GREENWING RESOURCES LTD — Capital/Financing Update 2017

May 29, 2017

ASX ANNOUNCEMENT 30 MAY 2017

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EXCEPTIONAL LITHIUM ASSAY RESULTS RECEIVED FOR MILLIE’S REWARD

Highlights

• Bass Metals Ltd has completed a successful technical due diligence of Millie’s Reward, a potentially high grade, pegmatite hosted, lithium project located in Madagascar.

• Fieldwork has confirmed outcropping pegmatites with significant spodumene mineralization, with grades up to 7.08% Li2O and additional samples returning 6.93% AND 6.91% Li2O, correlating with historic data for both grade and location.

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Figure 1: The Millie’s Reward project significant sample results.

BASS METALS LTD. (ASX: BSM) Email: admin@bassmetals.com.au Phone: (07) 3203 5894 Post: PO Box 1048, Subiaco WA 6904 Web: www.bassmetals.com.au

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ASX ANNOUNCEMENT 30 MAY 2017

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Bass Metals Limited (ASX: “BSM”) (the “Company”) is pleased to announce it has completed its technical due diligence as part of the conditions precedent to acquire the potentially high-grade spodumene hosted lithium project: Millie’s Reward, located in Madagascar.

The project is part of a license with existing mining approval and complements Bass’ presence in Madagascar and its aim to become a leading producer and supplier of industrial minerals concentrates, with an initial focus on delivering baseline profitable production at the Company’s Graphmada large flake graphite mine.

Assay Results

The fieldwork identified significant spodumene mineralization across an 8 km strike length. Up to 55 different locations for pegmatite occurrences were recorded, with 14 rock chip samples selected to confirm vendor sample results. SGS laboratories in South Africa conducted a multi-element analysis of the rock chip samples for which very high Li2O grades, as well as background mineralization were recorded. The results received from SGS are presented in Table 1 below.

Table 1: Assay Results

Sample ID	Utm39sX	Utm39sY	Lithology	%Li2O
K1763	704,424	7,781,006	Pegmatite	0.07
K1758	704,403	7,780,993	Pegmatite	6.91
K1759	703,028	7,780,834	Pegmatite	0.03
K1769	703,028	7,780,834	Pegmatite	7.08
K1760	704,030	7,777,948	Pegmatite	0.31
K1761	704,190	7,776,106	Pegmatite	0.07
K1770	704,100	7,782,004	Pegmatite	1.36
K1762	703,830	7,781,546	Pegmatite	1.79
K1764	704,818	7,777,074	Pegmatite	0.03
K1765	704,804	7,777,055	Pegmatite	0.05
K1766	704,172	7,776,093	Pegmatite	0.06
K1767	704,122	7,775,963	Pegmatite	6.93
K1771	704,063	7,775,929	Pegmatite	0.07
K1768	704,030	7,776,037	Pegmatite	0.06

Table 1: Technical due diligence assay results.

BASS METALS LTD. (ASX: BSM) Email: admin@bassmetals.com.au Phone: (07) 3203 5894 Post: PO Box 1048, Subiaco WA 6904 Web: www.bassmetals.com.au

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ASX ANNOUNCEMENT 30 MAY 2017

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About Millie’s Reward

Millie’s Reward is a highly prospective conventional spodumene hosted Li2O deposit located in Madagascar. A majority of the pegmatitic dykes and sills within the mining permits are over 10 meters in thickness, with swells in areas of up to 50m in thickness, while being up to several hundred metres in length.

Adjacent to the project area is the Holcim Talc Mine, which has a sealed road for product transport and grid power installed. In addition to the potential access of this infrastructure, Millie’s Reward has extensive water supplies, accommodation and an available local workforce.

Most of the large dykes have been subject to very little modern geological assessment, as all the mining activity performed in the past occurred at an artisanal scale, operated by the local miners working for gemstones.

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Figure 2: Samples of high purity Spodumene crystals (Kunzite) found in the project area.

On completion of due diligence and finalisation of the transaction, the Company will immediately conduct a systematic exploration program over the project area, including a mapping and sampling program aimed at identifying targets for a maiden drilling program.

BASS METALS LTD. (ASX: BSM) Email: admin@bassmetals.com.au Phone: (07) 3203 5894 Post: PO Box 1048, Subiaco WA 6904 Web: www.bassmetals.com.au

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ASX ANNOUNCEMENT 30 MAY 2017

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Figure 3: Part of Millie’s Reward project area, showing outcrops of potential spodumene bearing pegmatites.

