HAWTHORN RESOURCES LIMITED — Capital/Financing Update 2021

Nov 14, 2021

==> picture [136 x 78] intentionally omitted <==

==> picture [98 x 86] intentionally omitted <==

15 November 2021

Joint Media release

HANCOCK TO EARN IN TO THE MT BEVAN IRON ORE PROJECT

• Agreement executed with Hancock Magnetite Holdings Pty Ltd ( HMPL ), a wholly owned subsidiary of Hancock Prospecting Pty Ltd ( HPPL ) granting HMPL the exclusive right to earn-in to the Mt Bevan iron ore project and form a new joint venture agreement

• HMPL to fund Pre-feasibility Study ( PFS )

• Atlas Iron Pty Ltd ( Atlas ) to be appointed Manager of the new Joint Venture

Legacy Iron Ore Ltd ASX: LCY ( Legacy ) as 60% interest holder and Hawthorn Resources Limited ASX: HAW ( Hawthorn ) as 40% interest holder are pleased to announce the earn-in of Hancock Magnetite Holdings Pty Ltd ( HMPL ) into the Mt Bevan iron ore project ( Project ), with Legacy and Hawthorn retaining all non-iron ore rights.

HMPL, a wholly-owned subsidiary of HPPL, has agreed to an earn-in under a subsequent Joint Venture Agreement to develop the Project, pending favourable outcomes from further studies, statutory and regulatory approvals and financial investment approvals by respective Boards of the new JV Partners.

The Project is currently a joint venture with Legacy and Hawthorn situated 250km north of Kalgoorlie and 100km west of Leonora in the Central Yilgarn region of Western Australia. The Project is on a large tenement E29/510 which hosts 1,170 Mt of magnetite resource @ 34.9% Fe. (see LCY: ASX Announcement 17/12/2013 – Mt Bevan -Significant Resource Upgrade and Appendix 1).

New Joint Venture Terms

The principal terms of the HMPL earn-in are:

Initial Investment

• HMPL will make an initial investment of $9m to earn a 30% interest in the Project ( Initial Investment ) with $8m cash being paid to Legacy and Hawthorn in proportion to their interest in the project (Legacy $4.8m and Hawthorn $3.2m) and the remaining $1m as working capital for the new Joint Venture.

• Atlas will be appointed as Manager of the new Joint Venture.

• Upon completion of the Initial Investment, HMPL will hold a 30% interest, Legacy will hold a 42% interest and Hawthorn will hold a 28% interest in the Project.

Stage 1 Earn-in

• HMPL can earn an additional 21% interest in the Project by funding the completion of a PFS.

• Upon completion of the Stage 1 earn-in, HMPL will hold a 51% interest, Legacy will hold a 29.4% interest and Hawthorn will hold a 19.6% interest in the Project.

Joint Venture

• Upon completion of the Stage 1 earn-in, and subject to favourable outcomes from the work completed, additional work programs will be undertaken with the intention of further advancing the Project to a Bankable Feasibility Study.

Legacy CEO Rakesh Gupta commented “I am pleased to announce Hancock joining hands with Hawthorn and Legacy for developing the world class massive magnetite ore body – Mt Bevan Project. This is our first major step to fulfill our dreams to develop it. As you may be aware that the demand of premium high grade iron ore products magnetite has been growing due to its efficiency and ability to reduce the environmental pollution for the steel industry. I am highly confident that with the support of our parent company NMDC Limited (A Government of India Enterprise), Hancock Prospecting Pty Ltd and Hawthorn, this Project would be successfully developed and would bring a social- and economic boost to regional Yilgarn province, WA and ultimately Australia.”

Hawthorn Managing Director Mark Kerr commented “Hawthorn is delighted to see Hancock join us to expedite development of our top-quality iron ore project. All steel mills favour high-grade ore as they seek to reduce emissions going forward. This is a transformational deal for Hawthorn and its shareholders.”

The Earn-In Agreement remains subject to the parties reaching agreement on a new joint venture agreement between them within a defined time period and any standard regulatory approvals. Legacy and Hawthorn have granted Atlas exclusivity.

Rakesh Gupta Mark G Kerr CEO Managing Director Legacy Iron Ore Ltd Hawthorn Resources Limited

This announcement has been approved for release by the respective Boards.

