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LIONTOWN LIMITED Capital/Financing Update 2021

Nov 10, 2021

65274_rns_2021-11-10_e1a2d20b-e15c-483f-814d-02100bfb1007.pdf

Capital/Financing Update

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11[th] November 2021

ASX ANNOUNCEMENT | ASX : LTR

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Kathleen Valley DFS confirms Tier-1 global lithium project 11 [th] November 2021 with outstanding economics and sector-leading sustainability credentials

Mine plan optimisation, flowsheet improvements and strong lithium market drives substantial increase in production, NPV and financial returns combined with strong ESG outcomes;

DFS establishes a strong foundation to support integrated downstream operations

  • Definitive Feasibility Study (DFS) confirms the potential to develop a state-of-the-art, secondgeneration lithium-tantalum mining and processing operation at the 100%-owned Kathleen Valley Project in WA’s North-eastern Goldfields.

  • Building on the October 2020 Pre-Feasibility Study (PFS), the DFS base production has been increased from 2Mtpa to 2.5Mtpa, producing ~500ktpa of spodumene concentrate with a 4Mtpa expansion planned in Year 6, to deliver ~700ktpa spodumene concentrate.

  • The DFS optimises the mine schedule, process plant design and forecast sales pricing to enhance the outstanding technical and financial viability of a standalone, long-life 4Mtpa operation. In doing so it delivers a substantial increase in the Post Tax NPV(8%) to A$4.2B, a payback of 2.3 years and a Life of Mine (LOM) free cash flow (post tax) of A$12.2B.

  • Key DFS highlights below, assume a weighted average US$1,392/t Free on Board (FOB) LOM spodumene price based on Roskill’s long-term forecast prices.

KEY HIGHLIGHTS(1) DFS(7)
NPV8%(real) LOM(A$B Post Tax) (1)(5)(8) $4.2B
IRR(%) LOM(Post Tax)(1)(5) 57
Payback(years) (1) 2.3
OPEX US$/t Li2O (dmt) Yrs 1-10(exc. royalties) (1)(2)(3)(7)(8) US$319/dmt
AISC US$/t Li2O (dmt) Yrs 1-10(1)(7)(8)(9) US$452/dmt
LOM Free Cashflow(A$Bpost tax) (1)(8) $12.2B
Steady State Production 6% Li2O (SC6.0, kdmt, p.a.)(7) Ramped 511 to 658
Steady State Production 30% Ta2O5 (dmt, p.a.) Ramped 428 to 587
Initial Project Capital Cost(A$M inc. $107M Preprod. costs)(8)(10) $473M
4Mtpa Expansion Capital Cost(A$M)(8)(10) $66M
Ore Reserve [email protected]% Li2O,120ppm Ta2O5
Production inventory (1) [email protected]% Li2O,117ppm Ta2O5
Mine Life at 2.5 to 4 Mtpa ramped throughput(years) (1) ~23
Sector-leading Projected ESG metrics:
Projected initial CO2 intensity / tonne LCE (4)(6)
Planned total land usage (hectares)
Calculated average water usage / tonne LCE (4)(6)
Planned initial renewable power mix (%)
0.72 t CO2-e /t LCE
467
20 m3 /t LCE
60% Renewables

Liontown Resources Limited | ABN 39 118 153 825 Level 2, 1292 Hay Street, West Perth WA 6005, Australia | PO Box 284, West Perth WA 6872 T: +61 (0) 8 6186 4600 | E: [email protected] | www.ltresources.com.au

Cautionary statement:

1 The production inventory and forecast financial information referred to in the DFS comprise Proved Ore Reserves (3.3%), Probable Ore Reserves (79.5%) and Inferred Mineral Resources (17.2%). The Inferred material included in the inventory is 14.3Mt @ 1.11% Li2O & 102ppm Ta2O5. The Inferred material has been scheduled such that less than 10% of the Inferred material is mined in the first 10 years, with the remainder mined through to the end of the mine life.

The Inferred material does not have a material effect on the technical and economic viability of the Project. Refer to pages 24 and 25 for additional information.

There is a lower level of geological confidence associated with Inferred Mineral Resources and there is no certainty that further exploration work will result in the determination of Indicated Mineral Resources or that the production target itself will be realised.

2 Cash operating costs include all mining, processing, transport, freight to port, port costs and site administration/ overhead costs and tantalum credits. Excludes sustaining capital and royalties.

3 As royalties are predominantly sales-price dependent they have not been included in cash costs. Royalties equate to $98/t of 6% Li2O for year 1-10. Refer to Table 4 , Table 12 and Table 13 .

4 CO2 emissions based on Scope 1 & 2 emissions to concentrate, being FOB. Water and land usage based on DFS design throughput and is inclusive of the land required for solar arrays.

5 NPV and IRR based on staged throughput to 4Mtpa over a 6-year period in line with the mining schedule presented in Figure 7 and Figure 8.

6 Lithium Carbonate Equivalent (LCE) calculated based on 6.74t of SC6.0 to 1t LCE as per the British Geological Survey conversion factors.

7 All concentrate metrics based on a normalised 6% concentrate basis.

8 All Costs expressed in Australian dollars unless noted otherwise. For USD denominated inputs and outputs, A$1= USD$0.73.

9 All in Sustaining Capital Costs (AISC), as referred to in this announcement, are cash operating costs including all mining, processing, transport, freight to port, port costs, site administration/ overhead costs, tantalum credits, state and private royalties and sustaining capital.

10 Project totals exclude working capital, finance costs, sustaining capital and corporate costs associated with project development.

DFS Highlights:

  • Major focus on Environmental Social Governance (ESG) as part of the DFS:

  • The Native Title Holders (the Tjiwarl) have provided their consent for the signing of the Kathleen Valley Project Native Title Agreement (NTA), which is scheduled for 17 November 2021. Importantly, as part of this process input from the Tjiwarl was incorporated into the project design and layout from the outset;

  • Securing an NTA will now trigger the finalisation of remaining permitting, with key environmental permits already well advanced;

  • The revised power solution includes a larger initial +13MW solar array, wind, and battery hybrid power solution. Overall planned renewable power is projected to be 60% at startup – with Liontown expected to be one of the first mining companies in Australia to have this level of renewables at start-up;

  • Clear real-world targeted emissions and water/land usage incorporated as part of the DFS, based on current processes and technology available today;

  • Corporate ESG policy updates and sustainability reporting underway; and

  • The Company aspires to achieve Net Zero carbon emissions by 2034, in line with the Paris Agreement, and is assessing pathways to achieve this goal.

  • A Project NPV8% of A$4.2B compared to A$1.1B from the 2020 PFS, with the DFS (+/-15% accuracy) using Roskill’s long-term forecast prices resulting in a weighted average price assumption for spodumene concentrate of US$1,392/t FOB for SC6.0 product.

  • Extensive metallurgical test work program confirms the ability to produce low impurity 6-6.5% Li2O concentrate, while also producing a ~12% Ta2O5 concentrate prior to offsite upgrade to 30% Ta2O5.

  • First production expected to commence in H1, 2024 – a full year earlier than originally planned as part of the PFS – when demand for lithium is forecast to accelerate significantly due to the stronger adoption of electric vehicles (EV’s) globally than was originally forecast.

LIONTOWN RESOURCES LIMITED | PAGE 2

  • Using the Platts SC6.0 index, the 3 monthly average spot price of ~US$1,822/t FOB increases the NPV, substantially, to A$6.6B and the IRR to 87% with a payback period of 1.4 years.

  • Highly competitive cash operating costs (first 10 years) of ~US$319/dmt of SC6.0 (including tantalum credits and excluding royalties). AISC over the same period is US$452/dmt SC6.0 (including tantalum credits and royalties).

  • The optimised mine plan based on the April 2021 Mineral Resource Estimate (MRE) of 156Mt @ 1.4% Li2O and 130ppm Ta2O5 has delivered an Ore Reserve Estimate of 68.5 Mt at 1.34% Li2O and 120ppm Ta2O5 using a conservative SC6.0 price assumption of US$740/dmt FOB.

  • Forecast average steady-state production of 511ktpa spodumene concentrate at a grade of 6% Li2O (SC6.0) and 428tpa of 30% grade tantalum concentrate, based on the initial 2.5Mtpa mine production.

  • Production is scheduled to increase to 4Mtpa in year 6, at which point production of SC6.0 spodumene concentrate will increase to 658ktpa and tantalum 30% concentrate to 587tpa.

  • Plant design has been further simplified as part of the DFS to ensure a smoother ramp-up, better operability, lower maintenance and process throughput and recovery certainty.

  • The Ore Reserve underpins an initial ~23-year mine life based on the updated mining schedule. The resource remains open at depth and along strike and further work will be planned to investigate increasing the resource size and potential reserves.

  • Capital cost updated as part of the DFS to reflect the current “hot market” conditions in the WA resource sector and in global supply chains generally, with an overall increase of 15-20% (weighted) in steel, copper and labour prices incorporated into cost estimates. A productivity allowance has also been incorporated to account for COVID impost.

  • In addition, upfront provision has been made in the initial capital cost (~ $30M) to increase the base-case plant throughput capacity from 2.5Mtpa to 4Mtpa, with in-built optionality across several key items of equipment (crushing, thickening, filtration, electrical distribution and transformers).

  • The future capital cost to expand to 4Mtpa is an additional A$66M and includes a second paste fill plant which will be funded from future cash flow. Based on this low capital intensity, this is a highly value accretive expansion.

  • Roskill have revised their long-term price 2024-2041 forecast following the rapid acceleration of near-term spot prices for SC6.0 concentrate. Liontown has adopted Roskill annual forecast pricing through to 2041.

  • Extremely strong levels of interest have been received from more than 50 potential customers who have expressed interest in off-take, giving Liontown a high level of confidence in its ability to execute its off-take strategy. At this stage, future production from Kathleen Valley remains 100% uncommitted, allowing it to maintain maximum flexibility over funding and development options.

  • Project funding discussions are well advanced with a combination of debt and equity financing options being considered and proposals received from several Tier-1 financiers, institutions and equity funding groups. Liontown will target to have funding in place for a project Final Investment Decision (FID) on or before Q2, 2022.

  • The value maximizing pathway for Liontown was confirmed today with compelling financial outcomes being generated for its downstream processing opportunity as outlined in an updated separate Downstream Scoping Study on the production of lithium hydroxide monohydrate (LiOH.H2O) (“LHM”) at Kathleen Valley. This will form a key pillar of Liontown’s second growth horizon, underpinned by the concentrate project.

Based on the proposed ramped 2.5 - 4Mtpa standalone mining and processing operation, the DFS has very strong fundamentals, which is clearly demonstrated by the NPV sensitivity analysis shown in Figure 1 below:

LIONTOWN RESOURCES LIMITED | PAGE 3

Figure 1: Kathleen Valley Project – NPV Sensitivity Analysis. Base case NPV $4.2B

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Investor Webcast and Conference Call

Liontown Managing Director, Tony Ottaviano, will host a live webcast and simultaneous investor conference call to discuss the results of the DFS and DSS at 10.00am AWST / 1.00pm AEDT on Thursday, 11 November 2021 .

Webcast

Shareholders and investors who wish to listen to the live webcast and synchronised slide presentation can join via the link below:

https://webcast.boardroom.media/liontown-resources-limited/20211111/NaN618a20e4936f67001d1a5314

Participants in the webcast can ask questions using the “Ask a Question” function.

Teleconference

Brokers, fund managers, analysts and representatives of the media who wish to participate in the Teleconference, including the opportunity to ask questions over the phone, can do so via the following link: https://s1.c-conf.com/diamondpass/10017991-k8if9a.html

Please note that it is recommended that you log on at least five minutes before the scheduled commencement time.

LIONTOWN RESOURCES LIMITED | PAGE 4

Executive Summary

Liontown Resources Limited (ASX: LTR; “Liontown” or “Company”) is pleased to announce the completion of the Definitive Feasibility Study (DFS) for its 100%-owned Kathleen Valley Project , with the results confirming the potential to develop a leading second-generation lithium-tantalum mining and processing operation in Western Australia’s Northern Goldfields.

Building on the PFS completed in October 2020, the DFS outlines a Tier-1 global lithium project with exceptionally strong financial and technical merits, combined with a class-leading sustainability and ESG framework that is being fully integrated with the Project’s development, details of which will be released in Q4, 2021.

The DFS delivers exceptional results including a further increase in project NPV8% to $4.2 billion and an Ore Reserve which underpins a ~23-year mine life at a planned initial processing rate of 2.5Mtpa, ramping up to 4Mtpa in Year 6 of operations.

This will see Kathleen Valley become one of the largest new lithium producers globally, with annual production of SC6.0 commencing at ~500ktpa and ramping up to ~700ktpa at globally competitive cash operating costs of US$319/t SC6.0 (Years 1-10, excluding Royalties).

The DFS is based on a long-term weighted average price assumption for SC6.0 of US$1,392/tonne and incorporates realistic assumptions for capital and operating costs that take into account the current extremely competitive environment in the WA resource sector as well as cost escalation in materials, services and salaries.

The DFS clearly demonstrates the scale, grade, product quality and Tier-1 location of the Kathleen Valley Project (close to modern infrastructure), positioning it to advance rapidly to a Final Investment Decision (FID), targeted for Q2, 2022.

Building on the extensive work previously completed, metallurgical test work carried out in 2021 has confirmed the ability to produce a +6% Li2O spodumene concentrate with an estimated average recovery of 81% plus a ~12% Ta2O5 concentrate with an average estimated site recovery of 42%. The tantalum concentrate will be further upgraded off-site to 30% Ta2O5 prior to shipment.

Liontown has discounted the test work derived average Li2O recovery from the mine schedule grades from 81% to 78% in the financial model, to reflect the experience of existing operations. Significant test work on the clean, coarse grain Kathleen Valley underground ore types has consistently shown that recoveries of 80% or greater can be achieved and it is believed that 78% recovery will be exceeded with operating experience.

An exceptional level of interest has already been received from potential customers and off-takers. This has been accompanied by a very high level of interest from project financiers, investment banks and equity funding groups.

An integrated and value-adding ESG focus was adopted as part of the DFS, ensuring that project permitting, social licence and engineering-related initiatives are permeated throughout the mine schedule, power usage/supply mix and project layout. Importantly, an economic ‘yardstick’ was attached to all ESG considerations to ensure they add value to the project.

The Company recognises the importance of the Tjiwarl Native Title Holders (the Tjiwarl), who have been recognised by the Federal Court of Australia to hold the common law native title of the area covered by the Company’s Kathleen Valley tenements, to the success of the future operation at Kathleen Valley. A formal Native Title Agreement (NTA) for the Project, with the Tjiwarl, has been negotiated concurrently with the DFS.

As announced on 5[th] November 2021, the Company has been advised by the Tjiwarl (Aboriginal Corporation) RNTBC (Tjiwarl AC) that the Tjiwarl have provided their consent for the signing of the Kathleen Valley Project Native Title Agreement (NTA). Arrangements are now underway to organise an official signing ceremony on the 17[th ] of November 2021 to commemorate the parties having reached agreement.

The ongoing engagement of independent, highly experienced consultants has ensured that the DFS was completed to a high standard. Early inclusion of the Tjiwarl has ensured that vital heritage considerations have been included in project design.

LIONTOWN RESOURCES LIMITED | PAGE 5

The sustainability, financial and operational outcomes demonstrated in the DFS have been significantly enhanced compared to the October 2020 PFS because of a modified process plant flowsheet and, importantly, optimised mine plans which provide early access to higher-grade mineralisation without significant capital penalty.

Liontown’s Chief Executive Officer and Managing Director, Tony Ottaviano, said:

“The completion of the DFS marks a major step towards Liontown becoming a substantial global lithium producer and, together with the Updated Downstream Scoping Study also released today, lays very strong foundations for our aspiration to become a world-class battery materials company.

“At the initial planned production rate of ~500ktpa of spodumene concentrate, Liontown will represent 5.7% of the world spodumene market and 4% of the lithium market on a Lithium Carbonate Equivalent (LCE) basis, with a project that has been conservatively designed to incorporate realistic capital and operating cost assumptions that take current market conditions into account.

“Importantly, the increased capital estimate of $473 million delivers an optimised and much larger initial project when compared to the 2020 PFS. It also takes into consideration the cost inflation currently seen in the resources industry and incorporates upfront allowance for several key items of plant and equipment. This will allow us to scale-up rapidly to 4Mtpa throughput and 700ktpa spodumene concentrate production in Year 6. That is a compelling and attractive growth pathway that will see Kathleen Valley very quickly grow to become a top-5 global producer in LCE terms.

“The DFS also applies independently sourced long-term pricing assumptions which we believe establishes the project on very firm footing while retaining exposure to the huge upside of spot lithium pricing – which is currently significantly higher than the assumed weighted price of US$1,392/dmt FOB of SC6.0.

“The other key highlight of the DFS is the way that we will incorporate our ESG framework into the project development right from the outset. This includes the sector-leading adoption of renewable power generation to deliver a low-carbon footprint and the early inclusion of the Tjiwarl Native Title Holders, and heritage considerations in the design, planning and layout of the Project.

“We are extremely proud of the work that has been done over the past three years to get to this point especially in regard to the extensive metallurgical test work program which has consistently demonstrated the ability to make 6-6.5% grade concentrate, and I would like to acknowledge the incredible in-house team at Liontown, as well as our consultants, who have worked so hard on the delivery of this world-class DFS.