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Figure 4: A lithium bearing pegmatitic vein within the project area.

BASS METALS LTD. (ASX: BSM) Email: admin@bassmetals.com.au Phone: (07) 3203 5894 Post: PO Box 1048, Subiaco WA 6904 Web: www.bassmetals.com.au

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ASX ANNOUNCEMENT 30 MAY 2017

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Transaction

Bass has entered into a binding Term Sheet with Ruby-Red Madagascar SARL (a Company incorporated in Madagascar), subject to successful due diligence over a 3- month exclusivity period, to acquire two contiguous mining permits and the lithium mining rights for a third mining permit in Madagascar, that are prospective for pegmatite-hosted lithium mineralisation. The total consideration to the Vendor is:

• a) $US100,000 in cash and $US50,000 in shares on the acquisition of the mining permits and completion of the transaction;

• b) $US100,000 in cash and $US50,000 worth of shares upon establishing a JORC compliant resource of >5 million tonnes at >1.5% Li2O;

• c) $US100,000 in cash and $US50,000 worth of shares upon the tabling of a feasibility study for Millie’s Reward;

• d) $US100,000 in cash and $US50,000 worth of shares upon first sales of either Direct Shipping Ore (DSO) or Chemical Grade (>6% Li2O) lithium concentrates; and

• e) Bass will pay to the Vendor a 0.25% concentrate sales royalty on any future lithium concentrate or DSO sales from Millie’s Reward for a period of 12 years from first concentrate or DSO sales, up to US$US2m.

The proposed transaction for Millie’s Reward is consistent with Bass’ stated strategy to leverage its in-country producer status in Madagascar to appraise further opportunities in this highly prospective jurisdiction.

Base Metals CEO, Mr Tim McManus:

“The team at Bass Metals are excited by these results at Millie’s Reward and look forward to the completion of commercial due diligence and finalising the transaction. However, the Company’s primary focus remains optimizing production of high value concentrates from Graphmada in 2017.”

For more information, please contact:

Tim McManus Peter Wright Chief Executive Officer Director Phone: (07) 3203 5894 Phone: (07) 3203 5894 Email: tim@bassmetals.com.au Email: peter@bassmetals.com.au

Please visit us at: www.bassmetals.com.au

BASS METALS LTD. (ASX: BSM) Email: admin@bassmetals.com.au Phone: (07) 3203 5894 Post: PO Box 1048, Subiaco WA 6904 Web: www.bassmetals.com.au

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ASX ANNOUNCEMENT 30 MAY 2017

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DISCLAIMER & CAUTIONARY STATEMENTS

Disclaimer

This document has been prepared by Bass Metals Limited (the “Company”). It should not be considered as an invitation or offer to subscribe for or purchase any securities in the Company or as an inducement to make an invitation or offer with respect to those securities. No agreement to subscribe for securities in the Company will be entered into on the basis of this document. This document is provided on the basis that neither the Company nor its officers, shareholders, related bodies corporate, partners, affiliates, employees, representatives and advisers make any representation or warranty (express or implied) as to the accuracy, reliability, relevance or completeness of the material contained in the document and nothing contained in the document is, or may be relied upon as a promise, representation or warranty, whether as to the past or the future. The Company hereby excludes all warranties that can be excluded by law.

Forward Looking Statements

This document may contain certain forward-looking statements. Such statements are only predictions, based on certain assumptions and involve known and unknown risks, uncertainties and other factors, many of which are beyond the Company’s control. Actual events or results may differ materially from the events or results expected or implied in any forward-looking statement. The inclusion of such statements should not be regarded as a representation, warranty or prediction with respect to the accuracy of the underlying assumptions or that any forward looking statements will be or are likely to be fulfilled. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date of this document (subject to securities exchange disclosure requirements). The information in this document does not take into account the objectives, financial situation or particular needs of any person. Nothing contained in this document constitutes investment, legal, tax or other advice.

Competent Person Statement

The information in this document that relates to Exploration Results is based on information compiled by Tim McManus, a Competent Person who is a member of the Australasian Institute of Mining and Metallurgy and a full-time employee of the Company.

Tim McManus has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves.

Tim McManus consents to the inclusion of the information in this document in the form and context in which it appears.

