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LIGHTNING MINERALS LTD Capital/Financing Update 2024

Apr 21, 2024

65212_rns_2024-04-21_640ab42b-b071-47b5-9b04-5f7f47a3952c.pdf

Capital/Financing Update

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Acquisition of Bengal Mining - Highly Prospective Lithium Projects in Brazil’s Lithium Valley

ASX Announcement 22 April 2024

Lightning Minerals ( L1M or the Company ) is excited to announce the signing of a binding agreement to acquire Bengal Mining Pty Ltd ( Bengal ) which holds, via its wholly owned subsidiary Tigre Mineracao Ltda ( Tigre ) option agreements over two lithium projects, Caraíbas and Sidrônio (the Projects ) in Brazil’s prolific Lithium Valley district in the state of Minas Gerais ( Proposed Acquisition ).

The Company views the Proposed Acquisition as transformative for its future, leveraging the strategic proximity of the projects to Latin Resources’ (ASX: LRS) Colina project[1] hosting 70.3Mt @ 1.27% Li20 and Sigma Lithium’s (NASDAQ: SGML) Grota do Cirilo project[2] hosting 108.9Mt @ 1.41% Li20. The Projects have been acquired from Bengal, a privately held Australian company which holds exclusive options across all seven (7) tenements totalling 3,372 Ha.

HIGHLIGHTS

  • Resources’ (ASX: LRS) Colina project

  • chip assay results grading up to 0.53% Li2O (lepidolite)

  • assay results are considered positive exploration indicators

  • Strong aeromagnetic geophysical trends correlate with regional mineralised trends

  • Projects lie within geology of the Salinas Formation which hosts other lithium Resources in the region

  • Proposed Transaction based on 5Mt, 10Mt and 20Mt Resource milestones presenting significant upside at both a project and company level demonstrating vendor confidence

  • Oversubscribed placement of A$1.5M at A$0.07 per share to facilitate work program

  • Field work to commence as soon as deal completion and approval at Company EGM

  • fieldwork expertise and insights

Note 1: Further exploration work to verify historically mapped and sampled pegmatites is necessary. The scale of the geological outcrops are unknown and the presence of pegmatitic lithologies does not necessarily indicate the presence of lithium, tantalum or caesium mineralisation. Note 2: The Company is op@mis@c about concluding the transac@on and acquisi@on outlined herein, however at the date of this announcement no assurance that the condi@ons precedent with respect to the transac@on will be met. Accordingly, investors are cau@oned against making investment decisions based on this announcement.

Level 6 505 Little Collins St Melbourne VIC 3000 Australia | [email protected] | (08) 9429 8806

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It is with great excitement that Lightning Minerals announces what it considers the transformative Proposed Acquisition of the Projects in the Lithium Valley region of Minas Gerais, Brazil. The Projects are located in the Eastern Brazilian Pegmatite Province which currently hosts two world class lithium deposits: Latin Resources’ (ASX: LRS) Colina project and Sigma Lithium’s (NASDAQ: SGML) Grota do Cirilo project.

The Company is planning to begin on-ground works as soon as the Proposed Acquisition is finalised. Early-stage reconnaissance works indicate presence of lithium bearing minerals (lepidolite) with the immediate strategy to now confirm potential and then test via drilling. The Projects are subject to an exclusive option agreement that allows the Company flexibility in its exploration approach to determine the most prospective opportunities that it sees most value in based on initial work programs.

Lightning Minerals Managing Director Alex Biggs said , “This Proposed Acquisition represents a significant transaction for the Company. We believe in the lithium thematic and see now as a great opportunity to acquire highly prospective projects in known and established lithium regions. Minas Gerais in Brazil has emerged as a proven lithium hub with the acquisition located in close proximity to the world class lithium resources of Latin Resources’ (ASX: LRS) Colina project and Sigma Lithium’s (NASDAQ: SGML) Grota do Cirilo project. The Project presents some excellent early indicators of lithium mineralisation with prospective underlying geology that offers clear exploration targets. As part of the transaction we welcome new key shareholders, to the Company and look forward to the next stage of evolution of the business. It is exciting to see the Company developing and expanding our influence; we now have projects in three of the predominant lithium regions in the world: Dundas in Western Australia, Quebec in Canada and Mina Gerais in Brazil. We look forward to starting our on-ground works in Brazil and also progressing works on our other projects in Western Australia and Canada”.

About the Projects and Minas Gerais as a Lithium Region

The Projects are located in the Lithium Valley region of Minas Gerais, Brazil. The Projects cover 3,372 Ha comprising seven (7) exploration licences and are located approximately 20km south of Latin Resources’ (ASX: LRS) Colina lithium project and 60km north-west of Signa Lithium’s (NASDAQ: SGML) Grota do Cirilo project (Figure 1). The region has emerged as one of the world’s premier lithium districts over the past few years and presents significant exploration potential.

The Company will benefit from access to a seasoned ground team, providing invaluable fieldwork expertise and insights, enhancing the Company's strategic approach to exploration. Relationships the Company already has in the region will help facilitate project growth and advancement.

Minas Gerais is Brazil’s third largest economy with over 300 mines operating in the state with tier-1 operators including Vale, BHP and Rio Tinto. The state boasts a strong mining labour pool and presents a cost competitive jurisdiction for exploration and project development with mature infrastructure, hydro power and road access.

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Level 6 505 Little Collins St Melbourne VIC 3000 Australia | [email protected] | (08) 9429 8806
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Figure 1: Location of Caraíbas and Sidrônio projects
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Level 6 505 Little Collins St Melbourne VIC 3000 Australia | [email protected] | (08) 9429 8806
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Caraíbas and Sidrônio Projects

The Projects are located in the Eastern Brazilian Pegmatite Province that encompasses approximately 150,000 km[2] , stretching from Bahia state to Rio de Janeiro state. The Caraíbas Project consists of five (5) separate tenements covering 1,733 Ha and the project area contains a series of albite and muscovite rich pegmatites identified by Bengal’s initial reconnaissance works. Aeromagnetic data shows the tenements are located along regional structures and shear zones which are analogous to the trends present at Latin Resources’ (ASX: LRS) Colina deposit. The Caraíbas Project is located approximately 20km to the south in the same Salinas geological formation.

The Sidrônio Project consists of two (2) tenements covering 1,638 Ha, strategically located adjacent and along strike to the south from the Caraíbas Project. Aeromagnetic data shows the tenements are located along similar interpreted structural trends that may potentially be conduits for mineralisation.

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Figure 2: Caraíbas and Sidrônio project location, geology and tenements
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Level 6 505 Little Collins St Melbourne VIC 3000 Australia | [email protected] | (08) 9429 8806
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Both Projects cover prospective Salinas Formation geology which is thought to provide adequate rheological conditions suitable for the emplacement of late hydrothermal fluids. In similar geological settings, proximal to S-type granites, the Salinas Formation is known to host fertile lithium mineral bearing pegmatites.

