties integrating acquired mining and business assets into its existing business and management.

Acquisitions of mining assets and businesses may be difficult to integrate with the Company's ongoing business and management may be unable to realize anticipated synergies. Any such acquisitions may be significant in size, may change the scale of the Company's business, may require additional capital, and/or may expose the Company to new geographic, political, operating, financial and geological risks.

The acquisition of mining assets and businesses are inherently risky.

The Company will actively pursue and assess other new business opportunities in the resources sector. These new business opportunities may take the form of direct project acquisitions, joint ventures, farm-ins, acquisition of tenements/permits, and/or direct equity participation. From time

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to time, the Company may also acquire securities of or other interests in companies with respect to which it may enter into acquisitions or other transactions. Acquisition transactions involve inherent risks, including but not limited to: accurately assessing the value, strengths, weaknesses, contingent and other liabilities and potential profitability of acquisition candidates; ability to achieve identified and anticipated operating and financial synergies; unanticipated costs; diversion of management attention from existing business; potential loss of the Company's key employees or key employees of any business acquired; unanticipated changes in business, industry or general economic conditions that affect the assumptions underlying the acquisition; and decline in the value of acquired properties, companies or securities. Additionally, the legal form of these acquisitions may result in the Company becoming liable for the historical operations of the acquisition.

The acquisition of projects (whether completed or not) may require the payment of monies (as a deposit and/or exclusivity fee) after only limited due diligence or prior to the completion of comprehensive due diligence. There can be no guarantee that any proposed acquisition will be completed or be successful. If the proposed acquisition is not completed, monies advanced may not be recoverable, which may have a material adverse effect on the Company.

To acquire properties and companies, the Company may be required to use available cash, incur debt, issue additional Ordinary Shares or other securities, or a combination of any one or more of these. This could affect the Company's future flexibility and ability to raise capital, to explore, develop and operate its properties and could dilute existing shareholders and decrease the trading price of the Ordinary Shares. There is no assurance that when evaluating a possible acquisition, the Company will correctly identify and manage the risks and costs inherent in the business to be acquired. There may be no right for the Company shareholders to evaluate the merits or risks of any future acquisition undertaken by the Company, except as required by applicable laws and regulations.

If an acquisition is completed, the Directors will need to reassess at that time the funding allocated to current projects and new projects, which may result in the Company reallocating funds from other projects and/or raising additional capital (if available). Furthermore, notwithstanding that an acquisition may proceed upon the completion of due diligence, the usual risks associated with the new project/business activities will remain.

FireFly relies on its management and key personnel, and there is no assurance that such persons will remain at FireFly, or that it will be able to recruit skilled individuals.

The Company's success depends in part on its ability to recruit and retain qualified personnel. The loss of the services of one or more of such key management personnel could have a material adverse effect on the Company. The loss of one or more of these key contributors could have an adverse impact on the business of the Company. In various aspects of its operations, the Company relies on the services, expertise and recommendations of service providers and their employees. The loss of the services of these service providers could adversely affect the Company. It may be difficult for the Company to attract and retain suitably qualified and experienced people given the current high demand in the industry and relatively small size of the Company, compared with other industry participants.

FireFly's Officers and Directors may have potential conflicts of interest.

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FireFly’s Directors and Officers may serve as directors and/or officers of other public and private companies and devote a portion of their time to manage other business interests. This may result in certain conflicts of interest. To the extent that such other companies may participate in ventures in which the Company is also participating, such Directors and Officers may have a conflict of interest in negotiating and reaching an agreement with respect to the extent of each company’s participation. However, applicable law requires the Directors and Officers to act honestly, in good faith, and in the best interests of the Company and its shareholders and in the case of Directors, to refrain from participating in the relevant decision in certain circumstances.

There can be no assurance that the interests held by FireFly in its properties are free from defects.

FireFly’s properties may be subject to prior recorded and unrecorded agreements, transfers or claims, and title may be affected by, among other things, undetected defects. Title insurance is generally not available for mineral properties, and FireFly’s ability to ensure that it has obtained a secure claim to individual mining properties or mining concessions may be severely constrained. FireFly has not conducted surveys of all of the claims in which it holds direct or indirect interests. A successful challenge to the precise area and location of these claims could result in FireFly being unable to operate on its properties as permitted or being unable to enforce its rights with respect to its properties. No assurance can be given that FireFly’s rights will not be revoked or significantly altered to its detriment. There can also be no assurance that its rights will not be challenged or impugned by third parties.

FireFly is subject to significant governmental regulations.

The Company’s mineral activities, including exploration, development and mining activities are subject to various laws governing exploration, development, production, taxes, labour standards and occupational health, mine safety, environmental protection, toxic substances, land use, water use and other matters. Failure to comply with applicable laws and regulations may result in civil, administrative, environmental, or criminal fines, penalties, or enforcement actions, including orders issued by regulatory authorities curtailing the Company’s operations or requiring corrective measures, any of which could result in the Company incurring substantial expenditures. No assurance can be given that new rules and regulations will not be enacted or that existing rules and regulations will not be applied in a manner which could limit or curtail exploration, development, or mining operations.

Permits, licenses and approvals.

In countries where FireFly carries out exploration activities, the mineral rights, or certain portions of them are owned by the relevant governments. These governments have entered into contracts with FireFly or granted permits or concessions that allow it to carry out operations or development and exploration activities there, but government policy could change. Any change that affects FireFly’s rights to conduct these activities could have a material and adverse effect on the Company. In addition, mineral exploration and mining activities can only be conducted by entities that have obtained or renewed exploration or mining permits and licenses in accordance with the relevant mining laws and regulations. The duration and success of each permitting effort are contingent upon many factors we do not control. In the case of foreign operations, government approvals, licenses and permits are, as a practical matter, subject to the discretion of the applicable governments or governmental officials. There may be delays in the review process. There is no guarantee that we will be granted the necessary permits and licenses, that they will be renewed, or

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that we will be in a position to comply with all conditions that are imposed. All mining projects require a wide range of permits, licenses and government approvals and consents. It is not certain that FireFly will be granted these at all, or in a timely manner. If it does not receive them for its mineral projects or are unable to maintain them, it could have a material and adverse effect on the Company.

Risks Related to the Mining Industry

The mining industry is subject to inherent exploration and development risks and subject to events and conditions beyond FireFly’s control.

Mineral exploration and development are high-risk undertakings. There can be no assurance that exploration and development will result in the discovery of further mineral deposits. Even if an apparently viable deposit is identified, there is no guarantee that it can be economically exploited. Until a deposit is actually mined and processed, the quantity of mineral resources and grades must be considered as estimates only, and are expressions of judgement based on knowledge, mining experience, analysis of drilling results and industry best practices. The future exploration and development activities of the Company may be affected by a range of factors, including geological conditions, limitations on activities due to seasonal weather patterns, unanticipated operational and technical difficulties, industrial and environmental accidents, the title process, changing government regulations and many other factors beyond the control of the Company.

Further to the above, the future development of mining operations at the Company’s projects (or any other current or future projects that the Company may have or acquire an interest in) is dependent on a number of factors and avoiding various risks, including, but not limited to the ability of the Company to repay its existing debt facilities, the mechanical failure of operating plant and equipment, unexpected shortages or increases in the price of consumables, spare parts and plant and equipment, cost overruns, risk of access to the required level of funding, contracting risk from third parties providing essential services. There is no guarantee that the Company will be able to procure exploration equipment and operating supplies in sufficient quantities and on a timely basis as required to further develop the Company’s mining operations.

In addition, the construction of any proposed development may exceed the expected timeframe or cost for a variety of reasons out of the Company’s control. Any delays to project development could adversely affect the Company’s operations and financial results and may require the Company to raise further funds to complete the project development and commence operations.

Calculation of mineral reserves and mineral resources and metal recovery is only an estimate, and there can be no assurance about the quantity and grade of minerals until mineral resources are actually mined.

The calculation of Mineral Reserves, Mineral Resources and corresponding grades being mined or dedicated to future production are imprecise and depend on geological interpretation and statistical inferences or assumptions drawn from drilling and sampling analysis, which might prove to be unpredictable. Mineral Resources that are not Mineral Reserves do not have demonstrated economic viability. Until Mineral Reserves or Mineral Resources are actually mined and processed, the quantity of Mineral Reserves or Mineral Resources and grades must be considered as estimates only. Any material changes in Mineral Reserves, Mineral Resources, grade or stripping ratio at FireFly’s properties may affect the economic viability of FireFly’s properties.

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FireFly is subject to substantial environmental laws and regulations that may increase its costs and restrict its operations.

The Company’s mineral activities are subject to various laws governing exploration, development, production, taxes, labour standards and occupational health, mine safety, environmental protection, toxic substances, land use, water use and other matters. Failure to comply with applicable laws and regulations may result in civil, administrative, environmental, or criminal fines, penalties, or enforcement actions, including orders issued by regulatory authorities curtailing or cancelling the Company’s operations or requiring corrective measures, any of which could result in the Company incurring substantial expenditures. Environmental legislation is evolving in a manner that will require stricter standards and enforcement, increased fines and penalties for non-compliance, more stringent environmental assessments of proposed projects and a heightened degree of responsibility for companies and their officers, directors, and employees. There can be no assurance that future changes in environmental regulation, if any, will not be materially adverse to FireFly’s operations. Specifically, new laws and regulations, amendments to existing laws and regulations, or more stringent enforcement of existing laws and regulations could have a materially adverse impact on the Company, increase costs, cause a reduction in levels of production and/or delay or prevent the development of new mining properties.

Pursuant to Canadian environmental laws, FireFly Canada has been required to contribute Restricted Cash of C$4,523,992 as term deposits in respect of a rehabilitation guarantee pertaining to the Ming Mine Copper-Gold Project. While the Company will receive the indirect benefit of this existing Restricted Cash, there is a risk that some or all of this amount may be required to rectify environmental liabilities or that legislative changes may require the Restricted Cash be increased from time to time.