BASS METALS LTD. (ASX: BSM) Email: admin@bassmetals.com.au Phone: (07) 3203 5894 Post: PO Box 1048, Subiaco WA 6904 Web: www.bassmetals.com.au

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ASX ANNOUNCEMENT 30 MAY 2017

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JORC Code, 2012 Edition – Table 1

Discussion and results within this appendix relate to the Bass Metals Ltd – Millie’s Reward Project, Madagascar Section 1 Sampling Techniques and Data

Criteria		JORC Code explanation			Commentary
	•	Nature and quality of sampling (e.g. cut channels, random chips, or specific		•	Bass Metals collected surface rock chip samples from
		specialised industry standard measurement tools appropriate to the minerals			outcropping pegmatites within the project area. A total of 14
		under investigation, such as down hole gamma sounds, or handheld XRF			samples were collected whilst undertaking reconnaissance
		instruments, etc.). These examples should not be taken as limiting the broad			fieldwork.
		meaning of sampling		•	These rock chip samples are preliminary in nature (due to
					the limited reconnaissance fieldwork undertaken) and hence
Sampling techniques	•	Include reference to measures taken to ensure sample representivity and the appropriate calibration of any measurement tools or systems used.			are not deemed representative of the pegmatites throughout the tenure.
	•	Aspects of the determination of mineralisation that are Material to the Public
		Report. In cases where ‘industry standard’ work has been done this would be
		relatively simple (e.g. ‘reverse circulation drilling was used to obtain 1 m samples
		from which 3 kg was pulverised to produce a 30 g charge for fire assay’). In other
		cases more explanation may be required, such as where there is coarse gold that
		has inherent sampling problems. Unusual commodities or mineralisation types
		(e.g. submarine nodules)maywarrant disclosure of detailed information.
	•	Drill type (e.g. core, reverse circulation, open-hole hammer, rotary air blast, auger,		•	Not Applicable as no drilling results are discussed.
Drilling		Bangka, sonic, etc.) and details (e.g. core diameter, triple or standard tube, depth
techniques		of diamond tails, face-sampling bit or other type, whether core is oriented and if
		so,bywhat method,etc.).
	•	Method of recording and assessing core and chip sample recoveries and results		•	Not Applicable as no drilling results are discussed.
		assessed.
Drill sample	•	Measures taken to maximise sample recovery and ensure representative nature
recovery		of the samples.
	•	Whether a relationship exists between sample recovery and grade and whether
		sample bias may have occurred due to preferential loss/gain of fine/coarse
		material.
Logging	•	Whether core and chip samples have been geologically and geotechnically logged	•	Not	Applicable as no drilling results are discussed.
		to a level of detail to support appropriate Mineral Resource estimation,mining

BASS METALS LTD. (ASX: BSM) Email: admin@bassmetals.com.au Phone: (07) 3203 5894 Post: PO Box 1048, Subiaco WA 6904 Web: www.bassmetals.com.au

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Criteria		JORC Code explanation		Commentary
		studies and metallurgical studies.
	•	Whether logging is qualitative or quantitative in nature. Core (or costean, channel,
		etc.) photography.
	•	The total length andpercentage of the relevant intersections logged.
	•	If core, whether cut or sawn and whether quarter, half or all core taken.	•	Not Applicable as no drilling results are discussed.
	•	If non-core, whether riffled, tube sampled, rotary split, etc. and whether sampled
		wet or dry.
	•	For all sample types, the nature, quality and appropriateness of the sample
Sub-sampling		preparation technique.
techniques and
sample	•	Quality control procedures adopted for all sub-sampling stages to maximise
preparation		representivity of samples.
	•	Measures taken to ensure that the sampling is representative of the in situ
		material collected, including for instance results for field duplicate/second-half
		sampling.
	•	Whether sample sizes are appropriate to the grain size of the material being
		sampled.
	•	The nature, quality and appropriateness of the assaying and laboratory	•	Random rock chip samples were collected from outcropping, in-
		procedures used and whether the technique is considered partial or total.		situ pegmatite dyke host rocks. The analyses of spodumene from
				the project area were performed in the laboratories of the SGS
Quality of assay	•	For geophysical tools, spectrometers, handheld XRF instruments, etc., the		South Africa, where an aliquot of sample is fused Sodium Peroxide
data and		parameters used in determining the analysis including instrument make and		Fusion in an alumina crucible then measured by an ICP-AES or ICP-
laboratory tests		model, reading times, calibrations factors applied and their derivation, etc.		MS.
			•	No external standards or blanks were added to the sample
	•	Nature of quality control procedures adopted (e.g. standards, blanks, duplicates,		submission by Bass Metals, however the laboratory routinely run
		external laboratory checks) and whether acceptable levels of accuracy (i.e. lack of		standards with each batch.
		bias)andprecision have been established.
Verification of	•	The verification of significant intersections byeither independent or alternative	•	An independentgeologist was engaged to map,sample and