Records from the ‘Project Evaluation of the Potential of Lithium in Brazil’ - Servico Geologico do Brasil (Geological Service of Brazil)[3] indicate that historic prospecting or fossicking may have occurred with the Caraíbas Project. At this location an inactive mine location is recorded as ‘LB-43 Lavra Luís Rocha – Caraíbas’ which is interpreted to be a small-scale prospecting excavation. The area was then targeted by Bengal company geologists in late 2023 as part of a small reconnaissance program to identify lithium prospectivity in the region. Three rock chip samples were taken from the site with peak assay results of 0.53% Li2O, 1,245 ppm tantalum, 1,175 ppm rubidium and 1,455 ppm caesium (Table 1). Geological descriptions of the rock samples are shown in Table 2, and photographs of BLR237 and VLR1269 are shown in Figure 3(a) and Figure 3 (b) respectively.

These results are considered encouraging and support the thesis that pegmatites in the project areas might have favourable geochemistry and fractionation conditions. Elevated tantalum levels are considered a good indicator of potential for adequate fractionation conditions and will form a key part of the Company’s initial reconnaissance works and analysis. These results warrant immediate follow up exploration and will form part of the near-term exploration plan for the Caraíbas project. A full table of results for samples taken from the project areas are included in Appendix 2, Table 1.

Table 1: Assay data associated with samples taken at historic “inactive mine” location

Field
Name
Target Easting
(UTM
23S)
Northing Ta ppm Li2O
%
K/R
b

(UTM
Cs ppm Li ppm Nb ppm Rb ppm Sn ppm
23S)
BLR238 Caraibas
803813

8194761
704 1281 801 665 272 1245 0.28 29
BLR237 Caraibas 803812 8194766 1455 2457 64 1175 103 196 0.53 24
VLR1269 Caraibas 803808 8194765 124 97 5 574 2.5 5 0.01 64

Table 2: Geological descriptions associated with samples taken at historic “inactive mine” location.

Field Name Target Easting
(UTM
23S)
Northing Geology Description

(UTM
23S)
BLR238 Caraibas
803813

8194761
Gpe (pegmatite) whitish with >> schorlite + lepidolite
BLR237 Caraibas 803812 8194766 Presence of rubellite and lepidolite. Zoned lepidolite (external halo with Li)
VLR1269 Caraibas 803808 8194765 Pegmatite rich in Lepidolite (Li) and light green tourmaline(?)

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Level 6 505 Little Collins St Melbourne VIC 3000 Australia | [email protected] | (08) 9429 8806
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Figure 3: (A) Photograph of sample BLR237 showing lepidolite minerals (purple) within pegmatite sample (B) Photograph of sample VLR1269 showing lepidolite minerals (purple) within pegmatite sample (C) Photographic example of workings located within the larger Caraíbas tenement area (805118mE, 8193908mN). Samples collected by Bengal Mining

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Regional Geology, Prospectivity and Trends

The Eastern Brazilian Pegmatite Province is a globally recognised region for hard rock lithium prospectivity. The Colina and Grota do Cirilo Project Lithium resources highlight the potential for the region to host Tier 1 lithium deposits.

Like Caraíbas and Sidrônio, these deposits are located within the Salinas Formation proximal to PostCollisional Magmatism which are of the Type-S granitic geochemistry. S-Type granites are known to be favourable and form part of the genetic model for the creation of lithium-caesium-tantalum (LCT) deposits. The Salinas Formation commonly includes lithologies such as mica-quartz schists and quartzmica schists with localised intercalations of rocks, calcium-silicates, meta conglomerates and micaceous quartzites. Reconnaissance work by Bengal has identified similar rock types at both the Caraibas and Sidronio projects which are considered positive indicators when looking at the projects in a regional context.

Multiple prospective geophysical trends have been identified through interpretation of publicly available aeromagnetic data from the Servico Geologico do Brasil (Geological Service of Brazil) which correlates with the parallel mineralised corridor that hosts Latin Resources’ (ASX: LRS) Colina deposit. These trends will form the basis of further on-ground mapping, reconnaissance, and sampling across the tenements with a view to defining drill targets.

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Level 6 505 Little Collins St Melbourne VIC 3000 Australia | [email protected] | (08) 9429 8806
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Figure 4: Caraíbas and Sidrônio projects location and tenements plotted against publicly available analytic signal aeromagnetic image from Servico Geologico do Brasil (Geological Service of Brazil)

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Program of Works and Use of Funds

The option agreements that the Company has acquired via Bengal allows for clear identification of drill targets prior to full acquisition of the Project areas, either in full or in part. The Company has existing relationships with contractors and personnel in the region which will significantly accelerate its work programs and has a strong relationship with other operators in the region.

The following work programs will be completed across all projects. These work plans are subject to change as the Company develops further knowledge of the Project areas.

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Level 6 505 Little Collins St Melbourne VIC 3000 Australia | [email protected] | (08) 9429 8806
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Table 3: Initial work program strategy Caraíbas and Sidrônio projects

Work Program Timing Use of Funds (A$) Notes
Ground reconnaissance – mapping and sampling 10 weeks 200,000 To run concurrently
Geophysical drone survey 8 weeks 100,000
Drill target identification 8 weeks 50,000
Phase 1 drilling 12 weeks 960,000

Table 4: Initial work program schedule Caraíbas and Sidrônio projects

Work Program Jun
24
Jul
24
Aug
24
Sep
24
Oct
24
Nov
24
Dec
24
Ground reconnaissance – mapping and sampling
Geophysical drone survey and interpretation
Drill target identification
Phase 1 drilling

Proposed Acquisition Terms

The Company has entered into a binding share sale agreement with the majority shareholders of Bengal to acquire all the issued capital of Bengal. Bengal holds exclusive options via its wholly owned subsidiary Tigre, to purchase seven (7) tenements located in Brazil’s Lithium Valley region in the state of Minas Gerais, comprising the Projects.

Subject to obtaining all regulatory and shareholder approvals, the initial consideration payable for the acquisition of 100% of the shares in Bengal is as follows:

Consideration

  • a) 22,142,857 fully ordinary paid shares in the Company ( Shares ) to the value of A$1,550,000 based on a deemed issue price of $0.07 per Share ( Consideration Shares );

  • b) 6,000,000 L1M options, with an exercise price of $0.105 being a 50% premium to the Share price of $0.07 and an expiry date of three years from the date of issue ( Consideration Options ); and

  • c) 39,999,999 performance rights that will convert into Shares on a one-for-one basis, subject to the satisfaction of the milestones outlined below ( Performance Rights ).

The issue of the Consideration Shares, the Performance Rights and the Shares issued on conversion of the Performance Rights will be subject to voluntary escrow for a period of 12 months from the date of issue.

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Level 6 505 Little Collins St Melbourne VIC 3000 Australia | [email protected] | (08) 9429 8806
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Milestones

  • a) Milestone 1: 14,285,714 Performance Rights to vest into Shares subject to the Company delineating a JORC compliant Mineral Resource Estimate on the Projects of at least 5Mt grading at least 1.0% Li2O within three years from the date of issue;

  • b) Milestone 2: 14,285,714 Performance Rights to vest into Shares subject to the Company delineating a JORC compliant Mineral Resource Estimate on the Projects of at least 10Mt grading at least 1.0%Li2O within four years from the date of issue; and

  • c) Milestone 3: 11,428,571 Performance Rights to vest into Shares subject to the Company delineating a JORC compliant Mineral Resource Estimate on the Projects of at least 30Mt grading at least 1.0%Li2O within five years from the date of issue.