Mining operations have inherent risks and liabilities associated with safety and damage to the environment and the disposal of waste products occurring as a result of mineral exploration and production. The properties in which FireFly holds interests may contain environmental hazards, which are presently unknown to it, and which have been caused by previous or existing owners or operators of the properties. The occurrence of any such safety or environmental incident could delay production or increase production costs. Environmental incidents may impact on the Company’s ongoing compliance with environmental legislation, regulations and licences. Significant liabilities could be imposed on the Company for damages, clean-up costs or penalties in the event of certain discharges into the environment, environmental damage caused by previous operations or noncompliance with environmental laws or regulation.

The disposal of mining and process waste and mine water discharge are under constant legislative scrutiny and regulation. There is a risk that environmental laws and regulations become more onerous making the Company’s operations more expensive. Approvals are required for land clearing and for ground disturbing activities. Delays in obtaining such approvals can result in the delay to anticipated exploration programmes or mining activities.

Land reclamation requirements for FireFly’s mining and exploration properties may be burdensome.

Land reclamation requirements are generally imposed on companies engaged in mining operations and mineral exploration activities in order to minimize long-term effects of land disturbance. Reclamation may include requirements to control dispersion of potentially deleterious effluents

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and reasonably re-establish pre-disturbance landforms and vegetation. In order to carry out reclamation obligations imposed on FireFly in connection with its mining and exploration activities, FireFly must allocate financial resources that might otherwise be spent on further exploration and development programs. If FireFly is required to carry out unanticipated reclamation work, its financial position could be adversely affected.

Grant, tenure and forfeiture of licences.

The Company’s Pickle Crow Project, Green Bay District and Gold Hunter’s Rambler Project and Tilt Cove Project are subject to the applicable provincial mining acts of Ontario and Newfoundland and Labrador, pursuant to which mining and exploration tenements are subject to periodic renewal. The renewal of the term of a granted tenement is also subject to the discretion of the relevant Minister. There is no guarantee that current or future tenements or future applications for production tenements will be approved. Renewal conditions may include increased expenditure and work commitments or compulsory relinquishment of areas of the tenements comprising the Company’s projects. The imposition of new conditions or the inability to meet those conditions may adversely affect the operations, financial position and/or performance of the Company.

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

The Company considers the likelihood of tenure forfeiture to be low given the laws and regulations governing exploration in the jurisdictions in which the Company operates and the ongoing expenditure being budgeted by the Company. However, the consequences of forfeiture or involuntary surrender of a granted tenement for reasons beyond the control of the Company could be significant.

Similarly, the rights to mining leases and exploration licences carry with them various obligations which the holder is required to comply with in order to ensure the continued good standing of the lease or licence and, specifically, obligations in regard to minimum expenditure levels and responsibilities in respect of the environment and safety. Failure to observe these requirements could prejudice the right to maintain title to a given area and result in government action to forfeit a lease or leases or licence or licences. There is no guarantee that current or future exploration applications or existing licence renewals will be granted, that they will be granted without undue delay, or that the Company can economically comply with any conditions imposed on any granted exploration permits.

The land on which the Company’s projects are situated may be subject to Indigenous land claims and reconciliation efforts.

The Pickle Crow Project, the Green Bay District and the Gold Hunter’s Rambler Project and Tilt Cove Project may now or in the future be the subject of land claims brought by Indigenous communities that seek to show they are legally entitled to the land and/or financial compensation in connection with the land, or that they never surrendered to the Crown their rights in lands and natural resources. The legal nature of First Nations land claims is a matter of considerable complexity. The impact of any such claim on the Company’s material interest in the Pickle Crow Project, the Green Bay District and Gold Hunter’s Rambler Project and Tilt Cove Project cannot

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be predicted with any degree of certainty and no assurance can be given that a broad recognition of First Nations rights in the areas in which the Pickle Crow Project, the Green Bay District and Gold Hunter’s Rambler Project and Tilt Cove Project are located, by way of negotiated settlements or judicial pronouncements, would not have an adverse effect on the Company’s activities. Even in the absence of such recognition, the Company may at some point be required to negotiate with and seek the approval of holders of First Nations interests in order to facilitate exploration and development work on the Company’s mineral properties, and there is no assurance that the Company will be able to establish practical working relationships with the First Nations groups in the area which would allow it to ultimately develop the Company’s mineral properties.

The Limestone Well Project will require the negotiation of a land access agreement with local First Nations groups prior to undertaking further drilling on the project. While the Company does not foresee any issues in obtaining such a land access agreement, there is no guarantee that such an agreement can be obtained promptly, upon terms favourable to the Company or at all which may impact the Company’s operations on that project.

The land on which the Company’s projects are situated may be subject to third-party tenure claims.

Under Canadian legislation, the Company may be required, in respect of exploration or mining activities on its projects, to recognise the rights of, obtain the consent of, and/or pay compensation to the holders of third-party interests which overlay areas within the mineral claims comprising such projects, including other mining tenure, pastoral leases or petroleum tenure.

The Company may be required to negotiate access arrangements and pay compensation to landowners, local authorities, traditional land users and others who may have an interest in the area covered by a mineral claim. The Company’s ability to resolve access and compensation issues will have an impact on the future success and financial performance of the Company’s operations. If the Company is unable to resolve such compensation claims on economic terms, this could have a material adverse effect on the business, results or operations and financial condition of the Company.

Any delays or costs in respect of conflicting third-party rights (for example, in relation to the assignment of any access agreements or the relocation of existing infrastructure on any existing miscellaneous licences that overlap with a mineral claim), obtaining necessary consents, or compensation obligations, may adversely impact the Company’s ability to carry out exploration or mining activities within the affected areas.

The mining industry is inherently competitive, and competition for new mining properties may prevent FireFly from acquiring interests in additional properties or mining operations.

The industry in which the Company is involved is subject to domestic and global competition, including major mineral exploration and production companies. Although the Company will undertake all reasonable due diligence in its business decisions and operations, the Company will have no influence or control over the activities or actions of its competitors, which activities or actions may, positively or negatively, affect the operating and financial performance of the Company’s projects and business.

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The Company’s current and future potential competitors may include entities with greater financial and other resources than the Company which, as a result, may be in a better position to compete for future business opportunities. Some of the competitors are large, more established mining companies with substantial capabilities and greater financial resources, operational experience, and technical capabilities than FireFly. Many of the Company’s competitors not only explore for and produce minerals, but also carry out refining operations and other products on a worldwide basis. There can be no assurance that the Company can compete effectively with these entities.

As a result of this competition, FireFly may be unable to acquire rights to additional attractive mining properties on terms it considers acceptable. Increased competition could adversely affect FireFly’s ability to attract necessary capital funding or acquire an interest in additional operations that would yield mineral reserves or result in commercial mining operations.

Climate change may adversely impact the mining industry and FireFly’s business and operations.

Climate change may have an adverse effect on FireFly’s operations, infrastructure and availability of mineral resources. Climate change may, among other things cause or result in changes in rainfall levels, higher temperatures, reduced water availability, increased sea levels, increased extreme weather events and resource shortages. Extreme weather events such as flooding or inadequate water supplies could disrupt operations, create resource shortages, damage property and equipment and increase health and safety risks on site. Such events or conditions could have other adverse effects on FireFly’s workforce and the communities around FireFly’s projects, such as an increased risk of food insecurity, water scarcity and prevalence of disease. Climate change may also result in shortages in certain consumables and other products required to sustain FireFly’s operations. Changes in policy, technological innovation and consumer or investor preferences could adversely impact FireFly’s business strategy, particularly in the event of a transition (which may occur in unpredictable ways) to a lower-carbon economy.

Occupational health and safety are critical to ensuring FireFly’s success in the mining industry.

Site safety and occupational health and safety outcomes are a critical element in the reputation of the Company and its ability to retain and be awarded new contracts in the resources industry. While the Company has a strong commitment to achieving a safe performance on site, a serious site safety incident could impact upon the reputation and financial outcomes for the Company.

Additionally, laws and regulations as well as the requirements of customers may become more complex and stringent or the subject of increasingly strict interpretation and/or enforcement. Failure to comply with applicable regulations or requirements may result in significant liabilities, to suspended operations and increased costs.

Industrial accidents may occur in relation to the performance of the Company’s services. Such accidents, particularly where a fatality or serious injury occurs, or a series of such accidents occurs, may have operational and financial implications for the Company which may negatively impact on the financial performance and growth prospects for the Company.

FireFly does not and likely will not insure against all risks.

The Company’s insurance will not cover all the potential risks associated with a mining company’s operations. The Company may also be unable to maintain insurance to cover these risks at

57 -

economically feasible premiums. Insurance coverage may not continue to be available or may not be adequate to cover any resulting liability. Moreover, insurance against risks such as environmental damages, pollution, or other hazards as a result of the exploration and production is not generally available to the Company or to other companies in the mining industry on acceptable terms. The Company might also become subject to environmental liability or other hazards which may not be insured against or which we may elect not to insure against because of premium costs or other reasons. Losses from these events may cause FireFly to incur significant costs that could have a material adverse effect upon its financial condition and results of operations.

Economic Risks and Risks Related to the Ownership of Ordinary Shares

Global financial conditions may negatively impact its operations, ability to obtain financing and share pricing.

Current global financial conditions have been characterized by increased volatility, particularly the markets for commodities, including precious and base metals. Access to public financing has been negatively impacted by several factors including efforts by financial institutions to de-lever their balance sheets in the face of current economic conditions. These factors may impact the ability of FireFly to obtain equity or debt financing in the future on favourable terms. Additionally, these factors, as well as other related factors, may cause decreases in asset values that are deemed to be other than temporary, which may result in impairment losses. If FireFly had to delay development of any project, there is no assurance that it would be able to restart development without undue delay, if at all. If such increased levels of volatility and market turmoil continue, FireFly's operations could be adversely impacted, and the trading price of its Ordinary Shares may be adversely affected.