About HPPL:

Built on a long history of pioneering, exploring and investing in Australia, Hancock Prospecting Group is an independent, privately owned Australian company group that has a proud history with the Pilbara region and the iron ore sector, and is one of the longest continuous owners of cattle stations in Australia. Our executive chairman, Mrs Gina Rinehart, founded both national agriculture and related industries day, November 21, and national mining and related industries day, November 22, which recognise these critical industries and the many related industries that depend upon them. The Hancock group is the most successful private group in Australia.

HMPL is a wholly owned subsidiary of HPPL.

Atlas is an Australian iron ore company, mining and exporting direct-shipped iron ore from its Mt Webber and Sanjiv Ridge (named after Atlas CEO Sanjiv) mines in the northern Pilbara region of West Australia. Atlas Iron has a portfolio of exploration and development projects across hematite, magnetite, gold, copper and lithium, and with Miralga (iron ore) currently under construction.

About Legacy:

Legacy Iron Ore Limited is a vibrant Perth-based Australian exploration company, focussed on the development of iron ore, gold and base metal deposits.

With a mission to increase shareholder wealth through capital growth, Legacy has a commitment to discovering viable mineral deposits and developing them into profitable mining operations.

Legacy now has the backing of major shareholder NMDC Limited (A Government of India Enterprise). NMDC is India’s single largest iron ore producer, presently producing about 35 million tonnes of iron ore from 4 fully mechanized mines.

About Hawthorn:

Hawthorn Resources Limited is a listed, diversified gold and base metals explorer with strategic tenement holdings in Western Australia. We have a partnership with a group of Chinese Investors through Feng Hua Mining Investment Holding (HK) Limited (36% shareholding), including Feng Hua Advanced Technology (HK) Ltd, Guangdong Rising Asset Management Co., Ltd, Guangdong Corporation of Geology and Minerals and Lite Smooth Investment Limited. Mr Chris Corrigan, a former director, also has a declared substantial shareholding interest of 16% (Refer ASX release of 17 June 2020).

Hawthorn has a 70% interest in the Anglo-Saxon underground gold project at Pinjin in the South Laverton Tectonic Zone (SLTZ) ,140kms NE of Kalgoorlie and approximately 70 kms to the north of Apollo’s Lake Rebecca gold project. The current underground hosts an indicated and inferred MRE of 796,000 tonnes at 6.1 g/t Au for 157,000 ozs (Refer ASX release of 20 October 2020: Mineral Resource Update).

Appendix 1 –Mt Bevan BIF Resource Estimate

				Mt Bevan Fresh BIF Resource
Class	Material	Tonnes x 106	Fe %	SiO2 %	Al2O3 %	CaO %	P %	S %	LOI %	MgO %	Mn %
Indicated	In situ_Total _In situ Magnetic* Concentrate	322 44.18% 142	34.7 30.0 68.0	46.2 2.4 5.5	0.57 0.01 0.02	1.35 0.08 0.18	0.054 0.005 0.012	0.131 0.053 0.130	-1.05 -1.38 -3.12	1.91 0.05 0.12	0.31 0.01 0.03
Inferred	In situ_Total _In situ Magnetic* Concentrate	847 45.70% 387	35.0 30.8 67.5	45.6 2.8 5.9	0.77 0.01 0.03	2.00 0.06 0.14	0.063 0.004 0.009	0.39 0.042 0.096	-1.15 -1.37 -3.00	1.77 0.03 0.06	0.04 0.01 0.02
Total	In situ_Total _In situ Magnetic* Concentrate	1,170 45.28% 530	34.9 30.6 67.7	45.8 2.7 5.80	0.71 0.01 0.03	1.82 0.07 0.15	0.060 0.004 0.010	0.137 0.045 0.105	-1.12 -1.37 -3.03	1.81 0.03 0.07	0.11 0.01 0.02

*In situ Magnetic is the material that is expected to report to the magnetic fraction. The in situ Magnetic quantities in the Tonnes column are expressed as the percentage of the in situ Total tonnes (as estimated from Davis Tube Mass recovery) The Company confirms that it is not aware of any new information or data that materially affects the information included in these announcements and that all material assumptions and technical parameters underpinning the resource estimate in the prior announcements continue to apply and have not materially changed.. - See Announcements 17[th] December 2013)