Exclusive Option Exercise

Bengal (via its wholly owned subsidiary Tigre) has exclusive options across all tenements under the following terms in Table 5. This allows the Company to conduct early-stage exploration quickly and effectively to then determine which of the tenements are appropriate to exercise, minimising the upfront expenditure.

Table 5: Exclusive option agreement terms

Project Option
Period
Option
Fee
Monthly Fee
(US$)
Option Exercise
(US$)
Bonus (US$) Royalty Status
Caraíbas 24
month
100K
(Paid)
5K 1M per
tenement
Nil Nil Landowner
signed
Sidrônio 12
month
70K (Paid) Nil 200K per
tenement
200K if 10Mt @
1.3% Li20 or
greater
1% NSR Landowner
signed

Conditions Precedent

The Proposed Acquisition is subject to the following conditions precedent:

  • the minority shareholders of Bengal executing a binding share sale agreement;

  • satisfaction of the Company’s due diligence investigations;

  • the repayment of loans owed by Tigre;

  • the Company obtaining any necessary ASX or shareholder approvals, including issue of the Consideration Shares, Consideration Options, Performance Rights and Tranche 2 Placement Shares and Options (defined below); and

  • The parties obtaining any required third party approvals.

Cautionary Statement

The Company is optimistic about concluding the Proposed Acquisition, however, at the date of this announcement there is no assurance that the conditions precedent with respect to the Proposed Acquisition will be met. Accordingly, investors are cautioned against making investment decisions based on this announcement.

Dilutionary Effect of Transaction

The below table shows the potential dilution of existing shareholders as a result of the Proposed Acquisition.

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Level 6 505 Little Collins St Melbourne VIC 3000 Australia | [email protected] | (08) 9429 8806
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Table 6: Dilutionary effect of transaction

Capital Structure Shares % Options Performance
Rights
Existing Securities 49,864,034 50.20 37,258,543 4,800,000
Consideration Securities 22,142,857 22.29 6,000,000 39,999,999
Placement Securities 21,428,571 21.57 10,714,286 -
S3 Consortium Pty Ltd (Stocks Digital) 5,892,857 5.93 - -
Total Post Completion 99,328,320 100.00 53,972,829 44,799,999

Placement

The Company has received firm commitments in relation to a placement from new and existing professional and sophisticated investors to raise A$1.50 million by the issue of 21,428,571 Shares at an issue price of $0.07 ( Placement Shares ), with attaching quoted options ( L1MO ) exercisable at A$0.25 each and expiring 13 March 2028 ( Placement Options ) on the basis of 1 option for every 2 Placement Shares subscribed for ( Placement ).

The Placement will take place in two tranches as follows:

  • (a) 7,479,605 Placement Shares issued on 29 April 2024 utilising the Company’s placement capacity under Listing Rule 7.1, raising a total of A$523,572 (before costs) ( Tranche 1 ); and

  • (b) 13,948,966 Placement Shares and 10,714,286 Placement Options subject to shareholder approval pursuant to Listing Rule 7.1 and Listing Rule 10.11 (Listing Rule 10.11 director participation detailed below), to raise a total of A$976,428 before costs ( Tranche 2 ).

The Company engaged PAC Partners Securities Pty Ltd as lead manager and broker to the Placement and will receive a fee of 6%.

Company directors Francesco Cannavo, Alex Biggs and Craig Sharpe will participate in tranche 2 of the placement, subscribing for securities to the value of A$20,000, A$15,000 and A$10,500 respectively. The director’s participation in tranche 2 of the placement is subject to shareholder approval for the purposes of ASX Listing Rule 10.11.

Extraordinary General Meeting (EGM)

The issue of the Consideration Shares, Consideration Options, Performance Rights and the Tranche 2 Placement Shares and Options will be subject to the Company obtaining shareholder approval at an upcoming EGM of its shareholders.

Relevance of Proposed Acquisition

Brazil has emerged in recent years as a significant lithium mining region with Latin Resources (ASX: LRS) Colina lithium project and Signa Lithium’s (NASDAQ: SGML) Grota do Cirilo project being the most advanced and largest scale lithium projects in Brazil. The Eastern Brazilian Pegmatite Province in Minas Gerais, which hosts the Company’s proposed acquisitions, is hole to 100% of Brazil’s official lithium reserves. Also operating in the region is Lithium Ionic Corp. (TSXV: LTH) who have recently been delineating its initial Mineral Resource Estimate at its Bandeira Project 29.5Mt @ 1.37% Li20 (13.72 Mt @ 1.40% Li20 Measured + Indicated), 15.79Mt @ 1.34% Li20 Inferred) further demonstrating the

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Level 6 505 Little Collins St Melbourne VIC 3000 Australia | [email protected] | (08) 9429 8806
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prospectivity of the region. A Pre Economic Assessment (PEA) demonstrated a IRR of 121% and NPV8 post tax of C$1.6 Billion (see TSXV announcement 30 November 2023).

Mining is a key driver of the economy in both Minas Gerais and Brazil. Figure 5 demonstrates the impact that mining has had on Minas Gerais’ Industrial Production Index (IPI) in 2023. In December 2023 Minas Gerais exported US$3.56 Billion of goods. Between December 2022 and December 2023. The exports of Minas Gerais have increased by US$722 Million (25.5%) from US$2.84 Billion to US$3.56 Billion with the dominant commodities being minerals (mainly iron ore and ferro alloys) and raw sugar.

Figure 5: Minas Gerais industrial grow in 2023

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Source: CEIC

The Proposed Acquisition is relevant to the Company as it expands its influence into some of the world’s premier lithium mining regions. Active exploration is key to the Company’s modus operandi and acquisition of projects that sit within proven geological domains is an important step in working towards a discovery. Optionality on a jurisdictional basis also provides additional opportunities and investors that may have a preference for specific jurisdictions and their related commodities.

The Company has existing relationships within the region that can be utilised to ensure efficient deployment of exploration teams to identify drill targets as quickly as possible.

References

1Latin Resources’ (ASX: LRS) Colina project hosting 70.3Mt @ 1.27% Li20 (1.73Mt @ 1.47% Li20 Measured, 39.29 Mt @ 1.36% Li20 Indicated, 29.26Mt @1.13% Li20 Inferred)

2Sigma Lithium’s (NASDAQ: SGML) Grota do Cirilo project hosting 108.9Mt @ 1.41% Li202 (94.3Mt @ 1.40% Li20 Measured and Indicated, 14.6Mt @ 1.37% Li20 Inferred)

3Servico Geologico do Brasil (Geological Service of Brazil): https://rigeo.cprm.gov.br/jspui/handle/doc/17451

Approved for release by the Board of Directors -END-

More information at www.lightnmingminerals.com.au

Level 6 505 Little Collins St Melbourne VIC 3000 Australia | [email protected] | (08) 9429 8806

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ABOUT LIGHTNING MINERALS

Lightning Minerals is a mineral exploration company, listed on the Australian Securities Exchange (ASX:L1M) and focused on the exploration of critical minerals and lithium at its tenements across Western Australia. The Company’s agship Dundas project is located in the prolic Dundas region of Western Australia. The Company also owns the Dalmas and Hiver lithium projects in Quebec, Canada, another signicant and evolving lithium region globally as well as other projects in Western Australia which include Mt Jewell, Mt Bartle and Mailman Hill which are prospective for base metals and critical minerals.