The trading price for the Ordinary Shares is volatile and has been, and may continue to be, greatly affected by the ongoing market volatility.

Securities of mineral exploration and early-stage base metal production companies have experienced substantial volatility in the past, often based on factors unrelated to the financial performance or prospects of the companies involved. These factors include macroeconomic developments in North America and globally and market perceptions of the attractiveness of particular industries. FireFly's Ordinary Share price is also likely to be significantly affected by short-term changes in precious and base metal prices or in its financial condition or results of operations as reflected in its quarterly earnings reports. Other factors unrelated to FireFly's performance that may have an effect on the price of its Ordinary Shares include the following: the extent of analytical coverage available to investors concerning FireFly's business may be limited if investment banks with research capabilities do not continue to follow FireFly's securities; the lessening in trading volume and general market interest in FireFly's securities may affect an investor's ability to trade significant numbers of the Ordinary Shares; and the size of FireFly's public float may limit the ability of some institutions to invest in FireFly's securities. As a result of any of these factors, the market price of the Ordinary Shares at any given point in time may not accurately reflect FireFly's long-term value.

Additional financing and issuances of securities may result in dilution to the Company's shareholders.

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The Company may sell equity securities in public or private offerings (including through the sale of securities convertible into equity securities) and may issue additional equity securities to finance operations, exploration, development, acquisitions or other projects through such financing activities or pursuant to existing or future contractual obligations. The Company cannot predict the size of future issuances of equity securities or the size and terms of future issuances of debt instruments or other securities convertible into equity securities or the effect, if any, that future issuances and sales of the Company's securities will have on the market price of the Ordinary Shares. Any transaction involving the issuance of previously authorized but unissued Ordinary Shares, or securities convertible into Ordinary Shares, would result in dilution, possibly substantial, to security holders. Based on the need for additional capital to fund expected expenditures and growth, the Company may issue additional securities to provide such capital. Such additional issuances may involve the issuance of a significant number of Ordinary Shares at prices less than the current market price for the Ordinary Shares. Sales of substantial amounts of the Company's securities, or the availability of such securities for sale, could also adversely affect the prevailing market prices for the Company's securities and dilute investors' earnings per share.

Increases in energy costs or the interruption of FireFly's energy supply may adversely affect FireFly's results of operations.

FireFly's operations are energy intensive and rely upon third parties for the supply of the energy resources consumed in its operations. The prices for and availability of energy resources may be subject to change or curtailment, respectively, due to, among other things, new laws or regulations, imposition of new taxes or tariffs, interruptions in production by suppliers, worldwide price levels and market conditions. Disruptions in supply or increases in costs of energy resources could have a material adverse impact on FireFly's financial condition and the results of operations.

Fluctuations in currency exchange rates may adversely affect FireFly's financial position and results of operations.

Fluctuations in currency exchange rates, particularly costs denominated in currencies other than US dollars, may significantly impact FireFly's financial position and results of operations. FireFly periodically transfers funds held in Australia to its Canadian subsidiaries and has raised funds in Canadian dollars. As a result, the Company can be exposed to significant fluctuations in the exchange rate between the Australian dollar, the Canadian dollar, and the US dollar.

The ability of FireFly to pay dividends will be dependent on the financial condition of FireFly.

FireFly has paid no dividends on its Ordinary Shares since incorporation and does not anticipate doing so in the foreseeable future. The declaration, timing, amount, and payment of dividends are at the discretion of the Board and will depend upon, among other things, FireFly's future earnings, cash flows, acquisition capital requirements and financial condition, and other relevant factors. There can be no assurance that FireFly will be in a position to declare any future dividends due to the occurrence of one or more of the risks described herein.

FireFly's operations are subject to government and legal risk.

Changes in government, monetary policies, taxation and other laws can have a significant impact on the Company's assets, operations and ultimately the financial performance of the Company and

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its Ordinary Shares. Such changes are likely to be beyond the control of the Company and may affect industry profitability as well as the Company's capacity to explore and mine.

The Company is not aware of any reviews or changes that would affect its permits. However, changes in community attitudes on matters such as taxation, competition policy and environmental issues may bring about reviews and possibly changes in government policies. There is a risk that such changes may affect the Company's development plans or its rights and obligations in respect of its permits. Any such government action may also require increased capital or operating expenditures and could prevent or delay certain operations by the Company. The Company cannot be certain that all permits, licences and approvals which it may require for its future operations will be obtainable on reasonable terms or that such laws and regulations would not have an adverse effect on any mining project that it might undertake. To the extent such permits, licences and approvals are required and are not obtained, the Company may be delayed or prohibited from proceeding with planned exploration or development of its projects, which would adversely affect the Company's business, prospects and operations. Failure to comply with applicable laws, regulations and permitting requirements may result in enforcement actions and may include corrective measures requiring capital expenditures. The Company may not be able to obtain all necessary licences and permits that may be required, or they may be prohibitively costly to obtain.

FireFly may be subject to legal proceedings in the future.

As at the date of this AIF, there are no material legal proceedings affecting the Company and the Directors are not aware of any legal proceedings pending or threatened against or affecting the Company. However, all industries, including the mining industry, are subject to legal claims, with and without merit. The Company may become involved in legal disputes in the future. Defense and settlement costs can be substantial, even with respect to claims that have no merit. Due to the inherent uncertainty of the litigation process, there can be no assurance that the resolution of any particular legal proceeding will not have a materially adverse effect on the Company's financial position or results of operations. The Company is exposed to possible litigation risks including title claims, tenure disputes, environmental claims, occupational health and safety claims and employee claims. Legal proceedings brought by third parties including but not limited to customers, business partners, regulators or employees could negatively impact the business in the case where the impact of such litigation is greater than or outside the scope of the Company's insurance.

FireFly may be adversely affected by fluctuations in metal prices.

The value and price of the Ordinary Shares, the Company's financial results, and exploration, development, and mining activities of the Company, if any, may be significantly adversely affected by declines in metal prices. Metal prices are volatile and subject to changes resulting from a variety of factors including international economic and political trends, expectations of inflation, global and regional supply and demand and consumption patterns, stock levels maintained by producers and others, currency exchange fluctuations, inflation rates, interest rates, hedging activities and increased production due to improved mining and production methods. While the commodity prices of copper and gold have recently been strong, there can be no assurance that prices will remain at such levels or be such that the Company's properties can be mined at a profit.

Future serious price declines in the market values of gold, copper and other minerals could cause the development of, and eventually the commercial production from, the Company's projects and

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the Company’s other properties to be rendered uneconomic. Depending on the prices of commodities, the Company could be forced to discontinue exploration or development and may lose its interest in, or may be forced to sell, some of its properties. There is no assurance that, even as commercial quantities of gold, copper and base metals are produced, a profitable market will exist for it.

In addition to adversely affecting any potential future reserve estimates of the Company and its financial condition, declining commodity prices can impact operations by requiring a reassessment of the feasibility of a particular project. Such a reassessment may be the result of a management decision or may be required under financing arrangements related to a particular project. Even if a project is ultimately determined to be economically viable, the need to conduct such a reassessment may cause substantial delays or may interrupt operations until the reassessment can be completed.

DIVIDEND POLICY

We currently intend to retain any future earnings to fund the exploration, development and growth of the business and do not currently anticipate paying dividends on the Ordinary Shares. Any determination to pay dividends in the future will be at the discretion of the Board and will depend on many factors, including, among others, financial condition, current and anticipated cash requirements, contractual restrictions and financing agreement covenants, solvency tests imposed by applicable corporate law and other factors that the Board may deem relevant. See “Risk Factors”.

DESCRIPTION OF SHARE CAPITAL¹

The following describes material terms of the Company’s share capital as of the date of this AIF. The following description may not be complete and is subject to, and qualified in its entirety by reference to, the terms and provisions of the Company’s certificate of registration and constitution, which are available under the Company’s SEDAR+ profile at www.sedarplus.ca.

Authorized Share Capital

FireFly’s authorized share capital consists of an unlimited number of Ordinary Shares. As of the date of this AIF, an aggregate of 563,826,922 Ordinary Shares are issued and outstanding.

Ordinary Shares

Each Ordinary Share is entitled to one vote at meetings of shareholders and carries with it equal rights with respect to dividends, if any, and residual interests upon dissolution of the Company. Holders of Ordinary Shares have no pre-emptive rights, nor any right to convert their shares into other securities. There is no restriction on the ability of the Company to pay dividends other than cash flow considerations. Any dividend payments in the future will depend on the Company’s ability to continue as a going concern and to generate earnings, as well as capital investment requirements.

¹ NTD: Number of I/O Ordinary Shares and other securities are subject to change based on ongoing financing.

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Performance Rights

The Company has on issue a total of 30,792,681 unquoted performance rights issued under the Company’s former Equity Incentive Plan and current Employee Securities Incentive Plan. Performance rights are not transferrable except with the prior approval of the Board and subject to compliance with the Corporations Act 2001 (Cth), and have no voting or dividend rights. The performance rights vest upon the achievement of certain vesting conditions and may be exercised for nil consideration into Ordinary Shares on a one-for-one basis (subject to tax withholding requirements for employees in Canada and noting that 6,666,666 performance rights issued to Stephen Parsons and Michael Naylor which may be converted to cash and/or shares at the Board’s discretion). The performance rights do not confer any right to a return of capital, whether in a winding up, upon a reduction of capital or otherwise, and have no right to participate in the surplus profits or assets of the Company upon a winding up.

MARKET FOR SECURITIES

Trading Price and Volume

The following table sets forth information relating to the trading of FireFly’s Ordinary Shares on the ASX for the periods indicated. The trading prices and volume data were obtained from BMO Capital Markets.