BASS METALS LTD. (ASX: BSM) Email: admin@bassmetals.com.au Phone: (07) 3203 5894 Post: PO Box 1048, Subiaco WA 6904 Web: www.bassmetals.com.au

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Criteria		JORC Code explanation		Commentary
sampling and		company personnel.		verified results.
assaying			•	Li2O has been calculated from Li ppm using a calculation of Li% *
	•	The use of twinned holes.	•	2.152529 = Li2O% to determine the proportion of lithium oxide.
	•	Documentation of primary data, data entry procedures, data verification, data
		storage (physical and electronic) protocols.
	•	Discuss anyadjustment to assaydata.
	•	Accuracy and quality of surveys used to locate drill holes (collar and down-hole	•	Hand-held Garmin GPS’s were used to locate surface locations,
		surveys), trenches, mine workings and other locations used in Mineral Resource		and final location coordinates were completed taking average
Location of data		estimation.		readings up to 5 minutes and with estimated positional errors
points				between 1 and 3 meters.
	•	Specification of the grid system used.	•	The WGS84 UTM Zone 39S projection system is used at the
				Project.
	•	Qualityand adequacyof topographic control.
	•	Data spacing for reporting of Exploration Results.	•	Outcropping samples were collected along in-situ pegmatite
				dykes. The purpose of the sample locations was to confirm the
Data spacing and	•	Whether the data spacing and distribution is sufficient to establish the degree of		presence of the potential minerals within the project area.
distribution		geological and grade continuity appropriate for the Mineral Resource and Ore	•	The data collected is insufficient to determine a Mineral Resource
		Reserve estimation procedure(s) and classifications applied.		and are considered preliminary exploration results only.
			•	Sample compositing has not been applied.
	•	Whether sample compositinghas been applied.
	•	Whether the orientation of sampling achieves unbiased sampling of possible	•	Not Applicable.
Orientation of		structures and the extent to which this is known, considering the deposit type.
data in relation to
geological	•	If the relationship between the drilling orientation and the orientation of key
structure		mineralised structures is considered to have introduced a sampling bias, this
		should be assessed and reported if material.
	•	The measures taken to ensure sample security.	•	Samples bags were sealed as soon as sampling was completed,
Sample security				and stored securely until dispatch to the laboratory in South Africa
				via courier.
Audits or reviews	•	The results of any audits or reviews of sampling techniques and data.	•	Not Applicable

BASS METALS LTD. (ASX: BSM) Email: admin@bassmetals.com.au Phone: (07) 3203 5894 Post: PO Box 1048, Subiaco WA 6904 Web: www.bassmetals.com.au

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Section 2 Reporting of Exploration Results

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

Criteria		JORC Code explanation		Commentary
	•	Type, reference name/number, location and ownership including	•	The permits are Exploitation Permits suitable for mining. They are subject
		agreements or material issues with third parties such as joint		to confidentiality demanded by the Vendor until completion of the
		ventures, partnerships, overriding royalties, native title interests,		Transaction.
Mineral tenement		historical sites, wilderness or national park and environmental	•	The Vendor assures permits are in good standing, and all statuary
and land tenure		settings.		approvals are in place to conduct exploration and exploitation activities
status				throughout this permit area, including mining. Bass Metals will make this a
	•	The security of the tenure held at the time of reporting along with any		priority in the due diligence to be completed in the 3-month exclusivity
		known impediments to obtaining a license to operate in the area.		period.
	•	Acknowledgment and appraisal of exploration by other parties.	•	The Vendor collected from outcropping, in-situ pegmatites 8 samples in
				2012. The Vendor made a series of analyses of spodumene from the
Exploration done by				project area, with analyses, performed in the laboratories of the C.N.R. of
other parties				Pisa, Italy, where an aliquot of sample is fused Sodium Peroxide Fusion in
				an alumina crucible then measured by an ICP-AES or ICP-MS.. No other
				exploration has been conducted, other than artisanal mining by locals.
	•	Deposit type, geological setting and style of mineralisation.	•	Li-ore in the project area and in general in Madagascar is represented by
				Li-silicates of pegmatitic origin (mostly spodumene and only locally
				petalite). Li-bearing pegmatites in Madagascar were classified in the past
Geology				as “sodic-pegmatites” in view of their high content of sodic feldspar (albite), in comparison with Li-depleted pegmatites which are rich in
				potassic feldspar (microcline). Malagasy “sodic-pegmatites” are well
				known for their production of gemstones of multicolored tourmaline,
				beryl, kunzite, etc.