FORWARD LOOKING STATEMENTS

Information included in this release constitutes forward-looking statements. Often, but not always, forward looking statements can generally be identied by the use of forward-looking words such as “may”, “will”, “expect”, “intend”, “plan”, “estimate”, “anticipate”, “continue”, and “guidance”, or other similar words and may include, without limitation, statements regarding plans, strategies and objectives of management, anticipated production or construction commencement dates and expected costs or production outputs. Forward looking statements inherently involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, performance and achievements to differ materially from any future results, performance or achievements. Relevant factors may include, but are not limited to, changes in commodity prices, foreign exchange uctuations and general economic conditions, increased costs and demand for production inputs, the speculative nature of exploration and project development, including the risks of obtaining necessary licences and permits and diminishing quantities or grades of reserves, political and social risks, changes to the regulatory framework within which the Company operates or may in the future operate, environmental conditions including extreme weather conditions, recruitment and retention of personnel, industrial relations issues and litigation. Forward looking statements are based on the Company and its management’s good faith assumptions relating to the nancial, market, regulatory and other relevant environments that will exist and affect the Company’s business and operations in the future. The Company does not give any assurance that the assumptions on which forward looking statements are based will prove to be correct, or that the Company’s business or operations will not be affected in any material manner by these or other factors not foreseen or foreseeable by the Company or management or beyond the Company’s control. Although the Company attempts and has attempted to identify factors that would cause actual actions, events or results to differ materially from those disclosed in forward looking statements, there may be other factors that could cause actual results, performance, achievements or events not to be as anticipated, estimated or intended, and many events are beyond the reasonable control of the Company. Accordingly, readers are cautioned not to place undue reliance on forward looking statements. Forward looking statements in these materials speak only at the date of issue. Subject to any continuing obligations under applicable law or any relevant stock exchange listing rules, in providing this information the Company does not undertake any obligation to publicly update or revise any of the forward-looking statements or to advise of any change in events, conditions or circumstances on which any such statement is based.

COMPETENT PERSONS STATEMENT

The information contained herein that relates to exploration results is based on information compiled or reviewed by Mr Jarrad Woodland, who is a Competent Person and a member of the Australasian Institute of Mining and Metallurgy. Mr Woodland is a full-time employee of the Company. Mr Woodland has sufficient experience which is relevant to the style of mineralisation and types of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Persons as dened in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr Woodland consents to the inclusion of his name in the matters based on the information in the form and context in which it appears. Mr Woodland holds options in Lightning Minerals.

REFERENCES TO PREVIOUS ANNOUNCEMENTS

The Company conrms that it is not aware of any new information or data that materially affects the information included in the original market announcements, and that all material assumptions and technical parameters have not materially changed. The Company also conrms that the form and context in which the Competent Person’s ndings are presented have not been materially modied from the original market announcement.

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Level 6 505 Little Collins St Melbourne VIC 3000 Australia | [email protected] | (08) 9429 8806
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Appendix 1: Caraíbas and Sidrônio Projects – JORC Code 2012 Table 1 Criteria

The Table below summarises the assessment and reporting criteria used for exploration results for the Caraíbas and Sidrônio Projects and reflects the guidelines in Table 1 of The Australasian Code for the Reporting of Exploration Results, Mineral Resources and Ore Reserves ( The JORC 2012 Code ).

Section 1 - Sampling Techniques and Data

Criteria JORC Code explana@on Commentary
Sampling techniques Nature and quality of sampling (eg cut channels, random chips, or
specifc specialised industry standard measurement tools appropriate to
the minerals under inves;ga;on, such as down hole gamma sondes, or
handheld XRF instruments, etc). These examples should not be taken as
limi;ng the broad meaning of sampling.
Include reference to measures taken to ensure sample represen;vity and
the appropriate calibra;on of any measurement tools or systems used.
Aspects of the determina;on of mineralisa;on that are Material to the
Public Report.
In cases where ‘industry standard’ work has been done this would be
rela;vely simple (eg ‘reverse circula;on drilling was used to obtain 1 m
samples from which 3 kg was pulverised to produce a 30 g charge for fre
assay’). In other cases more explana;on may be required, such as where
there is coarse gold that has inherent sampling problems. Unusual
commodi;es or mineralisa;on types (eg submarine nodules) may
warrant disclosure of detailed informa;on.

The 2023 rock chip sampling program was completed by Bengal Mining Contract geologists.

The rock chip samples were collected at the natural surface, these have been subdivided into outcrop, Subcrop,
foat, and ‘digging’ samples as per Appendix 3 table 1.

Samples submiHed to the analyIcal laboratory are at the discreIon of the representaIve geologist.

The rock chip samples were assayed via ICM90A (fusion by sodium peroxide and fnish with ICP-MS/ICP-OES)
for a 56-element suite at the SGS Geosol Laboratorios located at Vespasiano/Minas Gerais, Brazil.

No control samples have been used at this stage. The internal laboratory controls (blanks, duplicates and
standards) are considered suitable.

Sample sites are located using a handheld GPS device which is considered accurate to within 6m using Datum
SIRGAS 2000, Zone 23 South.
Drilling techniques Drill type (eg core, reverse circula;on, open-hole hammer, rotary air
blast, auger, Bangka, sonic, etc) and details (eg core diameter, triple or
standard tube, depth of diamond tails, face-sampling bit or other type,
whether core is oriented and if so, by what method, etc).

No drill results are reported
Drill sample recovery Method of recording and assessing core and chip sample recoveries
and results assessed. Measures taken to maximise sample recovery and
ensure representa;ve nature of the samples.
Whether a rela;onship exists between sample recovery and grade and
whether sample bias may have occurred due to preferen;al loss/gain
of fne/coarse material.

No drill results are reported
Logging Whether core and chip samples have been geologically and
geotechnically logged to a level of detail to support appropriate
Mineral Resource es;ma;on, mining studies and metallurgical studies.
Whether logging is qualita;ve or quan;ta;ve in nature. Core (or
costean, channel, etc) photography.
The total length and percentage of the relevant intersec;ons logged.

All rock chip samples are geologically described by suitably experienced and qualifed in-country geologists.

Rock descripIons are qualitaIve in nature and consider geological aspects such as lithology, mineralisaIon,
mineralogy, weathering, and colour.

Photographs are taken of samples for each sample and stored on Bengal Mining IT infrastructure.