Month	Price Per Ordinary Share		Volume
	High (CAD)	Low (CAD)
October 2024	$1.26	$0.91	61,622,303
September 2024	$1.08	$0.82	43,426,439
August 2024	$0.980	$0.725	52,260,382
July 2024	$0.870	$0.740	53,190,494
June 2024	$0.790	$0.660	35,669,410
May 2024	$0.895	$0.735	60,296,522
April 2024	$0.870	$0.715	51,648,708
March 2024	$0.725	$0.495	53,300,849
February 2024	$0.520	$0.455	39,228,757
January 2024	$0.635	$0.485	64,177,260
December 2023	$0.635	$0.500	16,694,526
November 2023	$0.570	$0.465	17,576,489
October 2023	$0.480	$0.405	20,121,143

PRIOR SALES

The following table sets forth the information regarding the issuances of the Ordinary Shares or securities convertible into Ordinary Shares during the 18-month period prior to the date of this AIF and during the most recently completed financial year (securities above double line were issued

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pre-consolidation and have not been adjusted for the consolidation; securities below double line were issued post-consolidation):

Date of the Issuance	Type of Issued Securities	Number of Issued Securities	Price per Security in AUD
March 18, 2023	Performance Rights	6,081,000	Nil
June 20, 2023	Performance Rights	600,000	Nil
September 8, 2023	Ordinary Shares	346,959,075	$0.025
October 10, 2023	Ordinary Shares	553,933	Nil
October 18, 2023	Ordinary Shares	1,853,040,925	$0.025
October 19, 2023	Ordinary Shares	600,000,000	Nil
October 20, 2023	Performance Rights	257,400,000	Nil
October 23, 2023	Ordinary Shares	200,000,363	$0.025
October 23, 2023	Ordinary Shares	88,000,000	$0.01
November 13, 2023	Ordinary Shares	10,000,000	$0.01
December 15, 2023	Performance Rights	6,666,666	Nil
December 22, 2023	Ordinary Shares	800,001	$0.15
January 2, 2024	Ordinary Shares	1,133,334	$0.15
March 22, 2024	Performance Rights	9,466,675	Nil
March 26, 2024	Ordinary Shares	33,319,686	Nil
April 5, 2024	Ordinary Shares	9,009,010	$0.7503
April 9, 2024	Ordinary Shares	9,019,893	$0.748
April 9, 2024	Ordinary Shares	39,271,097	$0.61
April 12, 2024	Performance Rights	933,335	Nil
May 3, 2024	Performance Rights	833,335	Nil
May 22, 2024	Ordinary Shares	2,800,000	Nil
May 24, 2024	Ordinary Shares	24,152,759	$0.61
May 27, 2024	Ordinary Shares	100	$0.61
June 4, 2024	Ordinary Shares	441,176	Nil
September 30, 2024	Ordinary Shares	62,826	Nil
October 2, 2024	Ordinary Shares	1,466,667	$0.15
October 3, 2024	Ordinary Shares	68,421,053	$0.95
October 7, 2024	Ordinary Shares	45,723	Nil
October 11, 2024	Ordinary Shares	333,334	Nil
October 15, 2024	Ordinary Shares	15,067	Nil
October 22, 2024	Ordinary Shares	21,492	Nil
October 25, 2024	Ordinary Shares	8,421,690	$0.95
November 4, 2024	Ordinary Shares	2,317,869	Nil

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Date of the Issuance	Type of Issued Securities	Number of Issued Securities	Price per Security in AUD
November 11, 2024	Ordinary Shares	2,000,000	Nil
November 15, 2024	Ordinary Shares	13,239	Nil

Shares subject to voluntary escrow

There are total of 2,374,511 fully paid ordinary shares subject to voluntary escrow, with escrow expiry dates as follows:

No. of Ordinary Shares	Escrow expiry date
441,176	04/06/2025
1,133,334	02/01/2025
800,001	22/12/2024

DIRECTORS AND EXECUTIVE OFFICERS

The following table sets forth certain information regarding the Directors and executive Officers:

Name, Province or State and Country of Residence	Position/Title	Principal Occupation for the Last Five Years
Steve Parsons
Western Australia, Australia	Managing Director (since October 20, 2023)
Non-Executive Director (since January 28, 2020)	Mr. Parsons has over 20 years’ experience in the mining industry with a proven track record of mineral discoveries, company growth, international investor relations and creating shareholder wealth. Mr. Parsons has an honours degree in Geology.
In February 2023, Mr. Parsons moved to a Non-Executive Director position at ASX200 entity Bellevue Gold Limited (ASX: BGL) after a six-year tenure as Managing Director, where he led the business from the initial discovery through to development and construction of the Bellevue gold mine in Western Australia. Mr. Parsons was previously the Managing Director of Gryphon Minerals Ltd, which discovered a large multi-million-ounce gold project in Burkina Faso, West Africa and grew to be an ASX200 company prior to its takeover by a significant North American gold company.
Mr. Parsons has been a Non-Executive Director of the Company since 28 January 2020 and was appointed as Managing Director on 20 October 2023 after the successful acquisition of the Green Bay District.
For the proceeding five years, Mr. Parsons has held the following occupations:	None
	EMPLOYER NAME	POSITION HELD
FROM
TO
MM
YY
MM
YY

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Name, Province or State and Country of Residence	Position/Title	Principal Occupation for the Last Five Years	Committees of the Board of Directors
		FireFly
Metals
Limited	Managing
Director	Oct	2023	Present
Bellevue
Gold Limited	Managing
Director	Mar	2017	Mar
Gryphon
Minerals	Managing
Director	Apr	2004	Oct
Auteco
Minerals Ltd	Non-
Executive
Director	Mar	2023	Oct
Unemployed	N/A	Oct	2016
Kevin Tomlinson
Ontario,
Canada	Non-
Executive
Director
(since
December 15,
2022)

Non-
Executive
Chairman
(since March
19, 2024) | 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 in multiple jurisdictions including Canada, Australia, Africa and the UK.

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 Churchill Resources Inc and Centamin PLC, which discovered and built a significant gold mine in Egypt.

Mr. Tomlinson is a Fellow of the Chartered Institute of Securities and Investment (CISI), a Fellow of the Institute of Directors and a Liveryman of the Worshipful Company of International Bankers (UK).

He is currently a Non-Executive Director of Kodiak Copper Corp (TSX.V:KDK), and Independent Non-Executive Chairman of Cygnus Metals Ltd. and highly successful ASX-200 company Bellevue Gold Limited.

For the proceeding five years, Mr. Tomlinson has held the following occupations: |
| EMPLOYER NAME | POSITION HELD | FROM | TO | | | |
| MM | YY | MM | YY |
| FireFly
Metals
Limited | Non-
Executive
Chair | Mar | 2024 | Present | |
| FireFly
Metals
Limited | Non-
Executive
Director | Dec | 2022 | Mar | 2024 |

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Name, Province or State and Country of Residence	Position/Title	Principal Occupation for the Last Five Years
		Bellevue Gold Ltd	Non-Executive Chair	Sep	2019	Present
		Cygnus Metals Ltd	Non-Executive Director	Dec	2020	Present
		Kodiak Copper Corp	Non-Executive Director	Apr	2023	Present
		SSI Wealth Management AG	Senior Financial Advisor	Jul	2019	Oct	2023
		Churchill Resources Inc	Non-Executive Director	Jun	2021	Mar	2023
		C3 Metals Inc	President, CEO and Director	Jan	2021	Jun	2022
		Samco Gold Limited	Non-Executive Director	Jan	2012	Apr	2021
		Cardinal Resources	Non-Executive Chair	Nov	2016	Jan	2021
		Infinity Lithium Corporation	Non-Executive Chair	Jun	2017	Nov	2019
Michael Naylor
Western Australia, Australia	Executive Director (since October 20, 2023)
Non-Executive Director (since November 30, 2018)	Mr. Naylor has over 27 years’ experience in corporate advisory and public company management since commencing his career and qualifying as a chartered accountant with Ernst & Young. Michael has been involved in the financial management of mineral and resources focused public companies serving on the Board and in the executive management team focusing on advancing and developing mineral resource assets and business development.

Mr. Naylor has worked in Australia and Canada and has extensive experience in financial reporting, capital raisings, debt financings and treasury management of resource companies.

He was a founder and previous Executive Director of ASX-200 company Bellevue Gold Limited and previous Executive Director of Cygnus Metals. Michael is currently a Non-Executive Director of Bellevue Gold Limited. | | | | | | | | None |

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Principal Occupation for the Last Five Years
Michael has been a Non-Executive Director of the Company since 30 November 2018 and was appointed as Executive Director on 20 October 2023 after the successful acquisition of the Green Bay District. For the proceeding five years, Mr. Naylor has held the following occupations:
EMPLOYER NAME	POSITION HELD	FROM		TO
		MM	YY	MM	YY
FireFly Metals Limited	Director and Company Secretary	Sep	2018	Present
Bellevue Gold Limited	Director, Company Secretary and CFO	Nov	2017	Present
Cygnus Metals Limited	Director, CFO and Company Secretary	May	2022	Sep	2024
Midas Minerals Limited	Director	Mar	2018	Aug	2024
Bellavista Resources Limited	CFO, Company Secretary, Director	Nov	2018	Aug	2024
Alicanto Minerals Limited	CFO and Company Secretary	Oct	2022	June	2024
African Gold Limited	CFO and Company Secretary	Mar	2018	Mar	2020
Helix Resources Limited	Director, CFO and Company Secretary	May	2014	Feb	2018
Tawana Resources Limited	Director, CFO and Company Secretary	Jan	2014	Oct	2017
Gryphon Minerals Limited	CFO	Nov	2013	Dec	2016

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Name, Province or State and Country of Residence	Position/Title	Principal Occupation for the Last Five Years
		Cobalt One Limited	Company Secretary and CFO	Nov	2017	Mar	2019
		Blackstone Minerals Limited	Company Secretary	Nov	2017	Nov	2019

Jessie Liu-Ernsting
Ontario, Canada	Non-Executive Director
(since March 19, 2024)	Ms. Liu-Ernsting is an accomplished executive and professional engineer with nearly 20 years of experience in the natural resources industry. She has previously held senior technical, financial and strategic positions at G Mining Ventures Corp. (TSX:GMIN), Hudbay Minerals Inc (NYSE:HBM), and Resource Capital Funds.