BASS METALS LTD. (ASX: BSM) Email: admin@bassmetals.com.au Phone: (07) 3203 5894 Post: PO Box 1048, Subiaco WA 6904 Web: www.bassmetals.com.au

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Criteria		JORC Code explanation		Commentary
	•	A summary of all information material to the understanding of the	•	Not Applicable
		exploration results including a tabulation of the following information
		for all Material drill holes:
		o easting and northing of the drill hole collar
		o elevation or RL (Reduced Level – elevation above sea level in
		metres) of the drill hole collar
Drill hole Information		o dip and azimuth of the hole
		o down hole length and interception depth
		o Drillhole length.
	•	If the exclusion of this information is justified on the basis that the
		information is not Material and this exclusion does not detract from
		the understanding of the report, the Competent Person should clearly
		explain why this is the case.
	•	In reporting Exploration Results, weighting averaging techniques,	•	The samples are all point data, and no aggregation has been used.
		maximum and/or minimum grade truncations (e.g. cutting of high
		grades) and cut-off grades are usually Material and should be stated.
	•	Where aggregate intercepts incorporate short lengths of high grade
Data aggregation methods		results and longer lengths of low grade results, the procedure used for such aggregation should be stated and some typical examples of
		such aggregations should be shown in detail.
	•	The assumptions used for any reporting of metal equivalent values
		should be clearly stated.

BASS METALS LTD. (ASX: BSM) Email: admin@bassmetals.com.au Phone: (07) 3203 5894 Post: PO Box 1048, Subiaco WA 6904 Web: www.bassmetals.com.au

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Criteria		JORC Code explanation		Commentary
	•	These relationships are particularly important in the reporting of	•	Not Applicable
		Exploration Results.
Relationship between	•	If the geometry of the mineralisation with respect to the drillhole
mineralisation widths		angle is known, its nature should be reported.
and intercept lengths
	•	If it is not known and only the down hole lengths are reported, there
		should be a clear statement to this effect (e.g. ‘down hole length, true
		width not known’).
	•	Appropriate maps and sections (with scales) and tabulations of	•	Supporting figures have been included within the body of this
		intercepts should be included for any significant discovery being		announcement.
Diagrams		reported.
	•	These should include, but not be limited to a plan view of drill hole
		collar locations and appropriate sectional views.
	•	Where comprehensive reporting of all Exploration Results is not	•	All results have been reported.
Balanced reporting		practicable, representative reporting of both low and high grades and/or widths should be practiced to avoid misleading reporting of
		Exploration Results.
	•	Other exploration data, if meaningful and material, should be	•	Not Applicable
		reported including (but not limited to): geological observations;
Other substantive		geophysical survey results; geochemical survey results; bulk samples –
exploration data		size and method of treatment; metallurgical test results; bulk density,
		groundwater, geotechnical and rock characteristics; potential
		deleterious or contaminating substances.

BASS METALS LTD. (ASX: BSM) Email: admin@bassmetals.com.au Phone: (07) 3203 5894 Post: PO Box 1048, Subiaco WA 6904 Web: www.bassmetals.com.au

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Criteria		JORC Code explanation		Commentary
	•	The nature and scale of planned further work (e.g. tests for lateral	•	A systematic exploration program is planned over the project area,
		extensions or depth extensions or large-scale step-out drilling).		including a mapping and sampling program, to be followed by a potential
				diamond drilling program, with the follow on aim of producing a maiden
Further work	•	Diagrams clearly highlighting the areas of possible extensions,		Mineral Resource.
		including the main geological interpretations and future drilling areas,
		provided this information is not commercially sensitive.

BASS METALS LTD. (ASX: BSM) Email: admin@bassmetals.com.au Phone: (07) 3203 5894 Post: PO Box 1048, Subiaco WA 6904 Web: www.bassmetals.com.au

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