“Importantly, we have been progressing financing and off-take discussions in parallel with the DFS, and they are now at a very advanced stage. By publishing the DFS outcomes, our key stakeholders will have increased transparency and certainty around the Project parameters, putting us in a position to execute on our off-take and funding strategy and advance rapidly towards a Final Investment Decision, which we are targeting for Q2, 2022.

“With Liontown now firmly established on a trajectory to become Australia’s next major lithium producer, this is an exciting time for our shareholders as we move from exploration to full-scale development at Kathleen Valley, finalise off-take and funding discussions and secure the backing we need to commence project execution. This is a major new Australian resource project, in a futurefacing commodity, that we believe will deliver exceptional long-term returns for our shareholders, all of our other key stakeholders and the State of Western Australia.”

LIONTOWN RESOURCES LIMITED | PAGE 6

Kathleen Valley DFS – Project Background

The 100%-owned Kathleen Valley Lithium Project is located on four granted Mining Licences and one Mining Licence Application, approximately 680km north-east of Perth and 400km north of Kalgoorlie in the North-eastern Goldfields of Western Australia.

The Project is readily accessible by sealed highways which connect with mineral exporting ports at both Geraldton and Esperance.

Other infrastructure located close to the Project includes a power line, a natural gas pipeline and existing mine camps with airstrips capable of accommodating large passenger aircraft ( Figure 2 ).

Figure 2: Kathleen Valley Project – Location, infrastructure, existing mines, and regional geology

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The DFS testwork program and study compilation was completed with the assistance of a group of highly reputable, independent consultants including:

  • ZOOID

  • Optiro Pty Ltd

  • Snowden Mining Industry Consultants

  • ALS Metallurgy

  • Lycopodium Minerals Pty Ltd

  • Knight Piésold

  • MBS Environmental (MBS)

  • Peter O’Bryan and Associates (POBA)

ESG

Geology and MRE Mine Optimisation, Planning, Design and Scheduling Process Testwork

Process & Infrastructure Design, CAPEX/OPEX Tailings and Hydrogeology Environmental

Geo-mechanical Engineering

LIONTOWN RESOURCES LIMITED | PAGE 7

The DFS examined the establishment of an initial 2.5Mtpa mining and Whole-of-Ore Flotation (WOF) processing operation delivering an annual steady state 511ktpa of SC6.0 and 428tpa of 30% tantalum concentrate (inclusive off-site upgrade) at full production.

Production will expand to 4Mtpa during Year 6, allowing production to scale-up to an annual steady state of 658ktpa of SC6.0 and 587tpa of 30% tantalum concentrate.

Ore will initially be sourced from two small open pits, however from Year 2 of operations ore will be sourced from underground, delivering to the Run-of-Mine (ROM) pad, with ore processed to concentrate the lithium and tantalum.

Concentrate will then be transported for delivery to downstream customers.

It should be noted that, several key capital items in both the mine and processing plant have been scaled at 4Mtpa throughput capacity as part of the initial upfront capital spend to facilitate the planned increase in production capacity to 4Mtpa in Year 6 with minimal impact on the operations of the project. The expansion to 4Mtpa will be funded from cash-flow.

Figure 3 shows the proposed site layout including mining areas, processing facilities and nonprocess infrastructure.

Figure 3: Kathleen Valley Project – Proposed mine site layout

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LIONTOWN RESOURCES LIMITED | PAGE 8

Environment, Social and Governance (ESG)

A proactive, corporate-led integrated ESG approach was adopted as part of the DFS. This included:

  • Key environmental studies were completed, and applications drafted for a Native Vegetation Permit, Mining Proposal, Mine Closure Plan and Works Approvals. A Section 18 Application as required under the WA Heritage Act is also being compiled and will be applied for as part of the planned detailed engineering phase which is about to commence;

  • Liontown’s Corporate Governance policies are being updated to reflect the NTA being entered into and global ESG targets/KPI’s. In addition, a full sustainability framework is being established to support the future operation;

  • Environmental KPI projections were established in-line with international best practice for emission/water and land usage. Importantly, these provisional targets were based on current technology and processing methods in use today with aspirational targets based on likely new technology;

  • Mine design focused on achieving a reduced footprint, especially via underground mining and the underground deposition of tailings. The site layout was developed collaboratively with the Tjiwarl to ensure the impact on culturally important areas is minimised and appropriately managed;

  • The percentage of renewable power incorporated in the Project design was increased from ~10% in the PFS to 60% as part of the DFS;

  • Water recycling was closely managed and formed part of the design scope for the tails dam. This was further assisted by underground paste fill considerations which return a higher proportion of the water within the tailings to ensure greater water recovery on the site;

  • The estimated financial impacts of the negotiated NTA are included in project modelling; and

  • Design changes, where applicable, were evaluated to ensure that they make ‘economic sense’.

Ore Reserve, Estimation and Methodology

Snowden Mining Industry Consultants (Snowden) was responsible for the mining component of the DFS. Snowden prepared the Ore Reserve Estimate (JORC 2012) for the Kathleen Valley underground and open pit mines as of November 2021, which is reported in Table 1 .

Table 1: Kathleen Valley Project – Ore Reserve Estimate (November, 2021)

Category Tonnage (Mt) Li2O
(%)
Li2O
(T)
Ta2O5 **
(ppm)**
Ta2O5
(T)
Underground
Proved - - - - -
Probable 65.4 1.34 878,966 119 7,799
Sub-Total 65.4 1.34 878,966 119 7,799
Open Pit
Proved 2.7 1.30 33,581 141 374
Probable 0.5 0.93 4,696 148 75
Sub-Total 3.2 1.21 38,277 142 449
TOTAL 68.5Mt 1.34% 917,243t **120ppm ** 8,247t

Notes

i. Tonnages and grades are diluted and reported at Li2O cut-off grade of 0.5% (open pit) and 0.7 -1.2% (Underground) and use a US$740/ dmt FOB SC6.0 pricing assumption;

ii. Tonnages and grades have been rounded.

The Ore Reserve Estimate is based on the updated MRE released on the 8th April 2021 of 156Mt at 1.4% Li2O and 130ppm Ta2O5 . The Measured, Indicated and Inferred MRE was prepared by independent specialist resource and mining consulting group Optiro Pty Ltd (Optiro) and is summarised in Table 2 .

LIONTOWN RESOURCES LIMITED | PAGE 9

Table 2: Kathleen Valley Project – Mineral Resource Estimate (April 2021)

Cut-off grade
Li2O %
Resource
Category
Million tonnes Li2O % Ta2O5 ppm
0.55 Measured
Indicated
Inferred
20
109
27
1.3
1.4
1.3
145
130
113
TOTAL 156 1.4 130

Notes: i. Reported above a Li2O cut-off grade of 0.55% ii. Tonnages and grades have been rounded to reflect the relative uncertainty of the estimate.

The Ore Reserve and Mineral Resource is reported and classified in accordance with the guidelines of the 2012 Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code; 2012). The Mineral Resource is reported inclusive of the Ore Reserve.

Mineral Resources were converted to Ore Reserves in line with the material classifications which reflect the level of confidence within the Resource estimate. The Ore Reserve reflects that portion of the Measured and Indicated Mineral Resource which can be economically extracted by open pit and underground mining methods.

The Ore Reserve estimate considers the modifying factors and other parameters detailed in the Appendix of this release, including geotechnical, mining, metallurgical, hydrology, capital and operating costs, prices and recoveries, social, environmental, statutory, and financial aspects of the Project. Figure 4 shows the proposed open pit and underground development.

Figure 4: Kathleen Valley Project – Proposed mine development showing ore stopes by grade

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LIONTOWN RESOURCES LIMITED | PAGE 10

Metallurgy

An extensive metallurgical test work program completed for the DFS has confirmed ability to produce a low impurity 6-6.5% Li2O concentrate while also producing a ~12% Ta2O5 concentrate onsite.

Metallurgical test work was based on samples reflecting variation in both depth and spatial distribution across the Kathleen Valley Resource. Twenty-one variability samples plus multiple composited samples were tested. In addition to the comminution test work, 140+ multi-stage flotation tests were undertaken for the DFS including batch, bulk and Locked-Cycle-Tests to optimise the flowsheet and develop the grade recovery relationship by defined ore zones at Mount Mann, North West and the Open Pits.

A separable average LOM site based Ta2O5 recovery of 42% will enable the production of a Ta2O5 concentrate grading ~12% Ta2O5 (upgraded to 30% off-site).

The metallurgical process developed consists of 2-stage crushing followed by milling, a sequential magnetic-gravity circuit for tantalum extraction followed by whole-ore flotation (WOF) and filtration to produce a +6% Li2O Concentrate. The plant design was optimised by Lycopodium to ensure efficient ramp-up, throughput and recovery certainty but also provisioning for better operability and maintenance.

DFS Financial Outcomes

Based on a proposed ramped 2.5-4Mtpa standalone mining and processing operation, the DFS has demonstrated very strong financial metrics for the Project as shown in Table 3 .

Table 3: Kathleen Valley Project – DFS Base Case Key Metrics

Study Outcomes DFS
Post-tax NPV8% (real, post-tax) (A$B) $4.2B
Internal Rate of Return(IRR %) 57%
Payback(yearspost-production) 2.3
Life of mine(years) ~ 23years
Pre-production capital cost (A$M) (3)(4) $473M
Cash operating cost (Years 1-5, US$/dmt) (1)(2)
(including tantalum credits)
~US$314/dmt of SC6.0
Cash operating cost (Years 1-10, US$/dmt) (1)(2)
(including tantalum credits)
~US$319/dmt of SC6.0
Cash operating costs (LOM,US$/dmt) (1)(2)
(including tantalum credits)
~US$327/dmt of SC6.0
Cash operating costs (LOM, US$/dmt) (1)(2)
(including tantalum credits and royalty)
~US$433/dmt of SC6.0
AISC (Years 1-10 US$/ dmt) (5) ~US$452/dmt of SC6.0
Average steady state production SC6.0 - 511ktpa first four years and 658ktpa after year six
(excludes 12-month ramp-up at start),
30% Ta2O5concentrate - 428tpa first four years and 587tpa
after year six (excludes 12-month ramp-up at start).

1 Cash operating costs include all mining, processing, transport, freight to port, port costs and site administration, tantalum credits and overhead costs. Excludes sustaining capital, expansion capital and royalties.

2 Royalties are predominantly sales price dependent therefore not included, DFS Li2O weighted average price of US$1,172/t FOB for years 1-5, US$1,287/t FOB for years 1-10, US$1,392/t FOB for LOM. Royalties equate to US$88/t for years 1-5, US$98/t for years 1-10 and US$106/t for the for LOM. Refer to Table 4 , Table 12 and Table 13 .

3 Pre-Production Capital Costs includes Project Capex, $107M preproduction, $23M paste fill plant & $31M contingency.

4 Project CAPEX excludes working capital, finance costs, sustaining capital and corporate costs associated with project development.

5All in Sustaining Capital Costs (AISC), as referred to in this announcement, are cash operating costs including all mining, processing, transport, freight to port, port costs, site administration/ overhead costs, tantalum credits, all royalties and sustaining capital. Excludes expansion capital.

The production inventory and forecast financial information referred to in the DFS comprise Proved Ore Reserves (3.3%), Probable Ore Reserves (79.5%) and Inferred Mineral Resources (17.2%).

The Ore Reserve Estimate has been prepared by a Competent Person in accordance with the requirements of the 2012 JORC Code. All material assumptions on which the production targets and forecast financial information in this announcement are disclosed in this announcement.

LIONTOWN RESOURCES LIMITED | PAGE 11

The DFS was completed to an overall +/- 15% accuracy using the key parameters and assumptions set out in Table 4. All monetary values in this document are expressed in Australian dollars unless noted otherwise.

Table 4: DFS Key Parameters and Assumptions

Parameter
General and Economic DFS
Discount rate(real,post-tax) (%) 8%
Weighted average LOM SC6.0(US$per tonne FOB Geraldton) US$1,392
Weighted average Tantalum LOM 30% conc.(US$per contained lb FOB Fremantle) US$84
Exchange rate – AUD:USD 0.73
Mining and Production
Average LOM stripratio(Openpit) 6.8:1
Processingrate 2.5 to 4Mtpa
Ore Reserve 68.5Mt @ 1.34%
Li2O, 120ppm Ta2O5
Life-of-Mine Production Target (79.6Mt UG & 3.2Mt OP) 82.7Mt @ 1.30%
Li2O, 117ppm Ta2O5
% Li2O & Ta2O5 grades(diluted) years 1-10processed(%/ppm) 1.40/126
LOM average % Li2O & Ta2O5grades (diluted) processed (%/ ppm) 1.30/117
Average Li2O recovery (%)* 78%
Overall Ta2O5recovery (% includingoff-site upgrade losses of ~4%) 38%
SC6.0(grade %) 6%
Ta2O5Concentrate finalgrade(%) 30%
Moisture content of SC6.0 concentrate(%) 9%
Average steadystate annual tonnes of SC6.0 concentrate(Years 2-5/ Years 6-22) 511ktpa / 658ktpa
Average steadystate annual tonnes of 30% Ta2O5concentrate(Years 2-5/ Years 6-22) 428tpa / 587tpa
Cost Assumptions
LOM average open pit mining costs ** ($/dmt open pit ore mine, excluding pre-
production)
$28
LOM average underground mining costs ($/dmt underground ore mine) $45
LOM average underground sustaining costs ($/dmt underground ore mined, excluding
pre-production)
$4.7
LOM average mining G&A costs ($/dmt ore mined, excluding pre-production) $5.4
LOM average processing cost ($/dmt ore processed) *** $22
Logistics and transport ($/wmt conc. Inc Port Charges) $69
General and admin ($/dmt ore processed, including mine G&A) $8
Private and state royalties ($/dmt SC6.0) $145
NPV Date FID (Q2, 2022)
Corporate tax rate (%) 30%
Estimated openingtax losses($M) $55

* Based on test work derived grade-recovery relationship for DFS mine plan grades of Li2O normalised to 6%. Also note a ~3% reduction was applied to testwork results as noted in the main body text.

  • ** Includes ROM rehandle.

  • *** Averaged over 6 years at 2.5 Mtpa and 17 years at 4 Mtpa.

LIONTOWN RESOURCES LIMITED | PAGE 12

SC6.0 Forecast Pricing

SC6.0 is not currently sold on exchange traded markets and is largely transacted under contractual arrangements between the mining company and its customers.

Consistent with the PFS, Liontown has utilised the services of leading industry commodity forecasting experts Roskill for its price forecast assumptions for 6% grade spodumene concentrate (SC6.0 specification) applied in the DFS.

Roskill has provided annual forecast pricing through to 2041 on a real, US$/dmt CIF China basis for “Spot” prices. For the purposes of the DFS, Roskill’s forecast annual spot price has been adopted (years 2024 to 2041). Liontown has assumed that it is reasonable to use the 2041 price as the basis from 2042 - 2046. The weighted average SC6.0 selling price in the DFS considering the volume and timing of SC6.0 sales is US$1,422 /dmt CIF China (or US$1392/dmt FOB) Figure 5 .

Liontown has adjusted Roskill’s CIF China prices to an FOB Geraldton price by deducting US$30 per tonne to reflect the estimated long-term costs of shipping to China from Australia as the ultimate destination of SC6.0 produced from the Kathleen Valley Project is not known at this stage.

Future production from Kathleen Valley remains 100% uncommitted to maintain maximum flexibility and independence over project funding and development options. For the purposes of the DFS, it has been assumed that Liontown will sell 100% of its production on arm’s length terms to unrelated parties on a yearly basis.

The Company has received strong levels of interest from parties who have expressed interest in offtake, giving Liontown confidence in its ability to execute its off-take strategy. Discussions with potential customers are proceeding on the basis that the price of SC6.0 will be determined with reference to the lithium hydroxide spot price, the objective of which is to achieve an outcome that is at least as favourable as the spot spodumene price, as it ensures that Liontown captures its fair share of the convertor margin.

Figure 5: Roskill Forecast SC6.0 Concentrate Pricing (US$/dmt CIF)

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*Source: Roskill Lithium Pricing Forecast 2021 – 2041 (November 2021)

30% Ta2O5 Tantalum Concentrate Forecast Pricing

Like SC6.0, tantalum concentrate is not currently sold on exchange traded markets and is transacted under contractual arrangements between the mining company and its customers.

Liontown has again utilised the services of Roskill for its price forecast assumptions for tantalum concentrate as applied in the DFS.

LIONTOWN RESOURCES LIMITED | PAGE 13

Roskill has provided a forecast price through to 2041 on a real, US$/lb CIF China basis for spot pricing ( Figure 6 ).

At this stage future tantalum concentrate production from Kathleen Valley remains 100% uncommitted to maintain maximum flexibility over project funding and development options. For the purposes of the DFS, it has been assumed that Liontown will sell 100% of its production on arm’s length terms to unrelated parties on a yearly basis.