She has ten years of non-profit board and committee experience, and over three years of corporate Board audit, compensation, technical and special committees experience, and is currently a director of the Prospectors & Developers Association of Canada (PDAC). Jessie is a 2021 CIM Bedford Canadian Mining Young Leader Award recipient and holds an MBA from the Schulich School of Business with specializations in Mining, Finance and Strategy, and an Electrical Engineering degree from Queen’s University.

For the proceeding five years, Ms. Liu-Ernsting has held the following occupations: | | | | | | Committee Member – Audit and Risk Management Committee and Nomination and Remuneration Committee |
| | | EMPLOYER NAME | POSITION HELD | FROM | | TO | | |
| | | | | MM | YY | MM | YY | |
| | | FireFly Metals Limited | Non-Executive Director | Mar | 2024 | Present | | |
| | | G Mining Ventures Corp. | VP Investor Relations & Communications | Feb | 2022 | Present | | |
| | | Aston Bay Holdings Limited | Non-Executive Director | Mar | 2021 | Present | | |
| | | Churchill Resources Inc. | Non-Executive Director | Jun | 2022 | Mar | 2024 | |
| | | Canada Nickel Company Inc. | VP Corporate Development & Investor Relations, | Sep | 2019 | Jul | 2022 | |

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Name, Province or State and Country of Residence	Position/Title	Principal Occupation for the Last Five Years	Committees of the Board of Directors
		Hudbay Minerals Inc.	Manager Corporate Development,
Renée Roberts	Non-Executive Director (since 23 July 2024)	Ms. Roberts has more than 30 years’ experience in financial services, having previously held C-Suite roles at large corporations including National Australia Bank, QBE, Bank of New Zealand and the Australian Prudential Regulatory Authority.

Ms. Roberts has considerable experience in risk management, financial services, governance, regulation, transformation, technology and digitisation, business growth and efficiency, strategic leadership, operations, strategy development and execution.

She is currently a Director of Collingwood Football Club and Chair of the Club’s Risk and Integrity Committee.

Ms. Roberts holds a Master of Applied Finance and Bachelor of Business and studied the advanced management program at Harvard Business School.

For the proceeding five years, Ms. Roberts has held the following occupations: | Committee Chair – Audit and Risk Management Committee and Nomination and Remuneration Committee |
| | | EMPLOYER NAME | POSITION HELD | FROM | TO | |
| | | MM | YY | MM | YY |
| Judo Capital Holdings Limited | Chief Risk Officer | Sep | 2024 | Present | |
| Australian Prudential Regulatory Authority | Executive Director Banking | May | 2020 | Sept | 2024 |
| QBE Insurance Limited | Chief Operating Officer | Jun | 2018 | June | 2019 |
| Darren Cooke Western Australia, Australia | Chief Executive Officer (since June 6, 2022) | Mr. Cooke is a geologist with 26 years’ experience having previously held senior positions in global majors including Barrick Gold, Newmont and Northern Star Resources.

Mr. Cooke has had extensive gold industry experience in Australia and North America spanning regional and near mine exploration, operational geology, long-term planning and corporate development.

He has a strong track record of discovery and delivering Resource growth during his time working at world-class deposits such as the Golden Mile Kalgoorlie (KCGM), Callie (Newmont), Kundana, | None |

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Name, Province or State and Country of Residence	Position/Title	Principal Occupation for the Last Five Years
		Kanowna Belle (Northern Star / Barrick) and the Pogo deposit in Alaska (Northern Star).
Mr. Cook spent 6 years as part of the Business Development team at Northern Star Resources that completed significant M&A transactions that have seen the company transform from a junior into a global gold company.
Mr. Cooke joined FireFly Metals in February 2021 as Chief Operating Officer.
For the proceeding five years, Mr. Cooke has held the following occupations:
		EMPLOYER NAME	POSITION HELD	FROM		TO
				MM	YY	MM	YY
		FireFly Metals Limited	Chief Executive Officer	Jul	2022	Present
		FireFly Metals Limited	Chief Operating Officer	Feb	2021	Jul	2022
		Northern Star Resources	Principal - Business Development	Mar	2014	Dec	2020

Chen Sun Western Australia, Australia	Chief Financial Officer (since April 29, 2024)	Ms. Sun is a strategic CFO with over 15 years’ experience in stewarding business growth and overseeing accounting, corporate finance and financial management functions in the resources industry. Before joining FireFly Metals, Chen was CFO for the former ASX listed nickel producer Mincor Resources NL, a position she held for 7 years until the company was taken over by Wyloo Consolidated Investments Pty Ltd in 2023.
Chen was an instrumental part of the Mincor leadership team that saw the company’s successful return to the ranks of Australian nickel producers. She was involved in offtake agreement negotiations, feasibility studies, project development, mergers and acquisitions, and capital raisings, and managed the company’s financing activities. Prior to this, Chen held several senior roles at Mincor, where she built the finance function and developed the financial systems and processes, with a focus on control and process improvements.
Ms. Sun holds a Bachelor of Commerce from Curtin University and is a member of the CPA Australia and the Australian Institute of Company Directors.
For the proceeding five years, Ms Sun has held the following occupations:						None

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Name, Province or State and Country of Residence	Position/Title	Principal Occupation for the Last Five Years
		EMPLOYER NAME	POSITION HELD	FROM		TO
				MM	YY	MM	YY
		FireFly Metals Limited	Chief Financial Officer	Apr	2024	Present
		Mincor Resources NL	Chief Financial Officer (from Dec 2016 to Dec 2023)	Mar	2008	Dec	2023

Maddison Cramer Western Australia, Australia	Company Secretary (since August 10, 2022)	Ms. Cramer is a corporate lawyer with a focus on mining and resources and a professional Company Secretary.
Ms Cramer is a co-founder of boutique corporate services business Belltree Corporate and is currently company secretary of a number of ASX-listed mining and resource companies.
Ms Cramer is a former Company Secretary of Bellevue Gold Limited (ASX:BGL) (then ASX300) and prior to this, she was an Associate at Bellanhouse Legal and HWL Ebsworth Lawyers.
Ms Cramer specializes in corporate and commercial transactions, including capital raisings, IPOs and backdoor listings, and corporate governance issues.
For the proceeding five years, Ms Cramer has held the following occupations:						None
		EMPLOYER NAME	POSITION HELD	FROM		TO
				MM	YY	MM	YY
		Belltree Corporate Pty Ltd	Managing Director	Aug	2022	Present
		FireFly Metals Ltd	Company Secretary	Aug	2022	Present
		Midas Minerals Ltd	Company Secretary	Sep	2022	Present
		Bellavista Resources Ltd	Joint Company Secretary	Nov	2022	Present
		Alicanto Minerals Ltd	Company Secretary	Nov	2022	Present

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Principal Occupation for the Last Five Years
Cygnus Metals Ltd	Joint Company Secretary	Nov	2022	Present
Andean Silver Limited	Company Secretary	Mar	2023	Present
Riedel Resources Ltd	Joint Company Secretary	Oct	2023	Present
Bellevue Gold Limited	Joint Company Secretary	Nov	2020	July	2022
HWL Ebsworth Lawyers	Associate	Nov	2019	Nov	2020
Bellanhouse Lawyers	Legal & Office Administrator, Graduate, Associate	Feb	2014	Oct	2019

Each of the Directors and Officers names in the table above have confirmed that in the previous 10 years they have not been:

A director, chief executive officer or chief financial officer of any company that was subject to a cease trade order or an order denying the relevant company access to any exemption under securities legislation for more than 30 days; and
Been bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or was subject to or instituted any proceedings, arrangement or compromise with creditors or had a receiver, receiver manager or trustee appointed to hold its assets, state the fact; or (b) has become bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency, or become subject to or instituted any proceedings, arrangement or compromise with creditors, or had a receiver, receiver manager or trustee appointed to hold the assets of the director, executive officer or shareholder.

Ownership Interest

As of the date of this AIF, the Directors and Officers of FireFly, as a group, beneficially own, or control or direct, directly or indirectly, an aggregate of 31,427,360 Ordinary Shares, representing approximately 5.57% of the issued and outstanding Ordinary Shares on a non-diluted basis.

Conflicts of Interest

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Transactions with related parties

The following transactions occurred with related parties:

Belltree Corporate Pty Ltd.

Belltree Corporate, a company of which Mr. Naylor is a director and holds a 30% indirect interest in, provided company secretarial services to FireFly during the year ended June 30, 2024 totalling $96,000 (2023: $76,750). Mr Parsons also holds a 20% indirect interest in Belltree Corporate.

Fees and commercial terms are reviewed with consideration to prevailing market rates and terms on an arm's length basis by the Chief Executive Officer and approved by Board, with Mr Parsons and Mr Naylor abstaining.

Exia IT Pty Ltd.

Exia IT Pty Ltd., a company of which Belltree Corporate is a 50% shareholder, provided IT services and supplied IT equipment to the Group during the year ended June 30, 2024 totalling $146,267 (2023: $62,114). As noted above, Mr. Naylor and Mr. Parsons each have an interest in Belltree Corporate.

AUDIT AND RISK MANAGEMENT COMMITTEE

The primary function of the Audit and Risk Management Committee ("ARMC") is to assist the Directors of the Company in fulfilling their oversight duties and is responsible for the policies and practices relating to the integrity of financial and regulatory reporting, as well as internal controls to achieve the objectives of safeguarding of corporate assets, reliability of information and compliance with laws.