The feld lithological descripIons and subsequent reporIng of pegmaItes are not indicaIve of economic
pegmaIte hosted mineralisaIon. Further exploraIon work including an assessment of the current rock chip
samplingresults will be required to confrm thepresence of anymineralisaIon.
Lev
Sub-sampling
techniques and sample
prepara;on
el 6 505 Little Collins St Melbourne VIC 3000 Australia ad
If core, whether cut or sawn and whether quarter, half or all core
taken.

==> picture [842 x 52] intentionally omitted <==

If non-core, whether rifed, tube sampled, rotary split, etc and whether
sampled wet or dry.
For all sample types, the nature, quality and appropriateness of the
sample prepara;on technique.
Quality control procedures adopted for all sub-sampling stages to
maximise represen;vity of samples.
Measures taken to ensure that the sampling is representa;ve of the in
situ material collected, including for instance results for feld
duplicate/second-half sampling.
Whether sample sizes are appropriate to the grain size of the material
being sampled.

The selected sample is considered appropriate for the early stage of exploraIon at the Caraíbas and Sidrônio
projects.
Quality of assay data
and laboratory tests
The nature, quality and appropriateness of the assaying and laboratory
procedures used and whether the technique is considered par;al or
total.
For geophysical tools, spectrometers, handheld XRF instruments, etc,
the parameters used in determining the analysis including instrument
make and model, reading ;mes, calibra;ons factors applied and their
deriva;on, etc.
Nature of quality control procedures adopted (eg standards, blanks,
duplicates, external laboratory checks) and whether acceptable levels
of accuracy (ie lack of bias) andprecision have been established.

Rock Chip samples were assayed via ICM90A (fusion by sodium peroxide and fnish with ICP-MS/ICP-OES) for
a 56-element suite at the SGS Geosol Laboratorios located at Vespasiano/Minas Gerais, Brazil.

No control samples have been used at this early stage of exploraIon. The internal laboratory controls (blanks,
duplicates and standards) are considered suitable.
Verifca;on of sampling
and assaying

The verifca;on of signifcant intersec;ons by either independent or
alterna;ve company personnel.
The use of twinned holes.
Documenta;on of primary data, data entry procedures, data
verifca;on, data storage (physical and electronic) protocols.
Discuss any adjustment to assay data.

The CP independently verifed sampling, assay and geological results from a externally maintained and stored
geological database.

Assay data and results are reported, unadjusted.

Li2O results used in the market are converted from Li results mulIplying it by the industry factor 2.153.
Loca;on of data points Accuracy and quality of surveys used to locate drill holes (collar and
down-hole surveys), trenches, mine workings and other loca;ons used
in Mineral Resource es;ma;on.
Specifca;on of the grid system used.
Quality and adequacy of topographic control.

Handheld GPS instruments were used to geo locate each drill collar, these instruments are understood to be
accurate within a nominal ±6m in the horizontal and verIcal planes.

The level of topographic control ofered by a handheld GPS is considered sufcient for early exploraIon
drilling.

All samples were collected in the SIRGAS 2000 Datum,Zone 23 South.
Data spacing and
distribu;on
Data spacing for repor;ng of Explora;on Results.
Whether the data spacing and distribu;on is sufcient to establish the
degree of geological and grade con;nuity appropriate for the Mineral
Resource and Ore Reserve es;ma;on procedure(s) and classifca;ons
applied.
Whether sample composi;ng has been applied.

The sample spacing is considered appropriate for the reporIng of the reconnaissance exploraIon results.

No Mineral Resource or Ore Reserve EsImates have been completed.

No sample composiIng has been applied.
Orienta;on of data in
rela;on to geological
structure
Whether the orienta;on of sampling achieves unbiased sampling of
possible structures and the extent to which this is known, considering
the deposit type.
If the rela;onship between the drilling orienta;on and the orienta;on
of key mineralised structures is considered to have introduced a
sampling bias, this should be assessed and reported if material.

Due to the preliminary nature of the reconnaissance sampling campaign, rock samples are designed to test
specifc outcropping or sub cropping targets, with no set spacing.
Sample security The measures taken to ensure sample security.
The chain of custody for sampling procedures and sample analysis was managed by Bengal Company
geologists duringreconnaissance works

==> picture [842 x 52] intentionally omitted <==

Audits or reviews The results of any audits or reviews of sampling techniques and data. • No audits or reviews of sampling techniques have been conducted to date.

Section 2 - Reporting of Exploration Results

Criteria JORC Code explana@on Commentary
Mineral tenement and
land tenure status
Type, reference name/number, loca;on and ownership including
agreements or material issues with third par;es such as joint ventures,
partnerships, overriding royal;es, na;ve ;tle interests, historical sites,
wilderness or na;onal park and environmental se_ngs.
The security of the tenure held at the ;me of repor;ng along with any
known impediments to obtaining a licence to operate in the area.

Bengal Mining Ltd, via its wholly owned subsidiary Tigre Mineracao Ltda, holds exclusive opIons to acquire the Tenements
that comprise the Caraíbas and Sidrônio Projects in accordance with opIon agreements.

The Carabias Project includes exploraIon licences 831.514/2018, 832.041/2011, 831.424/2013, 832.763/2014,
830.313/2014.

The Sidrônio Project includes exploraIon licences 830.439/2015, 830.440/2015.

The Caraíbas and Sidrônio Project area totals ~33km2and comprises seven granted Research AuthorisaIon licences and
two mining request areas (Appendix 3)

The Tenements are considered ingood standingat the Ime of this report.
Explora;on done by other
par;es

Acknowledgment and appraisal of explora;on by other par;es.

The Caraíbas and Sidrônio Projects are at a very early stage and liHle work has been explored by prior explorers.

Recent exploraIon has included a small reconnaissance exploraIon program by project vendor Bengal Mining. The
informaIon contained within this report references the work Bengal have completed which supports the Lightning
Minerals acquisiIon.

State datasets including the ‘Project EvaluaIon of the PotenIal of Lithium in Brazil’ form the Servico Geologico do Brasil
(Geological Service of Brazil) are publicly available at Servico Geologico do Brasil (Geological Service of Brazil)
hHps://rigeo.cprm.gov.br/jspui/handle/doc/17451 publicaIons.

Review of the historic exploraIon informaIon has been completed.
Geology Deposit type, geological se_ng and style of mineralisa;on.
No known mineral deposits occur within the project tenure.

The Caraíbas and Sidrônio Lithium Project geology comprises Neoproterozoic age sedimentary rocks of Araçuaí Orogen
intruded by pegmaItes interpreted to originate from the fracIonaIon of magmaIc fuids from the peraluminous S-type
post tectonic granitoids of Araçuaí Orogen.

The target commodityis hardrock lithium within lithium-caesium-tantalumpegmaItes.
Drill hole Informa;on A summary of all informa;on material to the understanding of the
explora;on results including a tabula;on of the following informa;on for all
Material drill holes:
o
eas;ng and northing of the drill hole collar
o
eleva;on or RL (Reduced Level – eleva;on above sea
level in metres) of the drill hole collar
o
down hole length and intercep;on depth,
o
hole length.
If the exclusion of this informa;on is jus;fed on the basis that the
informa;on 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.