Roskill has provided annual forecast pricing through to 2041 on a real, US$/lb CIF China basis. Liontown has assumed it reasonable to use the 2041 price as the basis from 2042 - 2046. The weighted average tantalum selling price in the DFS considering the volume and timing of tantalum sales is US$84/lb CIF China. Liontown has adjusted Roskill’s CIF China prices to an FOB Fremantle price by deducting US$0.15 per pound to reflect the estimated costs of shipping to China from Australia as the ultimate destination of tantalum concentrate produced from the Kathleen Valley Project is not known at this stage.

Figure 6: Roskill Forecast 30% Tantalum Concentrate Prices

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*Source: Roskill Tantalum Pricing Forecast 2021 – 2041 (September 2021)

Implementation & Schedule

The project execution strategy proposed for the Kathleen Valley Project is an Engineering, Procurement and Construction Management (EPCM) approach and this has formed the basis of the capital estimate and the schedule.

Over the next six months, the Company will complete detailed engineering and further mine planning to enable an informed investment decision to be made. Assuming the decision is positive, first production would occur in H1, 2024 (a full year ahead of that envisaged in the PFS).

Opportunities to Increase Project Returns

Scoping Study Downstream Processing/ Refinery

In parallel with the DFS, an update to the October 2020 Downstream Scoping Study has been completed to review the feasibility of an integrated downstream processing refinery for the Kathleen Valley spodumene product given the revised physical and financial outcomes (ie mine grade, production and concentrate output) presented in the 2021 Kathleen Valley Lithium Project DFS, released to the ASX 11[th] November 2021.

A PFS-level metallurgical test work program to support potential further work in this area will commence in late Q4, 2021 utilising SC6.0 produced as part of current pilot program.

LIONTOWN RESOURCES LIMITED | PAGE 14

Production of Multiple Spodumene Concentrate Grades

The DFS was evaluated based on the production and sale of SC6.0. However, based on test work the WOF flowsheet gives considerable flexibility to produce multiple grades (6 - 7% Li2O) for periods of the mine life, which is expected to deliver sales and operating cost benefits.

Further grade related optimisation will be undertaken as part of ongoing off-take discussions.

Expansion of MRE and Reserves

As noted in previous ASX announcements, the Kathleen Valley MRE remains open at depth and along strike plus additional Inferred material could be upgraded to increase the Resource/Reserve base in the future.

This announcement has been authorised for release by the Board.

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TONY OTTAVIANO

Managing Director 11[th] November 2021

For More Information: Investor Relations: Tony Ottaviano Nicholas Read CEO & Managing Director Read Corporate T: +61 8 6186 4600 T: +61 8 9388 1474 [email protected] [email protected]

LIONTOWN RESOURCES LIMITED | PAGE 15

Competent person statements

The Information in this report that relates to Exploration Results and Mineral Resources for the Kathleen Valley Project is extracted from the ASX announcement “Strong progress with Kathleen Valley Definitive Feasibility Study as ongoing work identifies further key project enhancements” released on the 8th April 2021 which is available on www.ltresources.com.au . The Company confirms that it is not aware of any new information or data that materially affects the information included in the previous market announcement and that all material assumptions and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed.

The information in this report that relates to metallurgical test work and process design for the Kathleen Valley Project is based on, and fairly represents, information compiled by Mr Aidan Ryan who is a Fellow of the Australasian Institute of Mining and Metallurgy. Mr Ryan is an employee of Lycopodium Minerals Pty Ltd and has sufficient experience relevant to the style of processing response and type of deposit under consideration, and to the activities 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’. Mr Ryan consents to the inclusion in the report of a summary based upon his information in the form and context in which it appears.

The information in this report that relates to the Ore Reserves for the Kathleen Valley Project is based on, and fairly represents, information compiled by Mr Allan Earl who is a full-time employee of Snowden Mining Industry Consulting. Mr Earl is a Fellow of the Australasian Institute of Mining and Metallurgy and has sufficient experience relevant to the style of mineralisation and type of deposit under consideration, and to the activities 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’. Mr Earl consents to the inclusion in the report of a summary based upon his information in the form and context in which it appears.

Forward-looking statements

This report contains forward-looking statements which are identified by words such as ‘may’, ‘could’, ‘believes’, ‘estimates’, ‘targets’, ‘expects’, or ‘intends’ and other similar words that involve risks and uncertainties. These statements are based on an assessment of present economic and operating conditions, and on a number of assumptions regarding future events and actions that, as at the date of this report, are considered reasonable. Such forward-looking statements are not a guarantee of future performance and involve known and unknown risks, uncertainties, assumptions and other important factors, many of which are beyond the control of the Company, the Directors and the management. The Directors cannot and do not give any assurance that the results, performance or achievements expressed or implied by the forward-looking statements contained in this report will actually occur and investors are cautioned not to place undue reliance on these forward-looking statements. The Directors have no intention to update or revise forward-looking statements, or to publish prospective financial information in the future, regardless of whether new information, future events or any other factors affect the information contained in this report, except where required by law or the ASX listing rules.

LIONTOWN RESOURCES LIMITED | PAGE 16

KATHLEEN VALLEY LITHIUM PROJECT

Kathleen Valley 2021 DFS

Material Assumptions and Additional Information

LIONTOWN RESOURCES LIMITED | PAGE 17

1. Geology and Mineral Resources

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The Kathleen Valley Lithium Project is located on the western edge of the Norseman-Wiluna Greenstone Belt within the Archaean Yilgarn Craton of Western Australia. The belt consists of mafic and ultramafic volcanics with considerable volumes of clastic sediments, minor felsic volcanics and differentiated gabbros. The greenstones in the Kathleen Valley area have been metamorphosed to upper greenschist-lower amphibolite facies metamorphic grades and include tholeiitic lavas, differentiated gabbroic sills and ultramafic chlorite schists.

Lithium mineralisation is hosted within spodumene-bearing pegmatites, which are part of a series of lithium-caesium-tantalum (LCT)-type rare metal pegmatites that intrude mafic and sedimentary rocks in the region.

Twenty mineralised pegmatites have been identified at the Kathleen Valley Project hosted by two, outcropping, NW/SE trending pegmatite swarms – a shallowly-dipping, north-eastern swarm (Kathleen’s Corner), which contains approximately 90% of the pegmatites, and a steeper dipping south-western swarm (Mt Mann). The two swarms are interpreted to merge at depth to form a single, thick, moderately dipping mineralised body which remains open down-dip and along strike.

Most of the lithium is contained within spodumene. Small, isolated zones of petalite mineralisation have been observed in the north-western part of the deposit (this material equates to <0.5% of the resource samples).

The Measured, Indicated and Inferred Mineral Resource, which was prepared by independent specialist resource and mining consulting group Optiro, comprises 156Mt @ 1.4% Li2O and 130ppm Ta2O5 and is set out in Table 5 .

Table 5: Kathleen Valley Mineral Resource (April 2021)

Cut-off grade
Li2O %
Resource
Category
Million
tonnes
Li2O
%
Ta2O5
**ppm **
0.55 Measured
Indicated
Inferred
20
109
27
1.3
1.4
1.3
145
130
113
TOTAL 156 1.4 130

Notes: I. Reported above a Li2O cut-off grade of 0.55% II. Tonnages and grades have been rounded to reflect the relative uncertainty of the estimate.

The Mineral Resource estimate has been prepared by a Competent Person and is reported and classified in accordance with the guidelines of the 2012 Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code; 2012).

A cut-off grade of 0.55% Li2O has been applied based on similar operations in Western Australia ( Table 6 ).

Table 6: Mineral Resource reported by Li2O % cut-off grades

Cut-off
Li2O %
Million
tonnes
Li2O % Ta2O5 ppm
0.4 158 1.34 128
0.55 156 1.35 128
0.6
0.8
1.0
1.2
1.4
155
148
130
100
64
1.35
1.39
1.45
1.56
1.70
128
129
131
132
131

LIONTOWN RESOURCES LIMITED | PAGE 18

2. Mining and Production

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The objective of the mining study was to generate a robust, high-margin, low-risk mining strategy that provides access to higher grade material earlier in the mine life while integrating input from the Native Title holders. Surface areas above and adjacent to the orebody have been included in an exclusion zone to protect any identified sites of cultural significance.

Estimation and Methodology

The proposed mining operations at Kathleen Valley will comprise both open pit and underground mining, with the underground operations providing most of the ore feed over the estimated 23-year mine life. Detailed open pit and underground mine designs were completed for the DFS using standard mine planning software, incorporating all available geological, geotechnical information and practical considerations.

Modifying factors assessed in the mine planning process included protecting surface areas of cultural significance, mining method, minimum mining widths, mining dilution and ore loss, geotechnical stability, paste filling, materials handling, ventilation, dewatering and other practical mining considerations. The Ore Reserve estimate is an outcome of the DFS with metallurgical, processing, engineering, marketing and financial factors also being considered. Engineering and cost estimations have been completed to a +/-15% level of accuracy, consistent with a study of this nature.

The underground mine is divided into two separate mining areas:

  • The Mount Mann Vertical (MMV), which comprises a 5-40m wide orebody dipping at 50° to 60° to the south-west; and

  • The NorthWest Flats (NWF), which comprises multiple stacked, flat to shallow dipping pegmatite lodes that range from 4-30m thick.

Open Pit

Two small open pits will be developed, one at the MMV and one at the NWF. Both open pits will be used to provide long term access portals to the underground.

The open pit has been designed to supply ore for the plant in the first 1-2 years until the underground operation is ramped-up to full capacity. The open pit designs contain a total of 3.3Mt of ore, at a diluted grade of 1.2% Li2O / 141ppm Ta2O5. The pits contain 22Mt of waste material and 3.2Mt of ore for an average strip ratio of 6.8:1. Importantly most of the open pit mining is completed concurrently with the construction phase to provide ore at start-up, thereby de-risking initial operations.

Open pit mining dilution was applied using a Selective Mining Unit (SMU) block size of 5m x 5m x 3m.

Conventional open pit mining will use excavators and rigid dump trucks as the preferred mining method. Experienced mining contractors will be engaged to undertake all aspects of the mining operation. Supervision, grade control and planning will be undertaken by an Owner’s team. All material will be blasted. Bulk waste will be blasted on 12m benches and the ore zones will be blasted on 6m benches and mined in two or three flitches for greater selectivity (depending on the point in the mine schedule) with ore delivered to stockpiles and blend fingers on the Run of Mine (ROM) pad.

Open pit mining will commence during the plant construction period to establish the portal and boxcut positions and will be completed early in Year 2 of production. Open pit ore will be stockpiled close to the plant for processing at the start of the mine life.

Underground Design

To establish the cut-off grade strategy for the underground several stope optimisations were completed for the MMV and NWF at a range of cut-off grades. Schedules were run using different

LIONTOWN RESOURCES LIMITED | PAGE 19

combinations of cut-off grade and mining areas. Options evolved as combinations of underground and open pit were assessed.

The best practical and economic outcome was to mine two small starter pits at a 0.7-0.75% Li2O cutoff grade. The underground would target higher grades areas in the MMV and NWF at a 1.5% Li2O cut-off. The underground cut-off would be progressively reduced over time to 0.7% Li2O. The stope designs were constrained to allow a maximum of 10% host rock (gabbro) dilution.

The mine will be accessed via three surface decline and one internal declines:

  • A portal will be established in the Mt Mann open pit to access the MMV south orebody via the No. 1 decline and No. 3 internal decline;

  • The No. 2 decline will be established from a box-cut located adjacent to the plant and underground laydown area. This decline will access the deeper, high grade north-western MMV and deeper NWF area; and

  • The No. 4 decline will be developed from a portal located in the Stage 2 open pit and will access the upper levels of the NWF.

The underground mines will employ conventional mechanised mining techniques using long-hole open stoping, with paste fill used in most areas to maximise extraction of the resource. Ore and waste will be trucked to surface via respective declines. Some of the narrower areas (<8 m width) in the NWF will be mined using a modified room-and-pillar method. The two underground mines will initially operate independently until a connection between the two is established in Year 3 of production.

A schematic of the proposed mine layout is shown in Figure 4 shown earlier in the document . The declines will be developed 6m wide by 5.8m high at a gradient of 1:7. They will all extend to the bottom of the mine, reaching a vertical depth of approximately 500m below surface. Stockpiles will be developed along the decline at 150m intervals until level access positions are established. The declines will extend the mine services backbone into the mine.

Underground – Mount Mann Vertical

In the MMV area footwall drives will be developed to access the stopes which extend along the length of this portion of the deposit and cross-cut access will be developed from the footwall drive out to the ore body. The MMV region of the deposit is sub-vertical and typically 20-25m wide. Given the width and strike length, this area of the deposit will be mined by transverse long-hole stoping and cemented paste fill will be used as backfill. Primary stopes will be mined and paste filled first. Secondary stopes, which are adjacent to a paste fill stope, will then be extracted. The production level interval will be 30m floor-to-floor and individual stope width will be typically 30-35m.

Slots will be developed by long-hole methods with relief holes drilled to 760mm (or similar). Production holes will be nominally 89mm in diameter with maximum lengths of around 30-35m.

Holes will be charged using gassed emulsion with primers and electronic detonators installed at spacing of 10m or less along the length of the hole. A central controlled firing system will be used to initiate each blast. Once the slot is fully developed, production rings will be fired on retreat in a series of two or three ring blasts until the stope is completed.

Stope bogging will use a combination of conventional and remote methods. Conventional loading will be used until the stope brow opens, and thereafter cabin remote bogging will be used to clean the stope. All ore bogged from the stope will be placed in adjacent crosscuts or in stockpiles where it can be loaded out when safe and practical to do so. After the last ring is fired, the stope will be cleaned out using remote controlled loaders. Paste fill barricades will be erected at all entrances. The stope will be filled using cemented paste delivered via paste fill line from the paste plant on surface. The paste plant will be operated by the Company. Curing periods of at least 7 days will be observed before extraction of the adjacent stope commences.

LIONTOWN RESOURCES LIMITED | PAGE 20

Underground – North West Flats

Because the NWF is shallow dipping, a network of ore drives will be developed to access the flat lying long-hole stopes, which will be mined as primary and secondary or tertiary cut-and-fill stopes. Where flat lying areas are thin (< 8 m) they will be mined using room-and-pillar methods.

The NWF region of the deposit comprises shallow to flat dipping mineralisation 10-30m thick. The general stoping cycle will be the same as that described for the MMV stopes; however, these areas will be mined using a chequerboard pattern of long-hole stopes employing an extraction sequence of primary and secondary stopes, using cement paste fill. Paste holes will be drilled into the top of the stope from the extraction level, or from a level above, to enable the stope to be tight filled as far as practicable.

Narrow areas of the NWF region will be mined using room-and-pillar. Lateral development will define pillar boundaries on two sides and long hole blasting will be used to develop the rooms. These areas will not be paste filled.

Underground – General

Approximately 7Mt of waste rock will be generated from underground over the life of mine. All waste will be trucked to surface and tipped into the open pit void adjacent to the portal or taken to the surface waste stockpile, if required.

Underground – Ventilation

The primary ventilation system comprises fresh air intakes from the NW Flats portal and the Mt Mann portals, and fresh air raise intakes. There are five exhaust raises planned, located in the northern, central, and southern ends of the footwall drives. The system is currently designed for a total flow of 1,500m[3] /sec with 750m[3] /sec going to each mining area.

Geotechnical

Peter O’Bryan and Associates (POBA) completed the geotechnical review for the open pit and underground mining study. Geotechnical conditions within the mine have been assessed and the rock mass quality was determined to be “consistently very good”. UCS rock strengths in the gabbro waste range from 140 to 280MPa and 91 to 188Mpa in the pegmatite ore. Youngs modulus values range from 70 to 105.

Hydrogeology

Ground water inflows into the workings are expected to be minimal with most of the drainage water coming from the mining process. A nominal drainage requirement of 10 to 15 l/sec is expected during steady-state production. The underground dewatering system will consist of a network of sumps and pumps in each decline. Water will be collected from active faces and sumps via submersible pumps then transferred to permanent pump stations comprising twin helical rotor pumps and hoppers. All drainage water will be pumped to the sediment pond within the turkey’s nest on surface. Sumps will be located on each level to capture drainage water and sediment.

Drilling is currently underway at Kathleen Valley to test and ultimately model water extraction for the planned mining zones.

Drill & Blast

Orica’s recommended drilling and blasting parameters were applied in the DFS.

An open pit and underground grade control drilling study was undertaken by Optiro and the recommendations were incorporated into the DFS.

Costs

Snowden received non-binding pricing from open pit and underground contractors for the mining schedule which provided for a 90-month scope of work. The contractors each provided a schedule of rates for the activities and estimated resource requirement to enable various downstream and forward-looking costs to be determined.

LIONTOWN RESOURCES LIMITED | PAGE 21

Liontown owner’s costs, paste fill costs and power costs were estimated by Snowden based on the labour numbers, and labour and consumables costs and quantities estimated in the DFS.

Mine Production Schedule

The initial processing plant capacity will be 2.5Mtpa. In Year 6, this will ramp up to 4Mtpa, which will be entirely produced from the underground. Ore from the open pit will initially supplement the feed to the mill, until the underground is sufficiently developed to sustain this rate entirely.

The overarching mining strategy therefore comprises three phases:

  1. Develop the box-cut for the No. 2 decline. Development of two small open pits over a period of approximately 30 months and includes mining of the Mt Mann pit (Stage 1) and the Northwest pit (Stage 2). This includes the establishment of decline portals in each of the pits;

  2. Develop the underground mine to a sustainable production rate of 2.5Mtpa; and

  3. Develop the underground mine to a sustainable production rate of 4Mtpa.

The life-of-mine underground development is shown in Figure 7 . Yearly ore supply, process feed grades, SC6.0 and Tantalum production are shown in Figure 8 through to Figure 10 .