Audit and Risk Management Committee Charter

The ARMC charter sets out its mandate and responsibilities and is attached as Appendix "A" to this AIF.

Composition of the Audit and Risk Management Committee

As at the date of this AIF, the membership of the Company's ARMC is currently comprised of 3 Directors, being Renée Roberts, Kevin Tomlinson and Jessie Liu-Ernsting. All members of the ARMC are considered to be an independent member of the ARMC pursuant to the meaning of "independent" provided in NI 52-110. All are considered financially literate as provided for in NI 52-110. The relevant education and experience of each ARMC member is as follows:

Name	Education	Relevant Experience
Renée Roberts	Swinburne Chancellor's Fellow	Ms. Roberts has more than 30 years' experience in financial services, a
Sylvia Tomlinson	Swinburne Chancellor's Fellow	Ms. Tomlinson has more than 30 years' experience in financial services, a
Jesse Liu-Ernsting	Swinburne Chancellor's Fellow	Ms. Li-Hu Ernsting has more than 30 years' experience in financial services, a

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Name	Education	Relevant Experience
(Chair of the Audit and Risk Management Committee)	Australian Institute of Company Directors Chair’s mentoring program
Harvard Business School, Advanced Management Program 191, Harvard Business School Alumni
Member Chief Executive Women
Institute of Executive Coaching; Accredited Executive Coach Levels 1, 2 & 3
Australian Institute of Company Directors, Graduate (GAICD)
Financial Services Institute of Australasia, Senior Fellow
Williamson Leadership in the Community Program, Fellow (WCLP)
Macquarie University, Master of Applied Finance (Top Student)
Swinburne University Bachelor of Business Major in Economics/Marketing	highly regulated industry having previously held C-Suite roles at large corporations including National Australia Bank, QBE, Bank of New Zealand and the Australian Prudential Regulatory Authority. She is currently the Chief Risk Officer for Judo Bank (Judo Capital Limited).
Roles that have relevant experience in regard to obligations and complexity include:
Chief Risk Officer for Bank of New Zealand (Authorised Officer/Accountable Person)
Chief Risk Officer Judo Capital Limited (Authorised Officer /Accountable Person)
Chief Operating Officer QBE (Authorised Officer/Accountable Person)
Group Executive Enterprise Services and Transformation National Australia Bank (Authorised Officer/Accountable Person)
Executive Director Banking Australian Prudential Regulatory Authority (Authorised Officer/Accountable Person)
Executive Director Policy and Advice Australian Prudential Regulatory Authority (Authorised Officer/Accountable person)
Member of Basel Committee
Chair of Risk & Audit Committee Swinburne University.
In all of the above roles Renée has been involved in preparation and sign off of

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Name	Education	Relevant Experience
		financial accounts, regulatory reporting, capital and debt raising (Australia, New Zealand and the US).
In all of the above roles Renée has been accountable for the effective operation of financial risk and operational risk controls.
Kevin Tomlinson (member of the Audit and Risk Management Committee)	Grad Dip in Finance and Investment from the Securities in statute of Australia 1998
Fellow Institute of Directors - FID
Fellow Chartered Securities and Investment – FCSI
Member and Liveryman of Worshipful Company of International Bankers - WCIB
Graduate Diploma - Finance & Investment - Securities Institute of Australia 1998
Master of Science - Structural Geology - Melbourne University, Australia 1986
Honours BSc - Geology and Energy & Fuel Science (Dual Degree) - Lakehead University, Canada 1983	Mr. Tomlinson has over 19 years’ experience in financial services.
Roles that have relevant experience in regard to obligations and complexity include:
Bellevue Gold – Audit committee member – Sept. 2019 to present - ASX
C3 Metals – CEO – Jan. 2021 to July 2022 - TSX
Cardinal Resources – Nov. 2016 to Feb. 2021 (invitee at all meetings) – ASX TSX
Centamin Egypt - attended audit meetings but not on committee – ASX LSE TSX
Cygnus Metals – Audit committee member from Mar. 2023 to present - ASX
Medusa Mining – Audit committee member from Oct. 2005 to Jan. 2010 – formal audit committee established Aug. 2009 - ASX LSE TSX listing
Firefly Metals (formerly Auteco Minerals) – Audit Committee member since the inception of the committee in Dec. 2022
Kodiak Copper – Audit committee member from Dec. 2020 to Aug. 2022 - TSXV

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Name	Education	Relevant Experience
		Orbis Gold – Audit committee member from Apr. 2014 to Apr. 2015 - ASX
Samco Gold – Audit committee member from Jan. 2012 to Dec. 2020 - TSXV
Xanadu Mines – Audit committee member from May 2017 to May 2019 - ASX TSX
Head of Research at Hartleys Broker in Perth – Oct. 2001 to April 2005
Investment banking MD – M & A and ECM - Williams de Broe, Westwind Partners, Thomas Weisel, Stifel Nicolaus – May 2005 to Jan. 2012
Jessie Liu-Ernsting (member of the Audit and Risk Management Committee)	2011 – 2013 MBA. Schulich School of Business, Toronto, ON
1999 – 2003 - B.ASc. Queen’s University, Kingston, ON	Churchill Resources Inc. (TSXV:CRI)Serving on the Audit Committee. – June 2022 – Present
Aston Bay Holdings Ltd. (TSX-V:BAY, OTCQB:ATBHF) Serving on the Audit and Compensation Committees. – March 2021 – Present.
Director, PDAC Board of Directors, Toronto, ON. Serving on the Awards, Audit, and Human Resources Development Committees. 2021 – Present

Audit and Risk Management Committee Oversight

The ARMC, which satisfies the composition requirements for audit committees set out in subsection 3.1(1) of NI 52-110, is actively engaged in the oversight of management of the Company. All of the internal financial reports prepared by the Company's foreign entities are in English and each member of the ARMC is able to read and understand the breadth and complexity of these financial statements. Since the establishment of the AMRC in August 2024, the Company's Board has not failed to adopt a recommendation of the ARMC to nominate or compensate an external auditor.

Reliance on Certain Exemptions

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At no time since the commencement of the Company’s most recently completed financial year has the Company relied on the exemption in Section 2.4 of NI 52-110 (De Minimis Non-Audit Services), Section 3.2 of NI 52-110 (Initial Public Offerings), Section 3.3(2) of NI 52-110 (Controlled Companies), Section 3.4 of NI 52-110 (Events Outside Control of Member), Section 3.5 of NI 52-110 (Death, Disability or Resignation of Audit Committee Member), Section 3.6 of NI 52-110 (Temporary Exemption for Limited and Exceptional Circumstances) or Section 3.8 of NI 52-110 (Acquisition of Financial Literacy), or an exemption from NI 52-110, in whole or in part, granted under Part 8 of NI 52-110 (Exemptions).

External Auditor Service Fees

The aggregate fees, billed by the Company’s external auditor in the fiscal years ended June 30, 2024 and June 30, 2023, by category, are as follows:

	Financial Year Ended June 30, 2024	Financial Year Ended June 30, 2023
Audit Fees	A$137,471	A$86,053
Audit-Related Fees	Nil	Nil
Tax Fees	Nil	Nil
Total Fees Billed	A$137,471	A$86,053

Audit Fees

Audit fees were for professional services rendered by Ernst & Young Australia, a member firm of Ernst & Young Global Limited, for the audit of the Company’s consolidated annual financial statements and services provided in connection with regulatory filings. The audit fees include out of pocket costs such as reimbursement costs, technology and support charges or administrative charges incurred in connection with providing the professional services.

Audit-Related Fees

Audit-related fees were for assurance and related services reasonably related to the performance of the audit or review of the annual statements that are not reported under “Audit Fees” above.

Tax Fees

Tax fees were for tax compliance, tax advice and tax planning professional services. These services consisted of tax compliance, including the review of tax returns and tax planning and advisory services relating to common forms of domestic and international taxation (i.e., income tax, capital tax, goods and services tax, payroll tax and value added tax).

LEGAL PROCEEDINGS AND REGULATORY ACTIONS

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There are no pending, or to FireFly’s knowledge, contemplated legal proceedings that the Company is or was a party to, or that any of its properties is or was the subject of, during the financial year ended June 30, 2024.

INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS

To the knowledge of the management of FireFly, none of the Directors, executive Officers or principal shareholders that beneficially owns, or controls or directs, directly or indirectly, more than 10 percent of any class or series of the outstanding voting securities of FireFly and no associate or affiliate of the foregoing persons has or has had any material interest, direct or indirect, in any transaction within the past three years or in any proposed transaction that has materially affected or will materially affect FireFly or any of its subsidiaries.

TRANSFER AGENT AND REGISTRAR

The Company’s registrar and transfer agent is Computershare Investor Services Inc. The registers of transfers of the Company’s securities are held in Vancouver, British Columbia and Perth, Australia.

INTEREST OF EXPERTS

The following persons or companies are named as having prepared or certified a report, valuation, statement, or opinion described or included in a filing, or referred to in a filing, made under National Instrument 51-102 – Continuous Disclosure Obligations by the Company during, or relating to, the Company’s most recently completed financial year, and whose profession or business gives authority to the report, valuation, statement, or opinion made by the person or company.

External Auditors

Ernst & Young Australia are FireFly’s auditors and have advised the Company that they are independent of the Company within the meaning of the relevant rules and related interpretations prescribed by the professional bodies in Australia and any applicable legislation or regulations.

Qualified Persons

Mr. Juan Gutierrez, BSc Geology (Masters), Geostatistics (PgD), MAusIMM (CP) MAIG, Chief Geologist of the Company, is a Qualified Person as defined by NI 43-101, and is responsible for the preparation, review, and approval of any scientific or technical information in this AIF and certain public disclosure of the Company, not including technical information included in the Technical Reports.