No drillhole informaIon is reported
Data aggrega;on
methods
In repor;ng Explora;on Results, weigh;ng averaging techniques, maximum
and/or minimum grade trunca;ons (eg cu_ng of high grades) and cut-of
grades are usually Material and should be stated.
Where aggregate intercepts incorporate short lengths of high-grade results
and longer lengths of lowgrade results, theprocedure usedfor such

No levelling of the raw geochemical data was undertaken.

Li2O results used in the market are converted from Li results mulIplying it by the industry factor 2.153.

Plan images have been generated using QGGIS soqware.

No metal equivalent values are reported.

==> picture [842 x 52] intentionally omitted <==

aggrega;on should be stated and some typical examples of such
aggrega;ons should be shown in detail.
Rela;onship between
mineralisa;on widths
and intercept lengths
These rela;onships are par;cularly important in the repor;ng of Explora;on
Results. If the geometry of the mineralisa;on with respect to the drill hole
angle is known, its nature should be reported. If it is not known and only the
down hole lengths are reported, there should be a clear statement to this
efect(eg ‘down hole length, true width not known’).


No drillhole informaIon is reported.

There is insufcient data provided by the mapping and rock chip results contained within this report for a relaIonship
between pegmaIte and mineral resources to be reported.
Diagrams Appropriate maps and sec;ons (with scales) and tabula;ons of intercepts
should be included for any signifcant discovery being reported These should
include, but not be limited to a plan view of drill hole collar loca;ons and
appropriate sec;onal views.

Appropriate reporIng of results has been included in the body of this announcement; the plans, or lack thereof suitably
represent the nature of the exploraIon results.
Balanced repor;ng Where comprehensive repor;ng of all Explora;on Results is not prac;cable,
representa;ve repor;ng of both low and high grades and/or widths should
be prac;ced to avoid misleading repor;ng of Explora;on Results.

Comprehensive reporIng of all rock chip samples within the Caraíbas and Sidrônio projects has been included in Appendix
2 - Table 1.

PerInent informaIon has been communicated to ensure balanced and representaIve reporIng of exploraIon results has
been achieved.
Other substan;ve
explora;on data
Other explora;on data, if meaningful and material, should be reported
including (but not limited to): geological observa;ons; geophysical survey
results; geochemical survey results; bulk samples – size and method of
treatment; metallurgical test results; bulk density, groundwater,
geotechnical and rock characteris;cs; poten;al deleterious or
contamina;ng substances.

All meaningful data and relevant informaIon have been included in the body of the report.
Further work The nature and scale of planned further work (eg tests for lateral extensions
or depth extensions or large-scale step-out drilling). Diagrams clearly
highligh;ng the areas of possible extensions, including the main geological
interpreta;ons and future drilling areas, provided this informa;on is not
commercially sensi;ve.

Further work is outlined, budgeted and scheduled in secIon ‘Program of Works and Use of Funds’ contained within the
body of the report.

The planning of drilling of the reported pegmaItes is dependent on a further phases of exploraIon providing saIsfactory
results to warrant that scale of exploraIon works.

==> picture [842 x 52] intentionally omitted <==

APPENDIX 2 - TABLE 1 – Analytical results for Bengal Mining reconnaissance program

Field Name Project
Area
Easting
(UTM 23S)
Northing
(UTM 23S)
Point Type Geologic Description Be
ppm
Cs ppm K ppm Li ppm Nb
ppm
Rb
ppm
Sn
ppm
Ta ppm Li %
ppm
Li2O% K/Rb
BLR059 Caraíbas 801358 8194279 Outcrop Valley. Peg (Qz+Felds). Coarse
tourmaline(indicolite) hosted by fne-grained
CST(?)/Bt-schist. PEG 112/58. Sn 136/36
8 19.6 23621 41 5 195 2.5 5 0.00 0.01 121.13
BLR062 Caraíbas 800223 8194625 Subcrop In situ PEG. 78 17.5 30073 20 19 287 70 5 0.00 0.00 104.78
BLR066 Caraíbas 800589 8194533 Outcrop Floor of road. Qtz-Spods/Felds 9 3.1 12065 93 5 44 2.5 5 0.01 0.02 274.20
BLR237 Caraíbas 803812 8194766 Outcrop Contact SCH-GPE. LB-43 - Presence of rubelite
and lepidolite. Zoned lepidolite (external halo
with Li).
48 1455.6 28983 2457 64 1175 103 196 0.25 0.53 24.67
BLR238 Caraíbas 803813 8194761 Outcrop Gpe (pegmaIte) whiIsh with >>schorlite +
lepidolite.
12 704.6 19693 1281 801 665 272 1245 0.13 0.28 29.61
VLR1269 Caraíbas 803808 8194765 Digging PegmaIte rich in lepidolite (Li) and light green
tourmaline(?)
20 124.6 36937 97 5 574 2.5 5 0.01 0.02 64.35
BLR233 Caraíbas 800277 8194702 Outcrop PegmaIte low angle. 40cm thickness. Green
mica (LiIophilite)+quartz (petalite?). Presence
of hyalinequartz vein.
16 15 29528 5 23 309 188 5 0.00 0.00 95.56
BLR064 Caraíbas 800237 8194676 Outcrop Stopped road crossed by drainage. Schist with
large blocks of PEG (Musc+Qtz+Felds). Spod
replaced bymusc(?). Sn 148/64
48 14.3 27711 5 19 282 184 5 0.00 0.00 98.27
BLR232 Caraíbas 800283 8194700 Float Float (insitu?) Probable spodumene silicifed
pseudomorph.
9 3.8 10211 148 5 47 2.5 5 0.01 0.03 217.26
BLR234 Caraíbas 802238 8195505 Outcrop Localidade Riachinho. Milk quartz vein with
fractures flled by oxide Fe-Mn. Regional shear
zone. Blank source.
2.5 0.5 500 5 5 4 2.5 5 0.00 0.00 125.00
VLR1298 Caraíbas 800192 8195040 Subcrop PegmaIte blocks chip. Presence tourmaline,
feldspar, quartz and muscovite.
46 29 30050 12 23 336 25 13 0.00 0.00 89.43
VLR1297 Caraíbas 800121 8194970 Subcrop Floats of coarse feldspar, quartz, tourmaline
andgarnet
14 14.1 23857 27 21 297 51 5 0.00 0.01 80.33
VLR1313 Caraíbas 801684 8193412 Digging Mining ornamental rocks. Large PegmaIte
barren. Contact schist discordant. Quartz,
tourmaline,albite and muscovite.
10 16.6 24195 83 12 176 16 5 0.01 0.02 137.47
VLR1304 Caraíbas 800037 8195488 Outcrop PegmaIte in river. Large outcrop. ComposiIon
shorlite, quartz, muscovite and albite. Exposure
at 12 meters.
63 48.3 38204 101 19 575 49 5 0.01 0.02 66.44
VLR1301 Caraíbas 800201 8195302 Subcrop PegmaIte blocks. No presence tourmaline.
Crystal feldspar,quartz and muscovite
93 42.7 26639 27 31 427 92 17 0.00 0.01 62.39
VLR1296 Caraíbas 800104 8194927 Float Presence light green mica ( Li) in pegmaIte.
Quartz and albite.
137 29.7 30096 5 5 283 45 5 0.00 0.00 106.35

