GREENWING RESOURCES LTD — Capital/Financing Update 2017

Apr 18, 2017

ASX ANNOUNCEMENT 19 APRIL 2017

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BASS METALS ENTERS BINDING AGREEMENT TO PURCHASE POTENTIALLY HIGH-GRADE LITHIUM PROJECT IN MADAGASCAR

Highlights

• Bass Metals Ltd has signed a binding agreement, subject to successful due diligence, to acquire a potentially high grade, pegmatite hosted, lithium project located in Madagascar.

• Field work has identified outcropping pegmatite dykes with significant spodumene mineralisation and grades recorded from rock chip sampling of up to 6.9% Li2O over significant strike lengths.

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Figure 1: The Mile’s Reward 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 19 APRIL 2017

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Bass Metals Limited (ASX: “BSM”) (the “Company”) is pleased to announce it has reached agreement 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.

Millie’s Reward

Millie’s Reward is a highly prospective conventional spodumene hosted Li2O deposit. Preliminary geological mapping has demonstrated a majority of the pegmatite dykes in the area as having sub-horizontal to horizontal orientations over significant strike lengths.

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.

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: Large spodumene crystals (see the hammer on the right of the photo for scale) of milky white to pink-violet colour, hosted in the core of a Li-bearing pegmatitic vein.

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 19 APRIL 2017

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Figure 3: A typical outcropping lithium bearing pegmatitic vein within the project area.

Assay Data

Sample ID	Utm39sX	Utm39sY	Lithology	%Li2O
TZ34	452812.5	667812.5	Pegmatite	6.86
TZ124	452812.5	669687.5	Pegmatite	1.20
TZ126	454687.5	672812.5	Pegmatite	5.20
TZ128a	454687.5	674687.5	Pegmatite	1.25
TZ128b	452812.5	665312.5	Pegmatite	5.34
TZ127	452812.5	667187.5	Pegmatite	5.67
TZ110	454687.5	665312.5	Pegmatite	2.00
TZ125	454687.5	667187.5	Pegmatite	2.21

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;

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 19 APRIL 2017

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• 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.

On finalising the acquisition to 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 follow up drilling program.

Market Demand

The Company believes that the current strong demand for lithium concentrates is likely to be sustained for the foreseeable future.

Lithium demand has increased substantially in the last 5 years, expanding from a traditional range of applications including industrial applications augmented by consumer electronics and health products to now encompass rapidly expanding automotive and energy storage applications. While much of this growth has been led by China where government policy has mandated the rapid update of battery technology in both domestic and commercial vehicles, all major global automotive companies are now either offering or developing lithium ion battery or hybrid vehicles. Growth in the range of 10% to 20% CAGR is forecast for the sector over the next 5 years driving demand which may require approximately 500,000 tonnes of Lithium Carbonate to satisfy. Current world production is approximately 180,000 tonnes.

Base Metals CEO, Mr Tim McManus:

“The team is excited to bring a project like Millie’s Reward into our portfolio, especially as it’s fully permitted for exploration and potential development.

The Company’s primary focus remains optimizing the premium asset of Graphmada to generate positive cash flows in 2017. When these cash flows become available we will seek to invest in expanding production at Graphmada and developing an increasingly exciting portfolio of projects, which includes the Andapa jumbo flake deposit and the potentially highly prospective Millie’s Reward project.”

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 19 APRIL 2017

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We are also pleased with our recent progress at the Mahefedok jumbo flake deposit and look forward to receiving the assay results from Bureau Veritas with the aim of completing a maiden resource estimate this quarter for the deposit.”