The Ming Mine Technical Report for the Company’s Ming Mine Copper-Gold Project was prepared for the Company by Paul Palmer (P.Eng.), Senior Principal Geological Engineer, WSP Canada Inc., Brian Thomas (P.Geo.), Principal Resource Geologist, WSP Canada Inc., Mireno Dhepaganon (P. Eng.), Senior Process Engineer, WSP and Brian Wolfe BSc (Hons), MIAG, Principal Consultant International Resource Solutions Pty. Ltd. dated effective October 29, 2024.

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The Little Deer Technical Report for the Company’s Little Deer Copper Complex was prepared for the Company by Eugene Puritch, P.Eng., FEC, CET, P&E Mining Consultants Inc., Jarita Barry, P.Geo., P&E Mining Consultants Inc., and Timothy Froude, P.Geo., independent Consultant dated effective November 29, 2024.

The Pickle Crow Technical Report for the Company’s Pickle Crow Project was prepared for the Company by Brian Fitzpatrick, BSc. (Geology), MAusIMM CP (Geo), Principal Geologist, Cube Consulting Pty Ltd. and Brian Wolfe BSc (Hons), MIAG, Principal Consultant, International Resource Solutions Pty. Ltd. dated August 31, 2024.

Paul Palmer (P.Eng.), Senior Principal Geological Engineer, WSP Canada Inc., Brian Thomas (P.Geo.), Principal Resource Geologist, WSP Canada Inc., Mireno Dhepaganon (P. Eng.), Senior Process Engineer, WSP, Brian Wolfe BSc (Hons), MIAG, Principal Consultant International Resource Solutions Pty. Ltd., Eugene Puritch, P.Eng., FEC, CET, P&E Mining Consultants Inc., Jarita Barry, P.Geo., P&E Mining Consultants Inc., Timothy Froude, P.Geo., and Brian Fitzpatrick, BSc. (Geology), MAusIMM CP (Geo), Principal Geologist, Cube Consulting Pty Ltd. are independent Qualified Persons as defined by NI 43-101. The Technical Reports be found on the Company’s website at https://fireflymetals.com.au/ or under the Company’s profile on SEDAR+ at www.sedarplus.ca. Readers are encouraged to read the entirety of the Technical Reports.

To the knowledge of the Company, each of the aforementioned persons or companies did not hold any of the outstanding securities of the Company when they prepared the reports referred to above or following the preparation of such reports. None of the aforementioned persons or companies received any direct or indirect interest in any securities of the Company in connection with the preparation of such reports.

Competent Persons

The information in the Ming Mine Technical Report that is provided under Listing Rules 5.12.2 to 5.12.7 that relates to Mineral Resource estimates is based on information compiled by Mr. Brian Wolfe. Mr. Wolfe is a director and full-time employee of International Resource Solutions Pty Ltd., who specialises in mineral resource estimation, evaluation and exploration. Neither Mr. Wolfe nor International Resource Solutions Pty Ltd. holds any interest in FireFly Metals Ltd., its related parties, or in any of the mineral properties that are the subject of the Ming Mine Technical Report. Mr. Wolfe is a member of the Australian Institute of Geoscientists 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 (or “CP”) as defined in the 2012 Edition of the Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code).

The information in the Little Deer Technical Report that is provided under Listing Rules 5.12.2 to 5.12.7 that relates to Mineral Resource estimates is based on and fairly represents information and supporting information compiled by Mr. Eugene Puritch, P.Eng., FEC, CET. Mr. Puritch is President and a full-time associate of P&E Mining Consultants Inc., who specialises in mineral resource estimation, evaluation, mining and exploration. Neither Mr. Puritch nor P&E Mining Consultants Inc. holds any interest in FireFly Metals Ltd., its related parties, or in any of the mineral properties that are the subject of the Little Deer Technical Report. Mr. Puritch is a member of the Professional Engineers Ontario and Professional Engineers and Geoscientists

79 -

Newfoundland and Labrador 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 CP as defined in the 2012 Edition of the Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code).

The Pickle Crow Technical Report for the Company’s Pickle Crow Project is based on and fairly represents information and supporting information compiled by Mr. Brian Fitzpatrick. Mr. Fitzpatrick is a full-time employee of Cube Consulting Pty Ltd., who specialises in mineral resource estimation, evaluation and exploration. Neither Mr. Fitzpatrick nor Cube Consulting Pty Ltd holds any interest in FireFly, its related parties, or in any of the mineral properties that are the subject of this announcement. Mr. Fitzpatrick 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 CP as defined in the 2012 Edition of the Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code).

MATERIAL CONTRACTS

Except for contracts entered into in the ordinary course of business, the Company has not entered into any material contracts during the most recently completed financial year or prior financial years which are still in force and effect, and which may reasonably be regarded as presently material, except with respect to the Earn-in Agreement and the Green Bay Subscription Agreement entered into pursuant to the SISP, both as described in the section “General Development of the Business” above, and the Joint Venture Unanimous Shareholders’ Agreement. The Joint Venture Unanimous Shareholders’ Agreement was entered into in connection with the Earn-in Agreement and defines the respective rights and responsibilities of First Mining and Revel Resources (JV Projects) Ltd. as shareholders of PC Gold Inc. with respect to the Pickle Crow Project.

ADDITIONAL INFORMATION

Additional information relating to FireFly may be found on SEDAR+ at www.sedarplus.ca, including additional financial information provided in FireFly’s Annual Report for the financial year ended June 30, 2024.

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APPENDIX “A”

FireFly
METALS

Audit and Risk Management Committee Charter

FireFly Metals Ltd (ACN 110 336 733)

1. Introduction

FireFly Metals Ltd (Company) is committed to conducting its business ethically and in accordance with the highest standards of corporate governance. In determining these standards, the ASX Corporate Governance Council's Corporate Governance Principles and Recommendations (as amended from time to time) have been referred to.

The board of directors of the Company (Board) has established an Audit and Risk Management Committee (Committee) and this charter (Charter) which details the role, responsibilities, composition, structure and operation of the Committee.

2. Role

The role of the Committee is to assist the Board in fulfilling its responsibilities relating to accounting, financial reporting and risk management.

3. Membership

The Committee will comprise:

(a) at least 3 members, all of whom are Non-Executive Directors and a majority of whom are independent;

(b) an independent Non-Executive Director as Chair of the Committee (Committee Chair), who is not the chair of the Board;

(c) members with sufficient technical expertise and knowledge to allow them to discharge the Committee's mandate effectively;

(d) members that are financially literate (i.e. are able to read and understand financial statements); and

(e) at least one member who has accounting and/or related financial management expertise (e.g. a qualified accountant or other financial professional).

The Board may appoint additional members to the Committee or remove and replace members of the Committee by resolution.

A Committee member will automatically cease to be a Committee member upon ceasing to be a Director of the Company.

Prepared by:	Chief Financial Officer	Document Status:	Uncontrolled	Document No:	FFM-COR-CHA-002
Approved by:	Board of Directors	Next Review Date:	August 2025	Effective Date:	19 August 2024

The latest version of this controlled document is available on the Document Control Server as a "PDF" file recorded by the Document No.
This document is uncontrolled in hard copy and may only be edited or amended with permission of the document approver.

FireFly METALS

4. Meetings and Administration

The Committee will meet as frequently as required to undertake its role effectively, and in any event, at least four times per year.

Two members of the Committee shall comprise a quorum and decisions are to be decided by a unanimous vote of members present and entitled to vote. Where decisions are not unanimous, the decision is to be decided by the Board.

The Company Secretary will be the secretary of the Committee and will act as the principal liaison between Executive Management and the Committee.

The Committee may invite other persons to attend meetings, if considered appropriate by the Committee Chair (for example Executive Management, external consultants or specialists).

Representatives of the external auditor are expected to attend at least one meeting of the Committee per year and have a discussion with the Committee without any management, staff or Executive Directors present. All Directors have a standing invite to attend for all or part of the meetings of the Committee if they wish (other than Executive Directors in relation to in camera discussions without management).

The Committee shall ensure:

(a) each member of the Committee is given reasonable notice of every Committee meeting;

(b) the Committee Chair calls a meeting of the Committee if requested by any Committee member, the Managing Director, Chief Executive Officer or the Company Secretary;

(d) any person who has a material personal interest in a matter being considered by the Committee is not present at a meeting of the Committee when that matter is being considered.

5. Responsibilities

The Committee is responsible for ensuring that the Board is kept regularly informed on all matters relating to audit, financial reporting, governance and risk management that might significantly impact upon the Company, in a timely manner.

The Committee should maintain open lines of communication between the Board and the external auditors, to exchange views and information.

The Committee should ensure the Board understands the Company's structure, business

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FireFly METALS

and controls in order to adequately assess the significant risks of the Company.

The Committee must review and make recommendations to the Board in relation to:

(a) the Company's financial statements prepared by Executive Management, reporting whether they reflect the understanding of the Committee members of, and otherwise provide a true and fair view of the financial position and performance of the Company (including but not limited to conducting reviews of the Annual Report, Directors' Report, Annual Financial Statements and Half Yearly Financial Statements);

(b) the integrity, adequacy and effectiveness of the Company's financial reporting and governance processes, including the appropriateness of the accounting judgements or choices exercised by Executive Management in preparing the financial statements;

(c) the scope, adequacy and quality of audits conducted by both the Company's external and internal auditors (if and when appointed);

(d) significant internal or external audit findings and Executive Management's responses and related actions;

(e) the appointment or removal of auditors;

(f) the implementation of legislated major accounting changes;

(g) the adequacy of policies and systems established to identify and disclose related-party transactions and assess the propriety of any related party transactions;

(h) the Company's tax governance;

(i) management's performance against the Company's risk management framework, including whether it is operating within the risk appetite set by the Board;

(j) review of any material incident involving fraud or a breakdown of the Company's risk controls and the 'lessons learned';

(k) reports from management on new and emerging sources of risk and the risk controls and mitigation and the measures that management has put in place to deal with those risks;

(l) changes that should be made to the Company's risk management framework or to the risk appetite set by the Board; and

(m) the Company's insurance program, having regard to the Company's business and the insurable risks associated with its business, including appointment or replacement of the Company's insurance brokers.