==> picture [842 x 52] intentionally omitted <==

VLR1278 Caraíbas 801382 8194268 Outcrop Contact schist and pegmaIte with thickness 20
cm. Tourmaline, quartz, feldspar and
muscovite.
38 25.1 47210 5 5 333 5 5 0.00 0.00 141.77
VLR1302 Caraíbas 800077 8195454 Outcrop PegmaIte with presence tourmaline, quartz,
albite and muscovite. In drainage.
295 35.3 18736 16 16 256 37 5 0.00 0.00 73.19
VLR1314 Caraíbas 801698 8193365 Digging Presence green mica, tourmaline, feldspar,
quartz.. Borders are fnegrained.
2.5 7.3 20015 10 5 148 2.5 5 0.00 0.00 135.24
VLR1309 Caraíbas 800157 8195477 Subcrop PegmaIte rich muscovite. No occurrence
tourmaline. ComposiIon:quartz and albite.
68 83.2 39885 23 27 481 103 14 0.00 0.00 82.92
VLR1319 Caraíbas 802135 8193553 Outcrop Presence light green mica (Li), tourmaline,
quartz, albite. Low anglepegmaIte system.
12 52.4 35478 27 14 289 9 5 0.00 0.01 122.76
VLR1275 Caraíbas 801176 8194300 Subcrop Subcrop pegmaIte with tourmaline, feldspar
and muscovite
24 7.1 36061 46 5 185 6 5 0.00 0.01 194.92
VLR1320 Caraíbas 802284 8193680 Subcrop Presence green mica, tourmaline, feldspar,
quartz.. Borders are fnegrained.
7 8.2 30804 33 21 188 26 5 0.00 0.01 163.85
VLR1270 Caraíbas 800433 8194506 Digging PegmaIte 25 12.6 26540 5 19 306 119 5 0.00 0.00 86.73
VLR1316 Caraíbas 801580 8193362 Digging Mining ornamental rocks. Large PegmaIte
barren. Contact schist discordant. Quartz,
tourmaline, feldspar and muscovite. Graphic
texture. Two sampling points.
9 29.4 37173 102 5 255 9 5 0.01 0.02 145.78
VLR1318 Caraíbas 801953 8193475 Outcrop Presence light green mica (Li), tourmaline,
quartz, albite. Low anglepegmaIte system.
10 12.6 34568 23 5 192 17 5 0.00 0.00 180.04
VLR1312 Caraíbas 800252 8195177 Outcrop PegmaIte. Tourmaline, feldspar, quartz and
muscovite.
111 25.1 23224 24 13 276 32 5 0.00 0.01 84.14
VLR1294 Caraíbas 802416 8194251 Outcrop Presence tourmaline feldspar, muscovite. Low
angle systempegmaIte.
2.5 10.3 65970 18 5 315 5 5 0.00 0.00 209.43
VLR1289 Caraíbas 804010 8194282 Outcrop Composite lepidolite (?), quartz, feldspar and
tourmaline. Low angle
6 2.4 22759 5 5 78 2.5 5 0.00 0.00 291.78
VLR1288 Caraíbas 803803 8194324 Digging PegmaIte barren. ComposiIon quartz,
feldspar, tourmaline and lepidolite (possible?)
Two sampling points. Mica with possible halo
with Li
68 69.8 26615 80 5 266 2.5 5 0.01 0.02 100.06
VLR1279 Caraíbas 801561 8194338 Outcrop Great exposure on the pegmaIte river.
ComposiIon tourmaline, feldspar, albite,
quartz and muscovite.
123 46.7 39492 11 22 375 7 5 0.00 0.00 105.31
VLR1277 Caraíbas 801352 8194277 Outcrop PegmaIte rich tourmaline and muscovite,
moderate weathered.
7 12.6 16147 5 5 118 2.5 5 0.00 0.00 136.84
VLR1323 Caraíbas 793813 8196363 Float Floats Quartz hyaline 2.5 0.2 500 5 5 1.5 2.5 5 0.00 0.00 333.33
VLR1281 Caraíbas 801972 8194244 Outcrop Presence of schorlite bearing pegmaIte. Small
crystal
28 20.9 33497 5 12 300 2.5 5 0.00 0.00 111.66
VLR1272 Caraíbas 800886 8194378 Outcrop PegmaIte with quartz, muscovite and albite.
Rich in muscovite
12 13.3 32648 5 5 294 82 5 0.00 0.00 111.05

==> picture [842 x 52] intentionally omitted <==

VLR1273 Caraíbas 800927 8194390 Outcrop PegmaIte in river. ComposiIon quartz+
muscovite+ albite+ tourmaline (light green and
shorlite). 45 cm thickness. Low angle
10 16.3 34268 5 16 293 100 5 0.00 0.00 116.96
VLR1287 Caraíbas 803758 8194345 Digging PegmaIte barren. ComposiIon quartz,
feldspar, tourmaline and lepidolite (possible?)
7 54.3 52038 125 5 477 2.5 5 0.01 0.03 109.09
VLR1276 Caraíbas 801157 8194325 Outcrop PegmaIte composite quartz + feldspar +
tourmaline and muscovite. Large outcrop in
drainage. PegmaIte system low angle.
35 25.6 29474 15 11 288 38 5 0.00 0.00 102.34
VLR1274 Caraíbas 800983 8194323 Outcrop PegmaIte in river. ComposiIon quartz+
muscovite+ feldspar + tourmaline (shorlite). 62
cm thickness.
20 14.2 31208 10 5 254 34 5 0.00 0.00 122.87
VLR1321 Caraíbas 802323 8193707 Outcrop Presence green mica, tourmaline, feldspar,
quartz. Borders are fnegrained.
5 11.7 50146 5 5 271 16 5 0.00 0.00 185.04
VLR1352 Caraíbas 801187 8193608 Digging PegmaIte rich in tourmaline. Quartz, feldspar
and muscovite. Old mining.
2.5 28.3 75569 124 5 458 2.5 5 0.01 0.03 165.00
VLR1353 Caraíbas 801222 8193589 Digging PegmaIte rich in tourmaline. Quartz, feldspar
and muscovite. Old mining. Two sampling
points.
5 36.3 51024 153 5 346 12 5 0.02 0.03 147.47
VLR1362 Caraíbas 801443 8193851 Digging Mining ornamental rocks. PegmaIte barren.
Presence quartz geode and pockets
Muscovites.
52 17.8 13342 51 5 135 15 5 0.01 0.01 98.83
VLR1358 Caraíbas 801263 8193911 Digging Mining ornamental rocks. Large PegmaIte
barren. Rich oriented tourmaline, Lm N100.
Quartz, garnet,muscovite andquartz.
11 4.9 12426 115 5 86 7 5 0.01 0.02 144.49
VLR1357 Caraíbas 800800 8193046 Outcrop Presence green mica, tourmaline, feldspar,
quartz andgarnet. 5m wide.
8 9.7 31192 23 5 188 11 5 0.00 0.00 165.91
VLR1359 Caraíbas 801261 8193929 Digging Mining ornamental rocks. Large PegmaIte
barren. Rich oriented tourmaline, Lm N100.
Quartz, garnet, muscovite and quartz. Two
sampling points.
14 9 13908 117 10 131 14 5 0.01 0.03 106.17
VLR1363 Caraíbas 801435 8193851 Digging Presence green mineral, Pockets rich muscovite 12 35.5 26793 60 19 296 46 5 0.01 0.01 90.52
VLR1355 Caraíbas 800969 8193254 Subcrop PegmaIte barren. Feldspar, muscovite,
tourmaline and muscovite.
55 20.3 33075 12 10 274 13 5 0.00 0.00 120.71
VLR1351 Caraíbas 802248 8194058 Outcrop PegmaIte barren. Tourmaline, felspar and liHle
muscovite. Graphic texture
2.5 28.9 62816 16 16 304 15 5 0.00 0.00 206.63
VLR1332 Caraíbas 802231 8195730 Float Floats pegmaIte. Rich muscovite. Quartz and
albite.
38 17.5 29828 20 45 353 5 15 0.00 0.00 84.50
VLR1328 Caraíbas 802357 8195977 Float Block big quartz milky in drainage 2.5 0.05 500 5 5 1.5 2.5 5 0.00 0.00 333.33
VLR1342 Caraíbas 802458 8195200 Float Block big quartz milky in drainage 2.5 0.2 500 5 5 1.5 2.5 5 0.00 0.00 333.33
VLR1325 Caraíbas 800630 8195146 Outcrop Outcrop pegmaIte in drainage. Green mica,
quartz,albite.
82 45.8 25223 13 14 296 88 5 0.00 0.00 85.21
GB956 Sidrônio 801173 8189207 Outcrop Sampling at BLR150 point. Pegmatoidal granite
with black tourmaline, albite, quartz. Down
29 5.6 40159 29 5 310 2.5 5 0.00 0.01 129.55