Figure 7: Lateral development by mine area yearly

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LIONTOWN RESOURCES LIMITED | PAGE 22

Figure 8: Ore production profile yearly

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Figure 9: Annualised SC6.0 production and Li2O feed grade profile

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LIONTOWN RESOURCES LIMITED | PAGE 23

Figure 10: Annualised Ta2O5 production and Ta2O5 feed grade profile

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LOM Production Inventory & Ore Reserve Estimate

The underground designs contain a total of 79.6Mt of the production inventory, at a diluted grade of 1.30% Li2O/ 117ppm Ta2O5. Underground mining dilution was applied in two ways: applications of skins of 0.5m to the designed stope shapes and factors were applied to stopes that were likely to incur dilution from surrounding paste fill exposures, which varied from 1 to 4% depending upon the number of paste surfaces exposed by each stope for the vertical and flat zones respectively. Refer to Table 7 for the Ore Reseve Estimate.

Table 7: Kathleen Valley Project – Ore Reserve Estimate (November 2021)

Category Tonnage (Mt) Li2O
(%)
Li2O
(T)
Ta2O5 **
(ppm)**
Ta2O5
(T)
Underground
Proved - - - - -
Probable 65.4 1.34 878,966 119 7,799
Sub-Total 65.4 1.34 878,966 119 7,799
Open Pit
Proved 2.7 1.30 33,581 141 374
Probable 0.5 0.93 4,696 148 75
Sub-Total 3.2 1.21 38,277 142 449
TOTAL 68.5Mt 1.34% 917,243t **120ppm ** 8,247t

Notes:-

1. Tonnages and grades are diluted and reported at Li2O cut-off grade of 0.5% (open pit) and 0.7 -1.2% (Underground) and use a US$740/dmt FOB SC6.0 pricing assumption;

2. Tonnages and grades have been rounded.

Open Pit – Treatment of Inferred Material

A total of 0.1Mt at 1.11% Li2O and 112ppm Ta2O5 of Inferred material (0.1% of the total Ore Reserve) is included in the open pit production inventory, however it is not included in the Ore Reserve.

Underground – Treatment of Inferred Material

All Measured, Indicated and Inferred material in the underground area was optimised, designed and scheduled. Stopes were classified on a dominant resource category basis, where the dominant category for the stope is reported as the resource category for the entire stope. Probable Reserve categories have an average of 3% Inferred material included in the stope and ore drive development. This is judged as reasonable dilution of the Ore Reserve.

LIONTOWN RESOURCES LIMITED | PAGE 24

Stopes that have a dominant resource category of Inferred are not reported as part of the Ore Reserves but have been scheduled as part of the life of mine plan.

The underground Ore Reserve has been classified as a Probable Ore Reserve. There is about 5.8 Mt of Measured Mineral Resource, which has been classified as a Probable Ore Reserve. This classification reflects the uncertainties associated with the underground mining, Modifying Factors and a lower degree of confidence in the Ore Reserves than in the corresponding Measured Mineral Resources. The classification does not imply a reduction in the level of geological knowledge or confidence. The Competent Person recognises that no underground mining has taken place at Kathleen Valley and there are no comparable operating underground lithium mines in Australia that could be used to benchmark dilution and ore loss factors. This uncertainty may be reduced once underground mining commences and reconciliation data becomes available.

The Inferred material included in the production inventory is 14.2Mt @ 1.11% Li2O & 102 ppm Ta2O5, representing 18% of the total underground inventory. However, this Inferred material has been scheduled such that less than 1.0Mt is mined from underground in the first 10 years, with the remainder being mined through to the end of the mine life and therefore does not have a material effect on the technical and economic viability of the project.

Most of the Inferred material has been included in the production inventory schedule on the basis that it is contiguous with the surrounding Indicated mineralisation and forms part of the overall extraction sequence for that area of the deposit.

3. Metallurgy and Flowsheet Development

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Metallurgy

Three distinct phases of test work have been conducted for the Kathleen Valley Project.

2019 Testwork

During 2019, a PFS-level test work program was conducted at ALS (Perth) to provide sufficient test data to develop the process design criteria for the Project. The program was based on a conventional DMS/Flotation flowsheet and included comminution, heavy liquids and DMS, flotation and ancillary test work on a total of 81 samples from across the three main areas of the deposit.

2020 Testwork

Following the 2019 metallurgical program, an R&D test work program was carried out at ALS in 2020 with process input from Lycopodium. Samples from the 2019 program combined with additional open pit and potential underground-sourced ore were used. The focus of this work was:

  • To develop and test a Whole Ore Flotation (WOF) flowsheet;

  • To establish preliminary grade-recovery curves for both DMS and WOF flowsheets at a range of composite grades to enable direct comparisons to be made between each; and

  • The testing and development of preliminary flowsheets to support the recovery of a tantalum concentrate.

This program of work underpinned the 2020 PFS update released on 9[th] October 2020.

2021 Test work

Following the 2020 metallurgical program, a substantial testwork program has again been carried out at ALS in 2021 with process input from Lycopodium . Samples were collected from potential underground-sourced ore combined with additional open pit samples across the entire ore body reflecting variation in both depth and spatial distribution.

LIONTOWN RESOURCES LIMITED | PAGE 25

The 2021 testwork program included:

  • Mineralogy and Head assays;

  • Additional Comminution testing;

  • Magnetic separation to remove ferrous materials with subsequent gravity concentration to recover tantalum;

  • Optimisation of the Flotation flowsheet and reagent regime;

  • Variability testing for both comminution and flotation;

  • Locked cycle flotation test work;

  • Bulk flotation to generate tails samples; and

  • Ancillary tests including thickening, filtration and rheology.

Key results indicate:

  • Flotation results indicated that a concentrate with a grade of more than 6% Li2O could be consistently produced as demonstrated in Figure 11 .

  • Comminution samples were moderately competent with comminution results indicating a Bond ball work index of 15-18 kwh /t and Axb of ~55;

  • Grind optimisation of the flotation feed indicated that a primary grind of 180µm gave the optimum recovery and was selected for subsequent testwork;

  • The WOF process has been tested at a DFS level in the laboratory with a grade-recovery relationship established for each identified ore zone;

  • Variability samples tested in the laboratory showed a consistent ability to make a concentrate grade of 6% Li2O at an acceptable recovery;

  • Simple magnetic and gravity separation used to recover tantalum also reduces already low iron levels in the flotation feed and consequently final SC6.0 concentrate;

  • Using staged recoveries, the overall Ta2O5 reporting to concentrate has been estimated as 40-56% to a grade of ~12% based on preliminary test work. A mineralogical review indicates potential to produce a 30% Ta2O5 concentrate at an offsite upgrade facility;

  • Flotation test work using site water has had minimal impact and further work is ongoing; and

  • Test work has been completed by Mine-Fill Services evaluating the treatment of tailings for paste fill. Pre-treatment is required, and additional equipment has been included within the flowsheet.

Figure 11: DFS Cumulative Grade vs Recovery - Average of multiple Batch Tests

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----- Start of picture text -----

100
90
80
70
60
50
40
30 OP Ore-Averaged Batch test results
20 MMV Ore-Averaged Batch test results
10 NWF Ore-Averaged Batch test results
0
4.0 4.5 5.0 5.5 6.0 6.5 7.0 7.5
Cumulative Concentrate grade Li2O (%)
Cumulative Concentrate Recovery Li2O (%)
----- End of picture text -----

2021 test work results were used to prepare the Project Physicals in Table 8 .

LIONTOWN RESOURCES LIMITED | PAGE 26

Table 8: 2021 Project Physicals

Feed Rate 2.5 Mtpa
**Years 2-5 **
4 Mtpa
Years 6- 10
LOM
Feed Grade (Li2O) (%) 1.56 1.34 1.30
Recovery (%) (Li2O – normalized to 6.0% Li2O) 79.5 78.5 78
Li2O Concentrate Production (ktpa) 511 658 608
Concentrate grade (% Li2O) 6.0 6.0 6.0
Concentrate (% Fe2O3Typical/ Maximum) 0.8 /<1.5 0.8 /<1.5 0.8 /<1.5
Ta2O5Recovery (inc. offsite upgrade losses) (%) 40 36.9 37.6
Ta2O5Conc Production (tpa) 428 587 539

Note: Quoted recoveries based on laboratory testwork including 3% discount

Flowsheet

The Kathleen Valley Project process plant will consist of a mineral processing concentrator with associated services and ancillaries ( Figure 12 ). The plant has been designed using industry standard robust equipment and processes. The process facilities include:

  • Two-stage crushing circuit (designed to process 4Mtpa);

  • SAG Milling;

  • Low and high intensity magnetic separation combined with sequential gravity separation to produce a tantalum concentrate (which also removes ferrous impurities);

  • Flotation, thickening and filtration to produce Li2O concentrate; and

  • Paste fill & Tailing disposal.

LIONTOWN RESOURCES LIMITED | PAGE 27

Figure 12: Kathleen Valley Project Flow Sheet

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Note: Ta2O5 grade includes offsite 3[rd] party upgrade

4. Site Infrastructure

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Site Development and Access Roads

The sealed Goldfields Highway is just 0.8km west of the proposed mine site and will provide the main access to the Project. A new sealed access road will connect the concentrate dispatch area to the Highway.

Power Supply

Power will be provided by a 3rd party via a dedicated on-site power facility. A combined gas, solar, wind and battery storage solution will ensure a start-up mix of 60% renewables (inclusive 100% gas redundancy).

Total anticipated site wide online power demand including the underground mine is ~25MW at a mining rate of 4Mtpa.

LIONTOWN RESOURCES LIMITED | PAGE 28

Water Supply

Considerable water investigations have been completed as part of both the PFS and the DFS. Multiple water sources/sites within the mine and adjacent exploration licences have been identified via proven hydrological techniques with drilling and pump testing carried out on five production bores as part of the DFS. Considerable high-quality water at sustainable flows was extracted from the bores supporting current production assumptions. Water exploration remains ongoing.

Accommodation and Plant buildings

An onsite camp complete with single rooms, wet mess, dry-mess and recreational facilities has been included in project capital allowances.

Several plant buildings have been allowed for including administration office, clinic/First Aid, plant office, ablutions, crib room, maintenance workshop, warehouse, reagent store, laboratory, emergency response and control room.

Underground Portal/s and Surface Facilities

Both an underground and open pit mine service area has been allowed for and would be used by the selected mining contractor/s. A magazine with earth bunding has been included.

Underground access will be provided at three points, via a box-cut constructed adjacent to the plant ROM pad and an in-pit portal located within each of the two pits. Surface facilities including a pastefill plant, power/water reticulation, emulsion plant and multiple vent fans will be provided to support underground mining activities.

Concentrate transportation and shipping

Kathleen Valley is located adjacent to the Goldfields Highway allowing for the transport of lithium concentrate on sealed roads to the Port of Geraldton for subsequent export overseas. Covered storage for all concentrates will be provided on site with offsite storage and ship loading provided by contractors.

Tantalum will be upgraded further offsite, bagged/containerised and shipped overseas via the Port of Fremantle.

5. Tailings and Water Management

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Tailings Storage

Tailings from the Process plant will be thickened and then pumped to either the future paste fill plant for underground placement or deposition in an above ground TSF.

Environmental testing as part of the DFS indicates that tailings are essentially benign, unlikely to pose a risk to the environment and, as such, do not require specialised lining systems however to maximise water recovery a plastic liner has been included in the design.

Water Management

Flood management

Flood modelling has shown that 1:100-year flood events do not result in the local drainage overtopping its banks in the area adjacent to the mine.

River gauging and upstream rain gauging were used to calibrate the flood modelling.

LIONTOWN RESOURCES LIMITED | PAGE 29

Site surface water management

Storm water run-off around the mine area and associated infrastructure will be managed to limit the environmental impacts in the area. Flooding from adjacent streams will be directed away from mine infrastructure (waste rock dumps, open pits, process plants, roads and mine camp infrastructure, for example). Also, run-off generated from mine infrastructure – potential “dirty water” – will be managed to make certain that any water discharged off the mine areas has no impact on the downstream environment.

All exploration drill holes beneath tailings storage, mine waste and above planned underground development will be cement grouted.

Dewatering

Dewatering studies have incorporated geological data, mine plans and recent pump testing of water bores, drilled adjacent to the proposed pit and underground workings. Further drilling is underway at the date of publishing and will be used to confirm initial assumptions and build an appropriate model as part of detailed engineering.

6. Geotechnical

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Mining

Geotechnical analysis of drill core from within the proposed open pit and areas of underground development supports the DFS pit and underground designs. Geotechnical risk is managed using standard ground support processes methods used in Australia. Exploration drill core also indicates that the ground outside the current mining area is very competent. Large pillars have been designed in the NWF mining areas to provide regional instability. Regional pillars are not required in the MMV area. Geotechnical investigations and monitoring will be required during operations. Standard operating procedures will be developed to cover the risk of poor ground conditions.

A further geotechnical drilling program and down-hole teleview surveys of existing RC drill holes were undertaken in Q4 2020 combined with acoustic and numerical modelling as part of the DFS, specifically for large flat-lying zones of underground development and decline locations with no adverse findings.

Infrastructure & Process Plant Construction

A geotechnical drilling and pitting program for all major project plant and infrastructure has been undertaken which indicated no significant adverse ground conditions will be encountered during construction.

7. Environmental Assessment, Community and Government

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Environmental, Social and Governance (ESG)

Clear real-world targeted emissions and water/land usage were established as part of the DFS based on actual processes and technology available today. An inaugural ESG Report is due to be published by the Company in Q4, 2021 which will be in line with GRi[(1)] standards, cross-linking to SASB[(1)] , TCFD[(1)] and SDG’s[(1)] . Projected key project metrics ( Table 9 ) include:

LIONTOWN RESOURCES LIMITED | PAGE 30

Table 9: DFS Projected Environmental Metrics

Metric Projections
Projected initial CO2Intensity/ tonne LCE(2)
Planned Total Land Usage hectares/tonne LCE(2)
Calculated Average Water Usage/tonne LCE(2)
Planned Initial Renewable Energy Mix (%)
0.72t CO2-e/t LCE
467 Ha
20 m3/t LCE
60% Renewables

1 GRi – Global reporting Imitative, SASB- Sustainability Accounting Standards Board, TCFD- Task Force on Climate-related Financial Disclosures & SDG’s Sustainable development guidelines

2 CO2 emissions based on Scope 1 & 2 emissions to concentrate being FOB. Water and land usage based on DFS design throughput and is inclusive of the land required for solar arrays. LCE- Lithium Carbonate Equivalent.

3 Lithium Carbonate Equivalent (LCE) calculated based on 6.74t of SC6.0 to 1t LCE as per the British Geological Survey conversion factors

As part of the DFS, environmental consultant MBS has completed the environmental baseline studies for the Project and its surrounds. Work completed included:

  • Targeted flora and fauna surveys;

  • Soil and landform survey of the mine site;

  • Updated waste rock and tailings characterisation to reflect updated project design;

  • Final surface water impact assessment based on final site layout and surface water management requirements;

  • Subterranean fauna surveys in zones where localised groundwater drawdown may result from groundwater extraction have also been undertaken with no stygofauna detected; and

  • Permit preparation.

No Matters of National Environmental Significance, as defined under the Commonwealth Environment Protection and Biodiversity Conservation Act 1999 (EPBC Act) will be impacted by the Kathleen Valley Lithium Project.

Climate Strategy Roadmap

The Company is committed to developing and operating the Project in a sustainable and ethical manner, including implementation of best practice energy and emissions management.

The Company’s Climate Strategy Roadmap was presented in August 2021, with a detailed plan expected to be developed in 2022 specifically for the Kathleen Valley Lithium Project. Key elements of the Company’s Climate strategy include:

At Project start-up:

  • Best-in-class Scope 1 and 2 emissions and reduced impact on local surroundings due to its underground mining approach

  • Implementing a 60% renewable energy target to reduce reportable emissions

  • Designing the Project for the electrification of underground operations

  • Utilise biofuel for mobile equipment, where commercially viable

  • Minimising water usage through recycling

Within five years:

  • Greater than 75% renewable power

  • Upgraded electric mining fleet as technology matures

  • 50% biofuel powered (or equivalent) road concentrate transport fleet

LIONTOWN RESOURCES LIMITED | PAGE 31

Within 10 years:

  • 100% renewable power

  • 100% electric or clean fuel powered mining and Light Vehicle fleet

Aboriginal Heritage

The proposed mining operations overlap with registered Aboriginal Heritage sites and Liontown will need to apply for formal Section 18 (Aboriginal Heritage Act) clearance over the proposed mining area to comply with relevant Government legislation.

Consent under the Aboriginal Heritage Act 1972 forms part of the negotiations in respect to a mining agreement. The Company recognises the importance of the Tjiwarl to the success of the future operation at Kathleen Valley and, as such, a formal NTA for the Project has been pursued concurrently with the DFS.