The Committee is not required to personally conduct accounting reviews or audits and is entitled to rely on employees of the Company or professional advisers, where appropriate.

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FireFly METALS

The Board may, from time to time, delegate other responsibilities and functions to the Committee.

6. Authority

The Committee is generally authorised (within the scope of its responsibilities) to:

(a) consult with and seek any information from the Company's external auditors, any internal auditors, any Director or employee of the Company, or any other external party;

(b) access the Company's information and reports;

(d) investigate any matters within the Committee's scope of responsibilities, or other matters when requested by the Board; and

(e) require the attendance of any Director or employee of the Company at a Committee meeting.

7. Reporting to the Board

Following each Committee meeting, the Committee Chair (or a person nominated by the Committee Chair for that purpose) must report to the Board at its next meeting on all material matters and recommendations relevant to the Committee's duties and responsibilities. Where any Committee member has a contrary view to a Committee decision, that view is to be reported to the Board.

8. External Audit Arrangements

8.1 General responsibilities

As outlined above, the Committee shall report to the Board on external audit arrangements. More specifically, the Committee's responsibilities in relation to external audit arrangements include:

(a) making recommendations to the Board on the appointment, re-appointment, replacement and remuneration of the Company's external audit firm;

(b) monitoring the effectiveness and independence of the external auditors and resolution of disagreements between Executive Management and the auditor regarding financial reporting;

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FireFly METALS

(d) reviewing the scope of the external audit with the external auditor, including identified risk areas;
(e) monitoring the performance of the external audit, including assessment of the quality and rigour of the audit, quality of the service provided and the audit firm's internal quality control procedures;
(f) reviewing and assessing non-audit services to be provided by the external auditor, with particular consideration to the potential to impair or appear to impair the external auditors' independence;
(g) reviewing and monitoring Executive Management's responsiveness to the external audit findings; and
(h) on a periodic basis, meeting with the external auditor without the presence of Executive Management.

8.2 Appointment of external auditors and scope of external audit

If a change in auditor is considered necessary, a formal tendering process will be undertaken.

The Committee will identify the attributes required of an auditor and will ensure the selection process is sufficiently robust, so as to ensure selection of an appropriate auditor. The Committee will ensure that prospective auditors have been provided with a sufficiently detailed understanding of the Company, its operations, its key personnel and any other information, including group structures and financial statements that will have a direct bearing on each firm's ability to develop an appropriate proposal and fee estimate.

The Committee and the Board will consider the appointment, in conjunction with Executive Management.

In selecting an external auditor, particular consideration will be given to:

(a) whether the fee quoted is sufficient for the work required;
(b) the work is to be undertaken by people with an appropriate level of seniority, skill and knowledge; and
(c) whether the work proposed is sufficient to meet the Company's needs and expectations.

The appointment of a new external audit firm will be placed before shareholders for ratification, at the next annual general meeting after the appointment is made.

8.3 Pre-approval of audit and non-audit services provided by external auditors

The Committee shall pre-approve all audit and non-audit services proposed to be provided by the Company's external auditors and shall not engage an external auditor to

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FireFly METALS

perform any non-audit/assurance services that may impair or appear to impair the external auditor's judgement or independence in respect of the Company.

The Committee may delegate pre-approval authority to a member of the Committee. The decisions of any Committee member to whom pre-approval authority is delegated, should present any pre-approval decision to the full Committee at its next scheduled meeting.

8.4 Financial reporting and internal controls

The Committee shall:

(a) review the Company's half-year and annual financial statements and compliance with relevant statutory and regulatory requirements;

(b) assess Executive Management's selection of accounting policies and principles;

(c) consider the external audit of the financial statements and the external auditor's report thereon, including an assessment of whether external reporting is consistent with Committee members' information and knowledge;

(d) consider internal controls, including the Company's policies and procedures to assess, monitor and manage financial risks; and

(e) assess if the external auditor's report is adequate for shareholder needs.

8.5 Assessment of the external audit and auditor independence

The Committee shall annually obtain and review a report by the external auditors describing (or meet, discuss and document) the following:

(a) the audit firm's internal quality control procedures;

(b) any material issues raised by the most recent internal quality control review, or peer review, of the audit firm, or by any enquiry or investigation by governmental or professional authorities, within the preceding five years, respecting one or more independent audits carried out by the firm, and any steps taken to deal with any such issues; and

The Committee shall review and assess the independence of the external auditor, including but not limited to any relationships with the Company or any other entity that may impair or appear to impair the external auditor's judgement or independence in respect of the Company.

8.6 Rotation and succession planning

The Committee will discuss with the auditor the provisions the audit firm has in place for

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FireFly METALS

the rotation of the lead engagement partner and the independent review partner. The Company shall require that the lead engagement partner should be rotated at least every 5 years and the review partner should be rotated at least every 3 years.

8.7 Attendance at Company AGM

The Committee will ensure the Company's external auditor attends the Company's annual general meeting and is therefore available to answer questions about their audit.

9. Internal Audit Arrangements

If and when there is a need to establish an internal audit function, the Committee will review and make recommendations to the Board in relation to:

(a) the appointment or removal of the head of internal audit;
(b) the scope and adequacy of the internal audit work plan; and
(c) the objectivity and performance of the internal audit function.

10. Management Sign-Off Procedure

In respect of the Company's annual, half-yearly and quarterly financial statements, the Managing Director and the person conducting the Chief Financial Officer function should provide a written declaration:

(a) in terms of section 295A of the Corporations Act 2001 (Cth); and
(b) that their opinion has been formed on the basis of a sound risk management system and internal controls, which are operating effectively.

11. Risk Management

The Committee will conduct an annual review of the Company's Risk Management Policy and Framework. In addition, the Committee shall:

(a) evaluate the adequacy and effectiveness of the Company's risk management framework and its processes for managing risk;
(b) review Executive Management's performance against the Company's Risk Management Framework, including whether management is operating within the risk appetite set by the Board;
(c) review the Company's risk registers on a six-monthly basis and report to the Board;
(d) identify material changes to the Company's risk appetite;

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FireFly METALS

(e) formulate an action plan to address areas of perceived risk and monitor implementation programs;
(f) investigate any incident involving fraud or other break down of the Company's internal controls and "lessons learned";
(g) review and approve proposed material risks disclosure in the Operations Review, contained within the Annual Report;
(h) review and make recommendations on the strategic direction, objectives and effectiveness of the Company's risk management policies and practices;
(i) consider internal controls including the Company's policies and procedures to assess, monitor and manage risks, and consider if there is a need to establish an internal audit function;
(j) develop and oversee procedures for treating complaints or employee concerns received by the Company regarding accounting, internal accounting controls, auditing matters and breaches of the Company's Code of Conduct and Whistleblower Protection Policy and review documents on an annual basis; and
(k) review the Company's insurance program, having regard to the Company's business and the insurable risks associated with its business..

12. Review

This Charter will be reviewed by the Board annually, to ensure that it continues to reflect the letter and spirit of all applicable laws and regulations and the Company's commitment to its staff and the community.

13. Associated Documents

Board Charter
Code of Conduct
Policy on the Selection, Appointment and Rotation of External Auditors
Risk Management Policy
Risk Management Framework
Whistleblower Protection Policy

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AI assistant

FireFly Metals Ltd. — Annual Report 2024

48548_rns_2024-12-03_52d1d318-3d15-4ffd-afe0-8dff1cb84356.pdf

FireFly

METALS

TABLE OF CONTENTS

GLOSSARY OF TERMS

GENERAL MATTERS

FORWARD-LOOKING STATEMENTS

ORGANIZATIONAL STRUCTURE

The Company

Intercorporate Relationships

GENERAL DEVELOPMENT OF THE BUSINESS

2021

BUSINESS AND INDUSTRY

Specialized Skills and Knowledge

Competitive Conditions

Cycles

Environmental Protection

Employees

Foreign Operations

Social and Environmental Policies

Environment

3. Board of Directors

TECHNICAL INFORMATION

The Ming Mine Copper-Gold Project

Property Ownership

Property Location and Description

Geology

Exploration and Drilling

Sample Preparation, Analysis and Security

Data Verification

Mineral Resources

Notes:

Mineral Reserves

Metallurgy and Mineral Processing

Mining

Environment

Conclusions and Recommendations

WSP Recommendations

IRS Recommendations

Project Recommendations

The Little Deer Copper Complex

Property Description and Land Tenure

Access, Infrastructure, Physiography

Historical Exploration, Development and Mining

Geology, Mineralization, Deposit Type

Exploration And Drilling

Data Quality Assurance and Control and Verification

Mineral Processing and Metallurgical Testing

Mineral Resources

Environment, Permitting, And Community and Social Impacts

Conclusions And Recommendations

The Pickle Crow Project

Property Location and Land Tenure

Property History and Ownership

Geological Setting and Mineralization

Exploration And Resource Development

Data Verification and Site Visit

Mineral Resource Estimates

Notes:

Mining and Metallurgical Factors for Reasonable Prospects for Eventual Economic Extraction

Conclusions and Recommendations

RISK FACTORS

Risks Related to FireFly's Business

Risks Related to the Mining Industry

Grant, tenure and forfeiture of licences.

The land on which the Company’s projects are situated may be subject to Indigenous land claims and reconciliation efforts.

Economic Risks and Risks Related to the Ownership of Ordinary Shares

DIVIDEND POLICY

DESCRIPTION OF SHARE CAPITAL¹

Authorized Share Capital

Ordinary Shares

Performance Rights

MARKET FOR SECURITIES

Trading Price and Volume

PRIOR SALES

Shares subject to voluntary escrow

DIRECTORS AND EXECUTIVE OFFICERS

Ownership Interest

FireFly Metals Ltd. Annual Report 2024