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 19 APRIL 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 19 APRIL 2017

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JORC Code, 2012 Edition – Table 1

Discussion and results within this appendix relate to the Bass Metals Ltd – Mille’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		•	The Vendor has collected surface rock chip samples from
			specialised industry standard measurement tools appropriate to the minerals			outcropping pegmatites within the project area. A total of 8
			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 are not
		•	Include reference to measures taken to ensure sample representivity and the			deemed representative of the pegmatites throughout the
	Sampling		appropriate calibration of any measurement tools or systems used.			tenure.
	techniques
		•	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) may warrant disclosure of
			detailed information.
		•	Drill type (e.g. core, reverse circulation, open-hole hammer, rotary air blast,		•	Not Applicable as no drilling results are discussed.
	Drilling techniques		auger, Bangka, sonic, etc.) and details (e.g. core diameter, triple or standard tube, depth 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		•	Not Applicable as no drilling results are discussed.
			results assessed.
	Drill sample	•	Measures taken to maximise sample recovery and ensure representative
	recovery		nature 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	•	Not	Applicable as no drilling results are discussed.

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 19 APRIL 2017

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	Criteria		JORC Code explanation		Commentary
			logged to a level of detail to support appropriate Mineral Resource estimation,
			mining 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-situ
			procedures used and whether the technique is considered partial or total.		pegmatite dyke host rocks. In 2012, the Vendor made a series of
					analyses of spodumene from the project area, with analyses,
	Quality of assay	•	For geophysical tools, spectrometers, handheld XRF instruments, etc., the		performed in the laboratories of the C.N.R. of Pisa, Italy, where an
	data and		parameters used in determining the analysis including instrument make and		aliquot of sample is fused Sodium Peroxide Fusion in an alumina
	laboratory tests		model, reading times, calibrations factors applied and their derivation, etc.		crucible then measured by an ICP-AES or ICP-MS.
				•	No external standards or blanks were added to the sample submission
		•	Nature of quality control procedures adopted (e.g. standards, blanks,		by the Vendor, however the laboratory routinely run standards with
			duplicates, external laboratory checks) and whether acceptable levels of		each batch.
			accuracy (i.e. lack of bias)andprecision have been established.

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 19 APRIL 2017

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	Criteria		JORC Code explanation		Commentary
		•	The verification of significant intersections by either independent or	•	No independent geologists were engaged to verified results.
			alternative company personnel.	•	Li2O has been calculated from Li ppm using a calculation of Li% *
	Verification of	•	The use of twinned holes.	•	2.152529 = Li2O% to determine the proportion of lithium oxide.
	sampling and
	assaying	•	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, and
			surveys), trenches, mine workings and other locations used in Mineral		final location coordinates were completed taking average readings up
	Location of data		Resource estimation.		to 5 minutes and with estimated positional errors between 1 and 3
	points				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 presence of
	Data spacing and	•	Whether the data spacing and distribution is sufficient to establish the degree		the potential minerals within the project area.
	distribution		of geological and grade continuity appropriate for the Mineral Resource and	•	The data collected is insufficient to determine a Mineral Resource and
			Ore Reserve estimation procedure(s) and classifications applied.		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.
	Sample security	•	The measures taken to ensure sample security.	•	Samples bags were sealed as soon as sampling was completed, and
					stored securelyuntil dispatch to the laboratoryin Italyvia 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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ASX ANNOUNCEMENT 19 APRIL 2017

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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 and land tenure status		historical sites, wilderness or national park and environmental settings.	•	The Vendor assures permits are in good standing, and all statuary approvals are in place to conduct exploration and exploitation activities
				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.
Exploration done by	•	Acknowledgment and appraisal of exploration by other parties.	•	Not applicable as no previous exploration has been carried out, other than
other parties				the results detailed herein.
	•	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.
	•	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:
Drill hole Information		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

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
		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.
	•	These relationships are particularly important in the reporting of	•	Not Applicable
Relationship between		Exploration Results.
mineralisation widths
and intercept lengths	•	If the geometry of the mineralisation with respect to the drillhole
		angle is known, its nature should be reported.

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 19 APRIL 2017

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Criteria		JORC Code explanation		Commentary
	•	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;
		geophysical survey results; geochemical survey results; bulk samples –
Other substantive		size and method of treatment; metallurgical test results; bulk density,
exploration data		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 Mineral Resource. • Diagrams clearly highlighting the areas of possible extensions, 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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