As announced on 5[th] November 2021, the Company has been advised by Tjiwarl AC that the Tjiwarl have provided their consent for the signing of the Kathleen Valley Project NTA. With documentation being finalised, arrangements are now underway to organise an official signing ceremony on the 17[th] November 2021 to commemorate the parties having reached agreement.

Under the agreement terms, Liontown will commit to actions in the following key areas:

  • Communication

  • Land and Water Management

  • Aboriginal Heritage Management

  • Cultural Awareness & Access

  • Compensation

  • Social Opportunities and Development

  • Employment and Contracting

The Agreement includes consideration of the proposed 2020 Aboriginal Cultural Heritage Bill which is under review.

Governance

A corporate review of Liontown’s policies has been undertaken as part of the DFS and approved by the Board of Directors with a focus on returning a positive financial outcome while:

  • Minimising carbon emissions, water usage and land disturbance;

  • Engaging meaningfully with the Traditional Owners and other local stakeholders; and

  • Ensuring corporate governance is consistent with industry best practices.

Governmental & Regulatory Approvals

The Project is located within the Shire of Leonora and is situated across Crown Reserve 8560 (Kathleen Town Common) and Yakabindie Pastoral Station (DMIRS 2018b) and is principally situated within four granted Mining Leases (M36/264, M36/265, M36/459 and M36/460).

Additional water exploration miscellaneous leases have been applied for regional water exploration.

The proposed mine village, solar farm, and electrical power transmission lines are located on Mine Lease Application M36/696. Further mining or miscellaneous licences may be required for infrastructure not currently located in Mining Leases held by the Company and will be applied for as identified.

As part of the past work environmental consultant MBS identified the main areas of environmental work which required further investigation to gain approvals as part of the DFS. The environmental work program was designed to address these activities.

LIONTOWN RESOURCES LIMITED | PAGE 32

The work required comprised environmental studies followed by environmental approval applications. An approvals strategy was developed for the project which focused on:

  • Engagement with primary stakeholders;

  • Early completion of baseline studies required to inform project design;

  • Maximising flexibility of project design;

  • Staging baseline studies to align with the phases of project design; and

  • Introduction of the project to government agencies including regulatory agencies likely to be involved in future impact assessment.

Approval documentation has also been prepared based on the DFS with the following permit applications ready for submission: Native Vegetation Clearing Permit; Mining Proposal; Mine Closure Plan and Works Approval.

Permit applications for the project are expected to be submitted in December 2021 following completion of the DFS. A Section 18 application will also be submitted following signing of the NTA.

8. Financial Information

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A financial evaluation was completed using the Base Case Production Target of 83Mt of potential mill feed at an average mill feed grade of 1.30% Li2O. Table 10 – Table 13 summarise the results.

Estimated Life-of-Mine Financials

Table 10: Life-of-Mine Project Cash flows

Description Cash flow(A$B)
Revenues (lithium) $26.66
Operating costs (excluding royalties, net of tantalum credits) ($6.26)
Capital expenditure
- Pre-production
($0.47)
- Ongoing & expansion capex ($0.07)
- Sustaining ($0.45)
Royalties (State and Private) ($2.03)
Corporate tax ($5.20)
Life of Mine Project Free Cash flow (A$B, after tax) $12.18

Sustaining capital is estimated at an average annual amount of $19M p.a. and $449M over the LOM.

Capital Expenditure

The Project capital cost estimate was compiled by Lycopodium and reflects the assumptions and parameters outlined in the DFS.

Table 11: Capital Cost Estimate Summary (A$, Q3, 2021, +/-15% accuracy)

Main Area Capital (A$M)
2.5Mtpa
Capital (A$M)
4Mtpa Expansion
Treatment Plant 105.0 26.4
Reagents & Plant Services 38.0 0.9
Infrastructure(including paste fillplants) 86.8 16.8
Mining 1.2 -
Construction In-directs 36.5 7.7
Subtotal 267.5 51.8
Management Costs 36.1 8.0
Owners Project Costs 35.2 1.2
Pre-production 107.2 -
Subtotal 178.5 9.2
Contingency 26.5 4.6
Project Total(A$M)(1) 472.5 65.6

1 Note Project totals exclude working capital, finance costs, sustaining capital and corporate costs associated with project development

LIONTOWN RESOURCES LIMITED | PAGE 33

Operating Cost Estimate

The Project has an estimated cash cost (excluding Royalties), FOB Geraldton detailed in Table 12 below.

Table 12: Operating Cost Estimate (Exclusive of Royalties)

Operating Cost(1) US$/dmt of
Conc. Years 1-10
US$/dmt of
Conc. LOM
Mining 185 189
Processing 89 93
Transport and logistics 55 55
G&A 38 37
Tantalum Credit (48) (47)
Cash Operating Cost(US$/ dmt SC6.0 exc. Royalties) 319 327

1 All of costs based on a normalised grade of 6.0% Li2O

As royalties are not a cost of production but are dependent on the sales price, they have been displayed separately. Table 13 illustrates the impact of Royalties on the site cash operating costs for dry metric tonnes of SC6.0.

Table 13: Operating Cost Estimate – Including Royalties

SC6.0 Sales Price
(US$/dmt FOB)
Years 1-10 SC6 Cash
cost excluding royalties
(US$/dmt)
Royalty1
(US$/dmt)
Years 1-10 SC6.0
Cash cost including
royalties
(US$/dmt)
NPV
(A$B)
800 319 62 381 1.6
1,000 319 77 396 2.6
1,200 319 92 411 3.6
(DFS) 1,392 319 98 417 4.2
1,600 319 121 440 5.5
1,800 319 136 455 6.5
2,000 319 150 469 7.4

Note: Royalties include state and private for lithium and tantalum products

The operating cost estimates are detailed below:

Mining

Open pit ore has an overall mining operating cost of $66M over the life of the mine (includes G&A, excludes Pre-production). Underground ore has an overall mining operating cost of $4B over the life of the mine (including G&A, excluding Pre-production).

This equates to an average total mining cost (excluding mining G&A, excluding Pre-production) per tonne of ore of $44/dmt ore to the ROM, inclusive of rehandle, secondary breakage, coarse waste haulage, paste fill and rehabilitation of the waste dump. Applicable all-in mining G&A per tonne of ore is $5.4/dmt. These costs have been estimated assuming contractor mining for both the underground and open pit.

The underground and open pit mining operating cost estimate (excluding pre-production) is summarised in Table 14.

Table 14: Mining and G&A Operating Cost Summary (+/-15% accuracy, Q3 2021)

Mining Cost Centre Fixed
A$M p.a
Variable
A$/t Ore
Fixed
A$M p.a
Variable
A$/t Ore
Open Pit Underground
Owner & Contractor costs 13.18 0.36 33.03 0.63
Underground Power - - - 1.71
Load & Haul(inc. drill/ blast, grade control) - 20.18 - 20.06
Underground Development &paste fill - - - 12.72
Subtotal Mining 13.18 20.54 33.03 35.12
G&A 5.86 - 18.65 -
Total **19.04 ** **20.54 ** 51.68 35.12

LIONTOWN RESOURCES LIMITED | PAGE 34

Processing and G&A Estimate

Process plant operating cost estimates for the Project have been developed by Lycopodium, based on a design treatment rate of 2.5Mtpa and 4Mtpa with the plant operating 24 hours per day, 365 days per year and a 91.3% plant utilisation (nominal 8,000 hours per year).

The process plant operating cost estimate is summarised in Table 15.

Table 15: Process and G&A Input Operating Cost Summary (+/-15% accuracy, Q3 2021)

Processing Cost Centre Fixed
A$M p.a
Variable
A$/t Ore
Fixed
A$M p.a
Variable
A$/t Ore
2.5 MTPA 4 MTPA
Power – Plant Site 3.48 1.83 3.13 1.54
Power – Grinding - 1.85 - 1.95
Operating Consumables 0.31 9.42 0.41 9.09
Maintenance & Repairs 0.39 1.40 0.46 1.04
Laboratory 3.93 - 4.72 -
Mobile Equipment 0.78 - 0.95 -
Labour – Processing 15.68 - 19.54 -
Subtotal Processing 24.57 14.50 29.21 13.62
Labour – Admin. 4.25 - 4.25 -
G&A 5.52 - 6.70 -
Subtotal General and
Administration
9.77 - 10.95 -
Total 34.34 14.50 40.16 13.62

Transport and logistics

The DFS assumes road transport of the SC6.0 from site to Port of Geraldton on sealed roads. Indicative quotes received from transport providers covers loading and transportation from the mine site to the ship loader and includes storage and rehandling outside of the port. Port costs are based on the Mid-West Port Authority published port fees (Geraldton).

Tantalum will be pre-concentrated to a ~12% Ta2O5 grade before trucking to Perth for offsite upgrade to a grade of 30% Ta2O5 and subsequent bagging and export in containers via the port of Fremantle.

Life-of-Mine Cash Flows

Figure 13 illustrates net cash flows after tax per annum and the SC6.0 revenue stream associated with the Project.

Figure 14 illustrates the annual unit costs of the Project.

LIONTOWN RESOURCES LIMITED | PAGE 35

Figure 13: A$ Net Cashflow After Tax and SC6.0 Revenue

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Figure 14: US$ Cash Cost and All-in Sustaining cost - Feed Grade

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LIONTOWN RESOURCES LIMITED | PAGE 36

Foreign Exchange

A long-term FX value of A$1=US$0.73 was used in converting AUD to USD.

Commodity Pricing

See discussion in main body of report.

Marketing

The Kathleen Valley Project will produce a 6% lithium spodumene concentrate (SC6.0). While lithium has several traditional consumption markets (e.g. glass, ceramics and pharmaceuticals), recent and forecast demand is being driven predominantly by lithium-ion battery production for energy storage, and in particular electric vehicle batteries. SC6.0 can be converted into lithium hydroxide or lithium carbonate for use in electric vehicle batteries, positioning the Kathleen Valley project well for future growth in lithium demand.

At this stage, future production from Kathleen Valley remains 100% uncommitted to maintain maximum flexibility over funding and development options. At present, lithium concentrates are typically sold via specific agreements between producer and customer rather than a liquid metals exchange as with some other commodities (eg. gold and copper).

As part of its marketing strategy, Liontown intends to put in place foundation off-take agreements with customers to underpin future sales of lithium spodumene and help support financing options being considered, with the aim of delivering diversification by geography and stage in value chain.

Liontown has engaged with more than 50 parties who have expressed interest in off-take and is confident it will be able to execute on its off-take strategy. As noted in the main body of this announcement various pricing mechanisms are being explored with potential customers, including pricing based on lithium hydroxide.

It is anticipated that off-take agreements would commence as SC6.0 only, with the potential to shift to lithium hydroxide in the future as the Company further advances its downstream processing strategy and that capability is developed.

Any uncontracted spodumene production (expected c. 10 – 15%) will be sold into a openly traded and transparent market. Various options are being explored, including auction platforms (such as the Battery Material Exchange (BMX), where other spodumene producers have recently achieved outstanding results).

Off-take for tantalum is also being concurrently explored.

Funding

As disclosed in Table 11, project specific funding in the order of A$473M (excluding working capital, finance costs, sustaining capital and corporate costs associated with project development) is required to achieve the first production indicated by the DFS.

The Company continues to explore and assess available options to fund this pre-production capital. A combination of debt and equity financing options are being considered with discussions with potential financiers have commenced and these continue to progress positively.

Based on the strong financial metrics presented as part of the DFS results, and the progress of various ongoing discussions, the Company considers there are reasonable grounds that the construction of the Kathleen Valley Project can be financed.

There are several factors that will influence the ability of the Company to secure certain forms of funding which may include (but are not limited to) a requirement to have ‘bankable’ lithium offtake agreements (to provide some certainty over the project’s future cash flows) and favourable prevailing market conditions (being both the lithium market and the wider equity and debt markets).

Current funding conditions for both equity and debt sources of funding are positive, however there is no guarantee these conditions will continue in the future.

LIONTOWN RESOURCES LIMITED | PAGE 37

It is possible that funding may be dilutive to, or otherwise affect, the value of the Company’s existing shares. It is also possible that the Company could pursue other strategies to provide alternative funding options including undertaking a corporate transaction or seeking a joint venture partner(s). The ultimate financing structure for the project will be dependent on several factors but will be determined on the basis of delivering an optimal outcome for shareholders.

9. Implementation and Schedule

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The project execution strategy proposed for the Kathleen Valley Project is an Engineering, Procurement and Construction Management (EPCM) approach and this has formed the basis of the capital estimate and the schedule. This approach will be reviewed at the point an investment decision is made for Project.

An indicative schedule for the Project is listed in Table 16 .

Table 16: Indicative Development Schedule

Activity Target Start Target Complete
Detailed Engineering Design Q4 2021 Q4 2022
Financial Investment Decision Q4 2021 Q2 2022
Pre-production (open Pit) Q3 2022 Q4 2023
Plant Construction Q3 2022 Q4 2023
Commissioning Q3 2023 Q1 2024
Plant nameplate - Q2 2024

10. Opportunities and Risks

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Opportunities

Scoping Study Downstream Processing/Refinery

In parallel with the DFS, an update to the previously published Downstream Scoping Study has been completed to review the integrated downstream processing of the Kathleen Valley product given the revised mine schedule and throughput scenario presented in the 2021 DFS. Refer to ASX announcement released on 11[th] November titled “Updated Downstream Scoping Study Highlights Next Growth Horizon for Kathleen Valley Project”

A PFS-level metallurgical test work program to support further work in this area is being planned to be commenced in 2022.

Production of Multiple Spodumene Concentrate Grades

The DFS was evaluated based on the production and sale of SC6.0. However, based on testwork, the WOF flowsheet gives considerable flexibility to produce multiple grades (6-7% Li2O) for periods of the mine life which may have sales and operating cost benefits. Further grade related optimisation will be undertaken as part of ongoing off-take discussions.

Expansion of MRE and Reserves

As noted in previous ASX announcements, the Kathleen Valley MRE remains open at depth and along strike plus additional inferred material could be upgraded to increase the Resource/Reserve base in the future.

LIONTOWN RESOURCES LIMITED | PAGE 38

Risks

Identified risks and initial mitigation measures are summarised below:

Further cost inflation, labour shortages and supply chain interruptions due to COVID

  • Critical path equipment and contracts have already been identified as part of the DFS.

  • Equipment with long lead times will be ordered early to negate supply constraints on critical plant.

  • Key contracts will be tendered and awarded early in the project cycle to ensure sufficient time for contractor mobilization.

  • Construction execution strategy will likely involve multiple packages being broken into smaller parcels to broaden the contractor base.

  • Operations labour will not largely be required for the next 18 months at which time current border restrictions and manning constraints being experienced in WA are thought to ease.

  • The CAPEX includes low productivity and higher man-hour rates in line with the current tight market conditions.

Water sources not all defined as date of DFS

  • A$7M “allowance” has been included in project CAPEX for ongoing water exploration and development.

  • An allowance for a large-scale water treatment plant has also been included within capital estimates to enable water source/ quality flexibility.

Permitting and Approvals

  • Permit compilation has been largely completed in parallel with the DFS.

  • The NTA is considered a key enabler for finalizing government permit applications and subsequent approvals such as a Section 18 application.

  • A formal signing ceremony is scheduled for November 17, 2021 for the NTA.

Geraldton Port – Landside infrastructure and capacity allocation

  • This is not considered critical path and is expected to be resolved over the next 12-18 months concurrently with project development post FID.

LIONTOWN RESOURCES LIMITED | PAGE 39

Appendix 1 – Kathleen Valley – JORC Code 2012 Table 1 Criteria

The table below summaries the assessment and reporting criteria used for the Kathleen’s Corner and Mt Mann deposits, Kathleen Valley Lithium Project Mineral Resource estimate and reflects the guidelines in Table 1 of The Australasian Code for the Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code, 2012).

Section 1 Sampling Techniques and Data

Criteria JORC Code explanation Commentary
Sampling
techniques
Nature and quality of sampling (eg cut
channels, random chips, or specific
specialised industry standard
measurement tools appropriate to the
minerals under investigation, such as
down hole gamma sondes, or
handheld XRF instruments, etc). These
examples should not be taken as
limiting the broad meaning of
sampling.

Sub-surface samples have been collected by reverse circulation
(RC) and diamond core drilling techniques (see below).

Drillholes are oriented perpendicular to the interpreted strike
of the mineralised trend except where limited access
necessitates otherwise.
Include reference to measures taken
to ensure sample representivity and
the appropriate calibration of any
measurement tools or systems used.
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 (eg ‘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
(eg submarine nodules) may warrant
disclosure of detailed information.

RC samples are collected by the metre from the drill rig cyclone
as two 1 m cone split samples in calico bags and a bulk sample
in plastic mining bags.

The 1 m samples from the cyclone are retained for check
analysis. Only samples of pegmatite and adjacent wall rock (~4
m) are collected for assay.

Diamond core has been sampled in intervals of ~1 m (up to
2.0 m within the main project area) where possible, otherwise
intervals less than 1 m have been selected based on geological
boundaries. Geological boundaries have not been crossed by
sample intervals.
Drilling
techniques
Drill type (eg core, reverse circulation,
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). _

Drilling techniques used at Kathleen Valley comprise:
o Reverse Circulation (RC/5.5”) with a face sampling hammer
o NQ2, HQ and PQ Diamond Core, standard tube to a depth
of ~650 m.
o Diamond core holes drilled directly from surface or from
bottom of RC pre-collars. Core orientation was provided
byan ACT REFLEX(ACT II RD)tool.
Drill sample
recovery
Method of recording and assessing
core and chip sample recoveries and
results assessed.