==> picture [842 x 52] intentionally omitted <==

under, it seems to be actually a pegmaIte into
schist foliaIon. 020/35
GB957 Sidrônio 801142 8189167 Outcrop PegmaIte. Difuse contacts with schist.
Feldspar, qtz, muscovite. Turmaline content is
lower. Peg345/40
131 9.4 21757 64 50 307 21 5 0.01 0.01 70.87
GB959 Sidrônio 801121 8188941 Outcrop PegmaIte (1m to 1.5 wide ) with alb, qtz, KF
musc, tourmaline. PegmaIte is boudinage.
(Photos). Peg355/30
66 10.5 47250 5 15 305 11 5 0.00 0.00 154.92
GB960 Sidrônio 801141 8188897 Outcrop PegmaIte, 1.5 to 2m wide. Within foliaIon.
Ab,qtz, musc, tourmaline. Peg345/30
87 9.2 35645 16 5 246 8 5 0.00 0.00 144.90
GB961 Sidrônio 801216 8188899 Outcrop PegmaIte conInuity from gb960. Difuse
contacts.
31 5.2 25844 28 5 175 2.5 5 0.00 0.01 147.68
GB966 Sidrônio 802039 8189069 Outcrop Pegmatoidal granite or graniIc pegmaIte.
Large outcrop, >20m. Intrusion? Or big
pegmaIte? Tourmaline+ab+qtz+muscovite.
8 7.2 51394 44 5 356 6 5 0.00 0.01 144.37
GB967 Sidrônio 802513 8189071 Outcrop Sample from BLR153 point. 18 3.9 32300 34 5 183 2.5 5 0.00 0.01 176.50
GB974 Sidrônio 794757 8192353 Float Float blocks of pegmaIte with ab,qtz,
muscovite and scholite. Borders are fne
grained
203 48.6 21764 66 103 650 23 57 0.01 0.01 33.48
GB976 Sidrônio 794817 8192401 Float PegmaIte blocks chip. Blocks do not present
visible schorlite, when it does it occur in small
quanIty. Ab+qrz rich,+ muscovite,Kf.
155 128.8 22980 24 87 854 50 115 0.00 0.01 26.91
GB977 Sidrônio 794881 8192319 Outcrop 0.5m wide low dipping pegmaIte. Ab,qtz,musc
pegmaIte. Peg100/02
1032 157 20696 17 69 619 29 90 0.00 0.00 33.43
GB978 Sidrônio 794881 8192335 Outcrop PegmaIte hanging wall, outcropping as a
'foor'. Peg015/10
136 154.5 26921 5 72 882 36 158 0.00 0.00 30.52
GB979 Sidrônio 794916 8192298 Outcrop "Floor"" Outcrop at pegmaIte HW. Schorlite,
Ab, qtz,musc.
203 199.5 23820 12 83 1058 61 148 0.00 0.00 22.51
GB1003 Sidrônio 799291 8190896 Subcrop PegmaIte subcrop. Narrow, n30w strike.
Feldspar + mica +qtz + tourmaline.
68 10.2 32379 5 5 209 37 5 0.00 0.00 154.92
GB1016 Sidrônio 795245 8192848 Float Float small blocks of pegmaIte. Green mica,
feldspar, qtz. Sampled
131 234 31468 5 68 1662 145 74 0.00 0.00 18.93
GB1017 Sidronio 795159 8192841 Float PegmaIte foats with schorlite (<5%) present.
Green mica, feldspar, qtz. Fine to coarse
grained.
236 168.1 24858 5 109 1055 62 98 0.00 0.00 23.56
GB1020 Sidronio 795023 8192669 Float Presence of schorlite bearing pegmaIte foats.
Medium sized blocks.
203 124.8 26608 5 72 995 32 53 0.00 0.00 26.74
GB1023 Sidronio 794947 8192565 Float PegmaIte foats. Barren composiIon. Schorlite
is rare in this block.
251 133 36827 12 59 1275 46 60 0.00 0.00 28.88
GB1027 Sidronio 795282 8192454 Float PegmaIte foats. Big blocks. Schorlite bearing -
peg,fne to coarsegrain.
133 156 31451 21 90 977 815 62 0.00 0.00 32.19
GB1030 Sidronio 796574 8192297 Subcrop Tonhao area, presence of pegmaIte blocks.
Muscovite,feldspar,schorlite, qtz.
116 177.6 17895 40 61 699 165 52 0.00 0.01 25.60

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APPENDIX 3 – SUMMARY OF CARAÍBAS AND SIDRÔNIO TENEMENTS

Project Area Licence /
Tenement
Number
Size
(Ha)
Status Current Phase Registered Owner
Caraibas 831.514/2018 176.41 Active Research Authorisation Caraibas Granito Mineracao Exportacao e Importacao
Ltda
832.041/2011 716.85 Active MiningRequest
831.424/2013 677.17 Active MiningRequest
832.763/2014 134.56 Active Research Authorisation
830.313/2014 28.34 Active Research Authorisation
Sidronio 830.439/2015 705.76 Active Research Authorisation Sidronio Teixeira Filho
830.440/2015 932.63 Active Research Authorisation
TOTAL 3,372
Caraibas 1733.33
Sidronio 1638.39