Sample recoveries are estimated for RC by correlating sample
heights in the plastic bag to estimate a recovery for each metre.

For diamond core the recovery is measured and recorded for
everymetre.
Measures taken to maximise sample
recovery and ensure representative
nature of the samples.

RC drill collars are sealed to prevent sample loss and holes are
normally drilled dry to prevent poor recoveries and
contamination caused by water ingress. Wet intervals are
noted in case of unusual results.

For diamond core loss, core blocks have been inserted in
sections where core loss has occurred. This has then been
written on the block and recorded during the logging process
and with detailedphotographyof dryand wet core.
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.

It has been demonstrated that no relationship exists between
sample recovery and grade. No grade bias was observed with
sample size variation.
Logging Whether core and chip samples have
been geologically and geotechnically
logged to a level of detail to support
appropriate Mineral Resource
estimation, mining studies and
metallurgical studies.

All RC drillholes are logged on 1 m intervals and the following
observations recorded:
o Recovery, quality (i.e., degree of contamination), wet/dry,
hardness, colour, grainsize, texture, mineralogy, lithology,
structure type and intensity, pegmatite and vein type and
LIONTOWN RESOURCES LIMITED
Criteria JORC Code explanation Commentary
%, lithium mineralogy and %, alteration assemblage, UV
fluorescence.

Diamond core is logged in its entirety as per detailed geological
description listed above. Geotechnical logging has been
completed for the entire hole.
Whether logging is qualitative or
quantitative in nature. Core (or
costean, channel, etc) photography.

Logging is quantitative, based on visual field estimates.

Diamond core is photographed post metre marking, for the
entire length of the hole,two trays at a time,wet and dry.
The total length and percentage of the
relevant intersections logged.

Drillholes are logged in their entirety.
Sub-sampling
techniques
and sample
preparation
If core, whether cut or sawn and
whether quarter, half or all core
taken.

The core has been cut in half and then quartered for sample
purposes. Half core used for metallurgical studies with the
remaining quarter stored as a library sample.

Density measurements have been taken on all quarter core
samples usingthe Archimedes method.
If non-core, whether riffled, tube
sampled, rotary split, etc and whether
_sampled wet or dry. _

RC samples are collected as rotary split samples. Samples are
typically dry.
For all sample types, the nature,
quality and appropriateness of the
sample preparation technique.

Sample preparation follows industry best practice standards
and is conducted by internationally recognised laboratories; i.e.
o Oven drying, jaw crushing and pulverising so that 80%
passes -75 microns.
Quality control procedures adopted
for all sub-sampling stages to
maximise representivity of samples.

Duplicates and blanks submitted approximately every 1 in 20
samples.

Standards are submitted every 20 samples or at least once per
hole.

Cross laboratory checks and blind checks have been used at a
rate of 5%.
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.

Measures taken include:
o regular cleaning of cyclones and sampling equipment to
prevent contamination
o industry standard insertion of standards, blanks and
duplicate samples.

Analysis of duplicates (field, laboratory and umpire) was
completed
and
no
issues
identified
with
sampling
representatively.

Analysis of results from blanks and standards indicates no
issues with contamination (or sample mix-ups) and a high level
of accuracy.
Whether sample sizes are appropriate
to the grain size of the material being
sampled.

Sample size is considered appropriate and is in-line with
industry standards.
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
partial or total.

Initial assaying (2017) completed by ALS Perth. Subsequent
assaying (2018 onwards) completed by Nagrom laboratories
Perth.

Both laboratories use industry standard procedures for rare
metals such as Li and Ta. Analytical techniques are total.

Analysis of blank, silica only material inserted as part of QAQC
protocols indicated iron contamination of the samples during
samplepreparation at the assaylaboratory (Nagrom).
For geophysical tools, spectrometers,
handheld XRF instruments, etc, the
parameters used in determining the
analysis including instrument make
and model, reading times, calibrations
factors applied and their derivation,
etc.

None used.
Nature of quality control procedures
adopted (eg standards, blanks,
duplicates, external laboratory checks)
and whether acceptable levels of
accuracy (ie lack of bias) and precision
have been established.

Duplicates and blanks submitted approximately every 20
samples.

Standards are submitted every 20 samples or at least once per
hole.

Cross laboratory checks and blind checks have been used at a
rate of 5%.

Analysis of reference blanks, standards and duplicate samples
show the data to be of acceptable accuracyandprecision for

LIONTOWN RESOURCES LIMITED | PAGE 41

Criteria JORC Code explanation Commentary
the Mineral Resource estimation and classification applied.
Verification
of sampling
and assaying
The verification of significant
intersections by either independent or
alternative company personnel.

Internal review by alternate company personnel.
The use of twinned holes.
11 diamond holes have been drilled as twins or in close
proximity to existing RC drillholes. Results compare well with
the original RC drillholes.
Documentation of primary data, data
entry procedures, data verification,
data storage (physical and electronic)
protocols.

Drilling and logging data are entered directly into Microsoft
Excel spreadsheets onsite while drilling is ongoing. Data is then
entered into Access Database and validated before being
processed by industry standard software packages such as
MapInfo and Micromine.

Representative chipsamples are collected for later reference.
Discuss any adjustment to assay data.
Li% is converted to Li2O% by multiplying by 2.15, Ta ppm is
converted to Ta2O5ppm by multiplying by 1.22.

QAQC results indicated iron contamination of the samples
during sample preparation at the assay laboratory (Nagrom).
Twenty-one samples that were analysed using Liontown’s usual
analysis procedures at Nagrom were also analysed by ALS
Metallurgy as part of the metallurgical variability testwork.
Results indicate a high correlation (r2>0.97) between drillhole
and metallurgical assays, with no bias for LiO2, Ta2O5and K2O.
There is a bias for the Fe2O3data while there is still a high
correlation (r2= 0.93) between the two data sets. The
regression formula indicates that the metallurgical samples
contain ~25% of the Fe2O3that was reported from the drillhole
data analysed by Nagrom, indicating that Fe contamination has
occurred in the laboratory. This formula was applied to the
Fe2O3data within thepegmatites.
Location of
data points
Accuracy and quality of surveys used
to locate drillholes (collar and down-
hole surveys), trenches, mine workings
and other locations used in Mineral
Resource estimation.

All drill collars and geochemical samples are initially located
using a handheld GPS.

Drill collars are subsequently surveyed accurately by a licensed
surveyor using DGPS techniques. Eastings and northings are
measured to within +/-2 cm while elevations are measured to
within +/-10 cm.

All RC drillholes have been surveyed by a multi-shot digital
downhole camera provided by the drilling contractor.

All diamond drillholes have been surveyed with a REFLEX EZI-
SHOT(1001)magnetic single shot camera.
Specification of the grid system used.
GDA 94 Zone 51.
Quality and adequacy of topographic
control.

Initial collar elevations are based on regional topographic
dataset.

Drillhole collars are surveyed post drilling with DGPS (see
above).

Further topographic data (20 cm contours) has been provided
for the Project bya LIDAR flown byFugro.
Data spacing
and
distribution
Data spacing for reporting of
Exploration Results.

Drillhole spacing varies due to initial drill programmes largely
designed to test the down-dip potential of mineralised
outcrops. The drill section spacing ranges from 30 m to 100 m,
with drillholes spaced at between 25 m and 60 m on section.
Whether the data spacing and
distribution is sufficient to establish
the degree of geological and grade
continuity appropriate for the Mineral
Resource and Ore Reserve estimation
procedure(s) and classifications
applied.

The data spacing and distribution is sufficient to establish the
degree of geological and grade continuity appropriate for the
Mineral Resource estimation and classification applied.
Whether sample compositing has
been applied.

None undertaken.
Orientation
of data in
relation to
geological
structure
Whether the orientation of sampling
achieves unbiased sampling of
possible structures and the extent to
which this is known, considering the
deposit type.

Drilling is typically oriented perpendicular to the interpreted
strike of mineralisation except where access prevents this.
If the relationship between the drilling
orientation and the orientation of key

Drilling orientation intersects the mineralisation at appropriate

LIONTOWN RESOURCES LIMITED | PAGE 42

Criteria JORC Code explanation Commentary
mineralised structures is considered to
have introduced a sampling bias, this
should be assessed and reported if
material.
angles so as to be mostly unbiased and suitable for resource
estimation of the major pegmatite bodies.
Sample
security
The measures taken to ensure sample
security.

Sample security is not considered to be a significant risk given
the location of the deposit and bulk-nature of mineralisation.

Nevertheless, the use of recognised transport providers,
sample dispatch procedures directly from the field to the
laboratory, and the large number of samples are considered
sufficient to ensure appropriate sample security.

Company geologist supervises all sampling and subsequent
storage in field. The same geologist arranges delivery of
samples to Nagrom laboratories in Perth via courier.
Audits or
reviews
The results of any audits or reviews of
sampling techniques and data.

Independent, expert competent person reviews have been
completed by Ms. Wild of Wildfire Resources Pty Ltd and Mrs.
Standing of Optiro Limited on the resource drilling, sampling
protocols and data.

This included a laboratory visit to Nagrom by Ms. Wild.

Results indicate sampling and QAQC procedures are in-line with
industrystandards.

Section 2 Reporting of Exploration Results

Criteria JORC Code explanation Commentary
Mineral
tenement and
land tenure
status
Type, reference name/number, location
and ownership including agreements or
material issues with third parties such
as joint ventures, partnerships,
overriding royalties, native title
interests, historical sites, wilderness or
national park and environmental
settings.

The Kathleen Valley Project is located ~680 km NE of Perth and
~45 km NNW of Leinster in Western Australia. The Project
comprises four granted mining leases - MLs 36/264, 36/265,
36/459, 36/460 and one Exploration License - E36/879.

The mining leases (MLs) and rights to pegmatite hosted rare-
metal mineralisation were acquired from Ramelius Resources
Limited via a Sales Agreement completed in 2016. The MLs have
been transferred to LRL (Aust) Pty Ltd, a wholly owned
subsidiary of Liontown Resources Limited (Liontown).

Ramelius acquired 100% of the Kathleen Valley Project MLs in
June 2014 from Xstrata Nickel Operations Pty Ltd (Xstrata).
Xstrata retains rights to any nickel discovered over the land
package via an Offtake and Clawback Agreement.

The Gold Rights were acquired from Ramelius via a Sales
Agreement completed in June 2019.

The lithium Royalty with Ramelius was cancelled via a tenement
termination Deed completed in August 2021.

LRL (Aust) Pty Ltd has assumed the following Agreement:
o
Bullion and Non-Bullion Royalty Agreement of a 2% Gross
Production Royalty affecting M36/264-265 and 459-460.

The EL is in the name of Liontown Resources Limited with no
third-party obligations apart from statutory and native title
Agreement requirements.

The tenements are covered by the Tjiwarl Determined Native
Title Claim (WC11/7). Liontown has signed a number of
agreements with the Tjiwarl which provide protocols to
undertaking proposed field activities.

LRL (Aust) Pty Ltd has also received Section 18 consent to drill on
certain areas with M36/459,M36/460 and E36/879.
The security of the tenure held at the
time of reporting along with any known
impediments to obtaining a licence to
operate in the area.

All tenements are in good standing.
Exploration
done by other
parties
Acknowledgment and appraisal of
exploration by other parties.

Multiple phases of exploration have previously been completed
for gold and nickel. This has not been reviewed in detail due to
Liontown’s focus on rare metal pegmatites.

There has been limited sporadic prospecting for Li, Ta and Sn,
principally by Jubilee Mines (subsequently taken over by
Xstrata). Work comprised geological mapping, broad spaced soil
sample lines and rock chipsamplingof thepegmatites. Details

LIONTOWN RESOURCES LIMITED | PAGE 43

Criteria JORC Code explanation Commentary
of the methods and procedures used have not been
documented.

There has been no previous drill testing of the Li and Ta
prospectivepegmatitesprior to Liontown acquiringthe Project.
Geology Deposit type, geological setting and
style of mineralisation.

The Project is located on the western edge of the Norseman-
Wiluna Belt within the Archaean Yilgarn Craton.

The Kathleen Valley Project contains a series of quartz-feldspar-
muscovite-spodumene pegmatites hosted in mafic rocks related
to the Kathleen Valley Gabbro or the Mt Goode Basalts.

Thepegmatites are LCT type lithium bearing-pegmatites.
Drillhole
Information
A summary of all information material
to the understanding of the exploration
results including a tabulation of the
following information for all Material
drillholes:
easting and northing of the
drillhole collar
elevation or RL (elevation above
sea level in metres) of the
drillhole collar
dip and azimuth of the hole
down hole length and
interception depth
hole length.

Exploration results are not being reported for the Mineral
Resources area.
Data
aggregation
methods
In reporting Exploration Results,
weighting averaging techniques,
maximum and/or minimum grade
truncations (e.g. cutting of high grades)
and cut-off grades are usually Material
and should be stated.

Exploration results are not being reported for the Mineral
Resources area.
Relationship
between
mineralisation
widths and
intercept
lengths
If the geometry of the mineralisation
with respect to the drillhole 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 effect (e.g.
‘down hole length, true width not
known’).

Drillholes intersected mineralisation at near perpendicular to
the dip orientation of the host lithologies and mineralisation.

Exploration results are not being reported for the Mineral
Resources area.
Diagrams Appropriate maps and sections (with
scales) and tabulations of intercepts
should be included for any significant
discovery being reported These should
include, but not be limited to a plan
view of drillhole collar locations and
appropriate sectional views.

Relevant diagrams have been included within the report.
Balanced
reporting
Where comprehensive reporting of all
Exploration Results is not practicable,
representative reporting of both low
and high grades and/or widths should
be practiced to avoid misleading
reporting of Exploration Results.

Exploration results are not being reported for the Mineral
Resources area.
Other
substantive
exploration
data
Other exploration data, if meaningful
and material, should be reported
including (but not limited to):
geological observations; geophysical
survey results; geochemical survey
results; bulk samples – size and method
of treatment; metallurgical test results;
bulk density, groundwater,
geotechnical and rock characteristics;
potential deleterious or contaminating
substances.

Where relevant, this information has been included or referred
to elsewhere in this Table.
Further work The nature and scale of planned further
work (e.g. tests for lateral extensions or
depth extensions or large-scale step-
out drilling).

Detailed engineering and project early works.

LIONTOWN RESOURCES LIMITED | PAGE 44

Section 3 Estimation and Reporting of Mineral Resources

Criteria JORC Code explanation Commentary
Database
integrity
Measures taken to ensure that data has
not been corrupted by, for example,
transcription or keying errors, between
its initial collection and its use for
Mineral Resource estimation purposes.

Drillhole data was extracted directly from the Company’s
drillhole database, which includes internal data validation
protocols.

Data was further validated by Optiro upon receipt, and prior to
use in the estimation.
Data validation procedures used.
Validation of the data was confirmed using mining software
(Datamine) validation protocols, and visually in plan and section
views.
Site visits Comment on any site visits undertaken
by the Competent Persons and the
outcome of those visits.

Liontown personnel Mr. Richards and Mr. Day have visited the
site on numerous occasions to supervise the drilling
programmes.

Ms. Wild (Principal Geologist and Director of Wildfire Resources
Pty Ltd) and Mrs. Standing (Optiro Pty Ltd) have visited the site
on separate occasions during resource definition drilling
programmes to review sampling procedures.

Ms. Wild reported that, in general, site practices were quite
good, core quality was excellent and RC sample quality was
moderate.

Mrs. Standing has confirmed site practices are appropriate and
satisfactoryfor thepreparation of a Mineral Resource estimate.
Geological
interpretation
Confidence in (or conversely, the
uncertainty of the geological
interpretation of the mineral deposit.

The confidence in the geological interpretation is reflected by
the assigned resource classification.
Nature of the data used and of any
assumptions made.

Both assay and geological data were used for the mineralisation
interpretation.

The lithium mineralisation is defined by a nominal 0.4% Li2O cut-
off grade.

Continuitybetween drillholes and sections isgood.
The effect, if any, of alternative
interpretations on Mineral Resource
estimation.

No alternative interpretations were considered.

Any alternative interpretations are unlikely to significantly
affect the Mineral Resource estimate.
The use of geology in guiding and
controlling Mineral Resource
estimation.

Geological logging (including spodumene crystal orientation
from the diamond core) has been used for interpretation of the
pegmatites.
The factors affecting continuity both of
grade and geology.

The mineralisation is contained within pegmatite veins that are
readily distinguished from the surrounding rocks.

Sectional interpretation and wireframing indicates good
continuity of the interpreted pegmatite veins both on-section
and between sections.

The confidence in the grade and geological continuity is
reflected bythe assigned resource classification.
Dimensions The extent and variability of the
Mineral Resource expressed as length
(along strike or otherwise), plan width,
and depth below surface to the upper
and lower limits of the Mineral
Resource.

Twenty lithium mineralised pegmatites have been identified at
the Kathleen Valley Project which extend from surface to a
depth of 640 m.

At Mt Mann, two steeply-dipping (-70° west) pegmatites have
been drilled over a strike length of 1,200 m and to a vertical
depth of around 300 m to 400 m. The two pegmatites are up to
35 m thick and have average thicknesses of 9 m and 11 m.

At Kathleen’s Corner, 18 sub-horizontal pegmatites have been
drilled over an area of 1,800 m by 1,300 m. These pegmatites
outcrop in the northeast and are up to 40 m thick with an
average thickness of 8 m. The pegmatites coalesce and merge
with the Mt Mann pegmatites at approximately 300 m to 400 m
below surface to form a single, thick (35 m to 75 m) mineralised
bodythat extends for a further 600 m to 700 m down-dip.
Estimation
and modelling
techniques
The nature and appropriateness of the
estimation technique(s) applied and key
assumptions, including treatment of
extreme grade values, domaining,
interpolation parameters and maximum
distance of extrapolation from data
points. If a computer assisted

Data analysis and estimation was undertaken using Snowden
Supervisor and Datamine software.

Lithium oxide (Li2O) % and tantalum pentoxide (Ta2O5) ppm
block grades were estimated using ordinary kriging (OK). Optiro
considers OK to be an appropriate estimation technique for this
type of mineralisation.

LIONTOWN RESOURCES LIMITED | PAGE 45

Criteria JORC Code explanation Commentary
estimation method was chosen include
a description of computer software and
parameters used.

Caesium (Cs), potassium (K), niobium (Nb), rubidium (Rb),
phosphorus (P) and tin (Sn) block grades were estimated using
ordinary kriging (OK). These additional variables were included
for analysis of the mineralisation and fractionation trends of the
pegmatite, from the K/Cs, K/Rb and Nb/Ta ratios.

Fe2O3was estimated using OK. Analysis of blank, silica only
material inserted as part of QAQC protocols indicated iron
contamination of the samples during sample preparation at the
assay laboratory (Nagrom). Twenty-one samples that were
analysed using Liontown’s usual analysis procedures at Nagrom
were also analysed by ALS Metallurgy as part of the
metallurgical variability testwork. Results indicate a high
correlation (r2>0.97) between drillhole and metallurgical assays,
with no bias for LiO2, Ta2O5and K2O. There is a bias for the Fe2O3
data while there is still a high correlation (r2= 0.93) between the
two data sets. The regression formula indicates that the
metallurgical samples contain ~25% of the Fe2O3that was
reported from the drillhole data analysed by Nagrom, indicating
that Fe contamination has occurred in the laboratory. This
formula was applied to the Fe2O3data (total of 2,994 analysed
samples) within the pegmatites. This data was used as the input
data for an OK estimate for Fe2O3in the pegmatites.

The nominal spacing of the drillholes is 50 m by 50 m. The along
section spacing ranges from 30 m to 100 m and on-section
spacing ranges from generally 30 m to 60 m.

Almost 90% of the assay data for within the lithium mineralised
pegmatites is from samples of 1 m intervals, 1.5% is from
sample of >1 m (to a maximum of 2 m) and almost 9% is from
intervals of less than 1 m. The data was composited to 1 m
downhole intervals for analysis and grade estimation.

Variogram analysis was undertaken to determine the kriging
estimation parameters used for OK estimation of Li2O and
Ta2O5.

Li2O mineralisation continuity was interpreted from variogram
analyses to have an along strike range of 145 m to 230 m and a
down-dip (or across strike) range of 110 m to 230 m.

Ta2O5mineralisation continuity was interpreted from variogram
analyses to have an along strike range of 58 m to 150 m and a
down-dip (or across strike) range of 47 m to 170 m.

A maximum extrapolation distance of 50 m was applied along
strike and down dip extrapolation was generally 30 m.

Kriging neighbourhood analysis was performed in order to
determine the block size, sample numbers and discretisation
levels.

Three estimation passes were used for Li2O and Ta2O5; the first
search was based upon the variogram ranges; the second
search was two times the initial search and the third search was
up to four times the second search and the second and third
searches had reduced sample numbers required for estimation.

Within the lithium mineralised pegmatites almost 84% of the
total Li2O block grades were estimated in the first search pass,
14% within the second search pass and 2% estimated in the
third search pass.

Within the pegmatites 76% of the Ta2O5block grades were
estimated in the first pass, 23% in the second pass and 1% in the
third pass.

The estimated block model grades were visually validated
against the input drillhole data and comparisons were carried
out against the declustered drillhole data and by northing,
eastingand elevation slice.
Description of how the geological
interpretation was used to control the
resource estimates.

Geological interpretations were completed on sections which
were wireframed to create a 3D interpretation of the
mineralised pegmatites.

The interpretation of mineralisation was based ongeological

LIONTOWN RESOURCES LIMITED | PAGE 46

Criteria JORC Code explanation Commentary
logging and Li2O content. A nominal grade of 0.4% Li2O was
used to define the mineralisation within the interpreted
pegmatites.

The mineralised domain is considered geologically robust in the
context of the resource classification applied to the estimate.
Discussion of basis for using or not
using grade cutting or capping.

Li2O and Ta2O5have low coefficients of variation (CV). Some
higher-grade outliers were noted and the Ta2O5grades were
capped (top-cut).

Cs, K, Rb, P and Sn have low coefficients of variation and Nb has
a moderate coefficient of variation (1.4). A small number of
high-grade outliers are present in the Cs, Nb, Rb, P and Sn data
and grades were capped.

The top-cut level was determined using a combination of top-
cut analysis tools, including grade histograms, log probability
plots and the CV.
The availability of check estimates,
previous estimates and/or mine
production records and whether the
Mineral Resource estimate takes
appropriate account of such data.

The Mineral Resource was first estimated for the Kathleen’s
Valley Lithium Project in August 2018. The Mineral Resource,
comprising 21 Mt at an average grade of 1.4% Li2O and 170 ppm
Ta2O5, was reported above a cut-off grade of 0.5% Li2O.

Additional drilling was undertaken during 2019 and the
resource was updated in July 2019. The July 2019 Mineral
Resource, comprising 74.9 Mt at an average grade of 1.3% Li2O
and 140 ppm Ta2O5,was reported above a Li2O cut-off grade of
0.5% for open pit potential (above 200 mRL) and 0.7% for
underground potential (below 200 mRL).

Additional drilling was undertaken in 2019 and 2020 and the
resource was updated in February 2020. The February 2020
Mineral Resource, comprising 139 Mt at an average grade of
1.3% Li2O and 140 ppm Ta2O5, was reported above a cut-off
grade of 0.55% Li2O.

Since the February 2020 Mineral Resource was estimated data
from an additional 16 RC holes (for a total of 6,616 m) and
28 DD holes (for a total of 9,682 m) have been incorporated into
the resource database.

The resource tonnage increased from 139 Mt in February 2020
to 156 Mt in May 2020, the average grade of the resource of
1.3% Li2O is the same for both resource estimates and the Ta2O5
has decreased from 140 ppm to 130 ppm.

Since the May 2020 Mineral Resource was estimated data from
an additional 10 reverse circulation (RC) holes (for a total of
1,018 m) and 6 diamond core (DD) holes (for a total of 1,311.78
m) have been incorporated into the resource database. Three
of the diamond drillholes were within the Mineral Resource
area and the other drillholes are outside the resource area and
were designed purely for geotechnical and water exploration
studies.

The total resource tonnage and average LiO2and Ta2O5grades
have not changed. The Indicated tonnage increased by 4%
(from 105 to 109 Mt) and the Inferred Resource tonnage
decreased by 13% (from 32 to 27 Mt). The average LiO2and
Ta2O5grades of the Indicated and Inferred Resources have not
changed.

Noproduction has occurred.
The assumptions made regarding
recovery of by-products.

No assumptions have been applied for the recovery of by-
products.

Metallurgical testwork is ongoing to determine the recoveries
that could be expected.
Estimation of deleterious elements or
other non-grade variables of economic
significance (e.g. sulphur for acid mine
_drainage characterisation). _

Sulphur assays have been determined for more than 27,000
host rock samples – results indicate that acid mine drainage will
not be a significant environmental factor.
In the case of block model interpolation,
the block size in relation to the average
sample spacing and the search
employed.

Grade estimation was into parent blocks of 10 mE by 10 mN by
3.0 mRL.

Orelogy Consulting Pty Ltd (who have undertaken mining
studies for Liontown)advised that miningis likelyto be
LIONTOWN RESOURCES LIMITED
Criteria JORC Code explanation Commentary
undertaken using a block size of 10 mE by 10 mN on 3 m
benches.

This block dimension was confirmed by kriging neighbourhood
analysis and reflects the variability of the deposit as defined by
the current drill spacing and mineralisation continuity
determined from variogram analysis.

Sub-cells to a minimum dimension of 2.5 mE by 2.5 mN by
0.5 mRL were used to represent volume.
Any assumptions behind modelling of
selective mining units.

Selective mining units were not modelled.
Any assumptions about correlation
between variables.

Li2O and Ta2O5are not correlated. Both Li2O and Ta2O5were
estimated independently.

Correlation coefficients for Cs, K, Nb, Rb, P and Sn within the
pegmatites indicate that they are not correlated, except for K
and Rb which have a high positive correlation (0.87). All
variables were analysed and estimated independently.
The process of validation, the checking
process used, the comparison of model
data to drillhole data, and use of
reconciliation data if available.

No production has taken place and thus no reconciliation data
is available.
Moisture Whether the tonnages are estimated on
a dry basis or with natural moisture,
and the method of determination of the
moisture content.

Tonnages have been estimated on a dry basis.
Cut-off
parameters
The basis of the adopted cut-off
grade(s) or quality parameters applied.

A cut-off grade of 0.55% Li2O has been selected to represent the
portion of the resource that may be considered for eventual
economic extraction by a combination of open pit and
underground mining methods.

This cut-off grade has been selected by Liontown Resources in
consultation with Optiro based on current experience and in-
line with cut-off grades applied for reporting of Mineral
Resources of lithium hosted in spodumene bearing pegmatites
elsewhere in Australia.
Mining factors
or
assumptions
Assumptions made regarding possible
mining methods, minimum mining
dimensions and internal (or, if
applicable, external) mining dilution. It
is always necessary as part of the
process of determining reasonable
prospects for eventual economic
extraction to consider potential mining
methods, but the assumptions made
regarding mining methods and
parameters when estimating Mineral
Resources may not always be rigorous.

The mineralisation at Kathleen Valley extends from surface and
would be suitable for open pit mining. High grade
mineralisation is present at depth and would be suitable for
underground mining.

The Kathleen Valley Lithium Project is located in a well-
established mining region and in close proximity to existing
transport, energy and camp infrastructure.

On the basis of these assumptions, it is considered that there
are no mining factors which are likely to affect the assumption
that the deposit has reasonable prospects for eventual
economic extraction.
Metallurgical
factors or
assumptions
The basis for assumptions or predictions
regarding metallurgical amenability. It
is always necessary as part of the
process of determining reasonable
prospects for eventual economic
extraction to consider potential
metallurgical methods, but the
assumptions regarding metallurgical
treatment processes and parameters
made when reporting Mineral
Resources may not always be rigorous.
Three distinct phases of testwork have been conducted for the
Kathleen Valley Project.
2019 Testwork
During 2019, a PFS-level testwork program was conducted at ALS
(Perth) to provide sufficient test data to develop the process design
criteria for the Project. The program was based on a conventional
DMS/Flotation flowsheet and included comminution, heavy liquids
and DMS, flotation and ancillary testwork on a total of 81 core
intercepts from across the three main areas of the deposit.
2020 Testwork
Following the 2019 metallurgical program, an R&D test work
program was carried out at ALS in 2020 with process input from
Lycopodium. Samples from the 2019 program combined with
additional open pit and potential underground-sourced ore were
used. The focus of this work was:

To develop and test a Whole Ore Flotation (WOF) flowsheet;

To establish preliminary grade-recovery curves for both DMS
and WOF flowsheets at a range of composite grades to enable
direct comparisons between each;and

LIONTOWN RESOURCES LIMITED | PAGE 48

Criteria JORC Code explanation Commentary

The testing and development of preliminary flowsheets to
support the recovery of a tantalum concentrate.
This program of work underpinned the 2020 PFS update released
9th October 2020.
2021 DFS metallurgical testwork
Following the 2020 metallurgical program, a substantial testwork
program has again been carried out at ALS in 2021 with process
input from Lycopodium. Samples were collected from potential
underground-sourced ore combined with additional open pit
samples across the whole ore body reflecting variation in both
depth and spatial distribution.
The 2021 test work included:

Mineralogy and Head assays;

Additional Comminution testing;

Magnetic separation to remove ferrous materials with
subsequent gravity concentration to recover tantalum;

Optimisation of the Flotation flowsheet and reagent regime;

Variability testing for both comminution and flotation;

Locked cycle flotation test work;

Bulk flotation to generate tails samples; and

Ancillary tests including thickening, filtration and rheology.
Key results indicate:

Comminution samples were moderately competent with
comminution results indicating a Bond ball work index of 15-18
kwh /t and Axb of about 55.

Grind optimisation of the flotation feed indicated a primary
grind of 180µm gave the best recovery plus size distribution and
was selected for subsequent testwork.

Flotation results indicated a concentrate with a grade of more
than 6% Li2O could be consistently produced.

The WOF process has been tested at a DFS level in the
laboratory with a grade-recovery relationship established for
each identified ore zone.

Variability samples tested in the laboratory showed a
consistent ability to make a concentrate grade of 6% Li2O at an
acceptable recovery.

Using staged recoveries, the overall Ta2O5reporting to
concentrate has been estimated as 40-56% to a grade of 12%
based on preliminary test work. A mineralogical review
indicates potential to produce a 30% Ta2O5concentrate at an
offsite upgrade facility.

Magnetic and gravity separation used to recover tantalum also
reduces already low iron levels in the potential flotation feed.

Preliminary site water tests have indicated that the impact of
site water on flotation may only be minor. Further work is
ongoing.

Vacuum filtration trials have supported previous work
indicating a moisture level as low as 8% is achievable.

Recent testwork on the slime tails has indicated the material
can be thickened in a high-rate thickener. Some minor
modification to flotation tails thickeningisplanned following

LIONTOWN RESOURCES LIMITED | PAGE 49

Criteria JORC Code explanation Commentary
testwork. Previous testwork on rheology is being repeated at
the new grind size.
Testwork has been completed by Mine-Fill Services
evaluating the treatment of tailings for paste fill. Some pre-
treatment is required, and additional equipment has been
included within the flowsheet.
Environmental
factors or
assumptions
Assumptions made regarding possible
waste and process residue disposal
options. It is always necessary as part of
the process of determining reasonable
prospects for eventual economic
extraction to consider the potential
environmental impacts of the mining
andprocessing operation.

Baseline flora and fauna studies have been completed and it is
considered unlikely, given current knowledge that impacts on
conservation
significant
flora,
fauna
and
ecological
communities will result from development of the project.

Further baseline studies are scheduled during the DFS.
Bulk density Whether assumed or determined. If
assumed, the basis for the assumptions.
If determined, the method used,
whether wet or dry, the frequency of
the measurements, the nature, size and
representativeness of the samples.
Discuss assumptions for bulk density
estimates used in the evaluation
process of the different materials.

Bulk density was measured for the May 2020 resource estimate
for 3,873 core samples (including 3,083 samples of pegmatite)
from diamond holes using Archimedes measurements.

The density data overall ranged from 1.74 to 4.38 t/m3and the
density data within the pegmatites has a range of 1.74 to
4.14 t/m3. Outliers were screened out of average density
applied to resource model by Optiro.

A bulk density of 2.71 t/m3was applied to the pegmatite with
spodumene mineralisation within the oxidised horizons and a
value of 2.74 t/m3was applied to the fresh pegmatite with
spodumene mineralisation for tonnage estimation.

A lower density, of 2.51 t/m3, was applied for areas of fresh
pegmatite
that
was
interpreted
to
contain
petalite
mineralisation.

For the pegmatite material that is external to the lithium
mineralisation, a density of 2.64 t/m3was applied within the
oxidised horizons and 2.66 t/m3was applied to the fresh
pegmatite.

Almost 99.5% of the mineralised pegmatite is within the fresh
material.

Data from an additional 293 drill core samples were obtained in
late 2020, which confirmed the average values for the fresh
pegmatite and mafic sequences.
Classification The basis for the classification of the
Mineral Resources into varying
confidence categories.

Mineral Resources have been classified as Measured, Indicated
or Inferred.

In general, the pegmatites that have been tested by drillholes
with a spacing of up to 50 m by 50 m and have high confidence
in the geological interpretation and, having higher estimation
quality, were classified as Measured.

Areas where the drill spacing is up to 60 m by 100 m that have
good confidence in the geological interpretation and where the
majority of block grades were estimated within the first search
(but where the estimation quality is lower than the Measured
areas) were classified as Indicated.

Areas where the drill spacing is up to 60 m by 100 m, that have
good confidence in the geological interpretation and where the
majority of block grades were estimated in the second and third
search passes or in areas of grade extrapolation have been
classified as Inferred.
Whether appropriate account has been
taken of all relevant factors (ie relative
confidence in tonnage/grade
estimations, reliability of input data,
confidence in continuity of geology and
metal values, quality, quantity and
_distribution of the data). _

The Mineral Resource has been classified on the basis of
confidence in geological and grade continuity and taking into
account the quality of the sampling and assay data, data density
and confidence in estimation of Li2O and Ta2O5content (from
the kriging metrics).
Whether the result appropriately
reflects the Competent Person’s view of
the deposit

The assigned classification of Measured, Indicated and Inferred
reflects the Competent Person’s assessment of the accuracy
and confidence levels in the Mineral Resource estimate.
Audits or
reviews
The results of any audits or reviews of
Mineral Resource estimates.

The Mineral Resource has been reviewed internally as part of
normal validation processes by Optiro.

No external audit or review of the current Mineral Resource has
LIONTOWN RESOURCES LIMITED
Criteria JORC Code explanation Commentary
been conducted.
Discussion of
relative
accuracy/
confidence
Where appropriate a statement of the
relative accuracy and confidence level in
the Mineral Resource estimate using an
approach or procedure deemed
appropriate by the Competent Person.

The assigned classification of Measured, Indicated and Inferred
reflects the Competent Person’s assessment of the accuracy
and confidence levels in the Mineral Resource estimate.
The statement should specify whether it
relates to global or local estimates, and,
if local, state the relevant tonnages,
which should be relevant to technical
and economic evaluation.
Documentation should include
assumptions made and the procedures
used.

The confidence levels reflect potential production tonnages on
a quarterly basis, assuming open pit mining.
These statements of relative accuracy
and confidence of the estimate should
be compared with production data,
where available.

No production has occurred from the deposit.

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Section 4 -Estimation and Reporting of Ore

Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground
Mineral
Resource
estimate for
conversion to
Ore Reserves

Description of the Mineral
Resource estimate used as a
basis for the conversion to
an Ore Reserve.

Clear statement as to
whether the Mineral
Resources are reported
additional to, or inclusive of,
the Ore Reserves.
The Mineral Resource Estimate used as a basis for the
conversion to the Ore Reserve was provided in March 2021
with Christine Standing, employee of Optiro, as the
Competent Person. The block model was updated by Optiro in
August 2021 to include Fe2O3.
The total Mineral Resource of 156Mt at 1.4% Li2O and 130ppm
Ta2O5includes: -
• 20 Mt of Measured at 1.3% Li2O and 145ppm Ta2O5,
• 109 Mt of Indicated at 1.4% Li2O and 130ppm Ta2O5; and
• 27 Mt of Inferred at 1.3% Li2O and 113ppm Ta2O5.
The Mineral Resources are reported inclusive of the Ore
Reserve.
As for Open Pit.
Site visits
Comment on any site visits
undertaken by the
Competent Person and the
outcome of those visits.

If no site visits have been
undertaken indicate why this
is the case.
The Competent Person, Mr Allan Earl, visited the proposed
Project site in June 2021. The following observations were
made:

A proportion of the mining lease above, and adjacent to,
the orebody contains areas of cultural significance. Jones
Creek is an ephemeral watercourse which passes over
the North West Flats mining area.

Pegmatite outcrop exists across the site. Drilling core
examined on site was hard and very competent in both
the gabbro hanging wall rock and pegmatite ore zones.

Suitable sites exist for mining infrastructure close to the
plant and further east. The site is easily accessed from
the Goldfields Highway. The proposed waste dump sites
are flat and easily accessed.
Mr Peter O’Bryan of Peter O’Bryan and Associates (POB)
visited the site on 28th September 2019.
As per Open Pit.
Study status
The type and level of study
undertaken to enable
Mineral Resources to be
converted to Ore Reserves.
The 2021 Definitive Feasibility Study (DFS) forms the basis of
the Ore Reserve. The 2021 DFS report was compiled by
Lycopodium on behalf of Liontown with input from: -

Optiro(geology)
As per Open Pit

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground

The Code requires that a
study to at least Pre-
Feasibility Study level has
been undertaken to convert
Mineral Resources to Ore
Reserves. Such studies will
have been carried out and
will have determined a mine
plan that is technically
achievable and economically
viable, and that material
Modifying Factors have been
considered.

Snowden (mine planning)

Lycopodium (metallurgical testwork, process design and
non-process infrastructure)

MBS Environmental (environmental)

Knight
Piesold
(tailings
storage,
hydrology
and
hydrogeology)

Liontown (financial analysis)
The DFS has considered all material modifying factors and has
identified a mine plan that is technically achievable and
economically viable at the concentrate prices assumed.
Cut-off
parameters

The basis of the cut-off
grade(s) or quality
parameters applied.
The Open Pit Ore Reserves are reported at a 0.5% Li2O cut-off
grade. This cut-off is above the theoretical economic cut-off
of 0.35% Li2O and has been adopted as the grade tonnage
curve shows very little material below this grade.
Open pit and underground trade-off studies were undertaken
with the approach as follows:

Development of an optimised open pit designs at a 0.5%
Li2O cut-off grade for Stages 1, 2 and 3 for the early
mining phase

Assessment of flat and vertical underground ore bodies
separately at cut off grades of 0.70%, 0.90%, 1.2% and
1.5% Li2O

Optimised cut-off grade schedules were developed using
the Stage 1, 2 and 3 open pit and remaining
underground; or Stage 1 and 2 open pit only with the
Stage 3 mineralisation included in the underground.
Schedules were run using fixed and variable cut-off
grades to identify the best overall project mine planning
and sequencing strategy. The Stage 1 and 2 open pit-
only, plus underground produced a strategy that
minimized surface disturbance while delivering the
required ramp up and throughput rate. Project value was
maximized usinga decliningunderground cut-offgrade.
The Ore Reserves are reported as material contained within stope designs at
cut off grades ranging from 1.2% Li2O to 0.7% using a declining cut-off grade
strategy. Underground mining targets higher-grade areas early in the mine
schedule to maximize concentrate production. The cut-off grade is lowered
later in the schedule.
A maximum 10% gabbro has been allowed in the stope optimisation process
to minimize Fe2O3content.
Mining
factors or
assumptions

The method and
assumptions used as
reported in the Pre-
Feasibility or Feasibility
The Open Pit andUnderground Ore Reserves are based on a
mine plan that mines pegmatites from open pit and
underground for processing on site to produce a 6%
Detailed mine designs were undertaken in the Deswik.CAD mining software
package, incorporating available geotechnical and practical considerations
and the declining cut-off grade strategy.

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground
Study to convert the Mineral
Resource to an Ore Reserve
(i.e. either by application of
appropriate factors by
optimisation or by
preliminary or detailed
design).

The choice, nature and
appropriateness of the
selected mining method(s)
and other mining
parameters including
associated design issues
such as pre-strip, access, etc.

The assumptions made
regarding geotechnical
parameters (eg pit slopes,
stope sizes, etc), grade
control and pre-production
drilling.

The major assumptions
made and Mineral Resource
model used for pit and stope
optimisation (if
appropriate).

The mining dilution factors
used.

The mining recovery factors
used.

Any minimum mining widths
used.

The manner in which
Inferred Mineral Resources
are utilised in mining studies
and the sensitivity of the
outcome to their inclusion.

The infrastructure
requirements of the selected
mining methods.

spodumene concentrate (SC6.0) for export via the Geraldton
port.
The open pits are constrained to the south of Jones Creek and
clear of areas of cultural significance. The open pit mine
planning includes stage designs to access the portal positions,
final designs, mine scheduling and cost estimation.
A conventional open pit mining method using excavators
and rigid dump trucks was selected as the preferred mining
method. Experienced mining contractors will undertake all
aspects of the mining operation. Supervision, grade control
and planning will be undertaken by an owner’s team.
All material will be blasted. Bulk waste will be blasted on
6m and 12m benches and the ore zones will be blasted on
6m benches and mined in two or three flitches for greater
selectivity with ore delivered to blend fingers on the ROM
pad. Drill spacing and power factors are based on blasting
studies undertaken by Orica using rock property
parameters provided POB.
Open pit geotechnical guidance was provided by POB with an
allowance for ramps on the footwall and geotechnical berms
on the hanging walls. Where present highly weathered, weak
near-surface materials merge into fractured transitional to
slightly weathered rock and encounter fresh rock at≤20m
depth, typically at≤15m below surface. Standing
groundwater lies at ~ 15m to 20m below the natural surface.
Base case geotechnical design parameters for open pit walls
have been based on information derived from 15 fully cored
boreholes and reference to geological logs from over one
hundred reverse circulation (RC) boreholes drilled in the
prospective open pit mining area of the deposit.
Recommended base case wall design parameter limits for all
walls in the proposed Kathleen Valley open pit are:
Face height
6m
Surface to 514mRL
12m
514mRL to 502mRL
18m
502mRL to 484mRL
The Kathleen Valley gabbros and spodumene-bearing pegmatites are
massive, and rock mass quality is consistently very good, allowing the
consideration of mass mining methods in the steeper and wider orebodies.
Underground operations are expected to be carried out in essentially dry
ground conditions. The deepest mining planned is at ~440m below surface.
The underground mining area consists of two main mining areas, the Mt
Mann steeply dipping ore domains, located underneath and to the south-
west of the open pit, and the North-West Flats, which are stacked, flat
dipping overlaid lodes located to the north-west of the property.
Due to the significant variation in dip and orebody width across the mining
areas, three different mining methods have been selected. The steeply
dipping Mt Mann orebodies will be mined by transverse longhole open
stoping as a series of primary and secondary stopes mined from bottom-up.
Cemented paste backfill (paste fill) will be used to stabilize the workings and
to provide a working surface. Stope dimensions will be typically 35 m (along
strike) by 30 m (across strike) by 30 m levels (floor to floor).
The North West Flats has been divided into 100 m x 100 m stope blocks. Each
stope block is separated by a regular grid of regional pillars. The width of the
regional pillars is 0.7 * stope height.
In the North West Flats area, where the orebody width is greater than about
8m, longitudinal retreat open stoping with paste fill will be used. Stopes will
typically be 20 m wide and 100 m long and mined over the full height of each
lode.
Where lodes are <10 m apart vertically, stopes have either been combined
with the inclusion of gabbro waste, or only the higher value lode has been
extracted.
In narrower areas of the North West Flats, where stope widths are less than
about 7 m, room and pillar (R&P) stoping, without paste fill, will be used.
R&P stopes are a minimum 4 m high.

LIONTOWN RESOURCES LIMITED | PAGE 54

Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground
24m
below 484mRL
Face angle
70°
surface to 484mRL
80°
below 484mRL
Berm width
5m
for 6m high batters
6m
for 12m high batters
8m
for 18m high batters
10m
for 24m high batters
For the open pit, the model was diluted by regularisation to a
SMU size of 5 m x 5 m x 3 m. No additional mining recovery
factors were applied.
Only Measured and Indicated material were used in reporting
of Ore Reserves. Inferred material was treated as waste in the
two. The LOM schedule included a total of 0.1 Mt of Inferred
material within the open pit.
These mining methods provide a good balance of economic recovery of the
resource, while taking advantage of the very good ground strength at
Kathleen Valley.
The Mt Mann mining sequence is bottom up within each stoping panel,
generally three or four stopes high. The overall panel sequence is top down.
Stopes will be mined in a primary-secondary sequence. The lower 15m of
the bottom stope of each panel will be filled with a higher strength paste fill
to maintain geotechnical stability when the lower panel is undercut. Stopes
will be mined from hangingwall to footwall.
In the North West Flats paste fill is used to maintain geotechnical stability in
the wider stopes.
The use of fill in the open stopes avoids the need for pillars in the Mt Mann
area. Regional pillars are required in the North West Flats.
Access to the mine, for personnel, equipment and ore haulage, will be via a
main surface portal and two in-pit portals.
Stope designs were based upon design parameters derived by empirical
methods by POB as summarized in the table below. Sub-level intervals and
hence stope heights were selected to maintain stable hydraulic radii,
balanced with what would be achievable by production drilling with an
acceptable level of accuracy. Room and pillar designs were also derived using
empirical methods by POB.

LIONTOWN RESOURCES LIMITED | PAGE 55

Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground Commentary - Underground Commentary - Underground
Area Dip Mining
Method
Orebody
Thickness
Stope Length x
Width
Stope
Height
Pillar
Dimensions
Mt
Mann
Steep
to mod.
Long-hole
Open
Stoping
<30 m 30m x 35m Single lift
30m
Stopes
to
be filled to
avoid pillars
North-
West
Lodes
Shallow Long-hole
Open
Stoping
7 m – 35 m 20m x 20m 7
m

35m
Room
and
Pillar
4 m – 7 m 20m x 25m 7m 5m x 6.25m

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground
The minimum mining width used depended on the mining area and method.
The minimum mining width for the project is 5m, which comprises a 4m
orebody width and 0.5m of dilution in both hangingwall and footwall.
Inferred material was optimised, designed and scheduled. Stopes have been
classified on a dominant resource category basis, where the dominant
resource category for the stope is reported as the resource category for the
entire stope. Stopes that have a dominant resource category of Inferred are
not reported as part of the Ore Reserves.
The recovered Li2O concentrate tonnage incorporates the grade/recovery
curves were provided by Lycopodium for the three mining areas; the open
pit, Mt Mann underground and North West Flats underground.
The base case schedule for the DFS includes 14.2 Mt of Inferred material at
1.1% Li2O. The Inferred material has been included in the base case schedule
on the basis that it is contiguous with the surrounding Indicated
mineralisation, and forms part of the overall extraction sequence for that
area of the deposit. The bulk of Inferred material is scheduled from 2029 to
2038 where it makes up, on average, less than 0.5 Mtpa. After 2029 the
amount of Inferred material ramps up to about 2Mtpa by the end of the mine
life.
Metallurgical
factors or
assumptions

The metallurgical process
proposed and the
appropriateness of that
process to the style of
mineralisation.

Whether the metallurgical
process is well-tested
technology or novel in
nature.

The nature, amount and
representativeness of
metallurgical test work
undertaken, the nature of
the metallurgical domaining
applied and the
corresponding metallurgical
recovery factors applied.

Any assumptions or
allowances made for
deleterious elements.
Three distinct phases of testwork were conducted for the
Kathleen Valley Project in both 2019, 2020 and 2021. The
Initial work resulted in the development of a DMS-Flotation
flowsheet which was revised in June 2020 to a Whole Ore
Flotation flowsheet.
Following the 2020 metallurgical program, a substantial
testwork program has again been carried out at ALS in 2021
with process input from Lycopodium. Samples were collected
from potential underground-sourced ore combined with
additional open pit samples across the whole ore body
reflecting variation in both depth and spatial distribution.
The 2021 test work included:

Mineralogy and Head assays;

Additional Comminution testing;
As for Open Pit.

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground

The existence of any bulk
sample or pilot scale test
work and the degree to
which such samples are
considered representative of
the orebody as a whole. For
minerals that are defined by
a specification, has the ore
reserve estimation been
based on the appropriate
mineralogy to meet the
specifications?
Environmental

The status of studies of
potential environmental
impacts

Magnetic separation to remove ferrous materials with
subsequent gravity concentration to recover tantalum;

Optimisation of the Flotation flowsheet and reagent
regime;

Variability testing for both comminution and flotation;

Locked cycle flotation test work;

Bulk flotation to generate tails samples; and

Ancillary tests including thickening, filtration and
rheology.
Key results indicate:

Comminution samples were moderately competent
with comminution results indicating a Bond ball work
index of 15-18 kwh /t and Axb of about 55.

Grind optimisation of the flotation feed indicated a
primary grind of 180µm gave the best recovery plus size
distribution and was selected for subsequent testwork.

Flotation results indicated a concentrate with a grade of
more than 6% Li2O could be consistently produced.

The WOF process has been tested at a DFS level in the
laboratory
with
a
grade-recovery
relationship
established for each identified ore zone.

Variability samples tested in the laboratory showed a
consistent ability to make a concentrate grade of 6%
Li2O at an acceptable recovery.

Using staged recoveries, the overall Ta2O5reporting to
concentrate has been estimated as 40-56% to a grade of
12-15% based on preliminary test work. A mineralogical
review indicates potential to produce a 30% Ta2O5
concentrate at an offsite upgrade facility.

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground

Magnetic and gravity separation used to recover
tantalum also reduces already low iron levels in the
potential flotation feed.

Preliminary site water tests have indicated that the
impact of site water on flotation may only be minor.
Further work is ongoing.

Vacuum filtration trials have supported previous work
indicating a moisture level as low as 8% is achievable.

Recent testwork on the slime tails has indicated the
material can be thickened in a high-rate thickener. Some
minor modification to flotation tails thickening is
planned following testwork. Previous testwork on
rheology is being repeated at the new grind size.
Grade/recovery curves were developed for the open pit, Mt
Mann and North West Flats mining areas which were
incorporated into the process schedule to calculate the
quantity of SC6.0 concentrate produced in each month.
Recovery Assessment
The Kathleen Valley Lithium-Tantalum DFS testwork program
is based on a total of 140 multi-stage flotation tests. These
were spread over three main composites and 21 variability
composites. The tests were a combination of roughing, single
and two stage cleaning as well as seven locked cycle tests and
seven larger scale tests to generate bulk tails for downstream
testing. The recovery data has been used to predict recovery
with head grade in a two-stage process:
Stage 1
The batch data has been used to generate recovery equations
relating head grade to recovery for use in the process plant
production schedule. The data has been filtered to remove
tests where the variable tested has shown a significant
deviation such as reduced collector or change in grind size.
Regressions were developed for each of the three composites.
Stage 2
Past experience with locked cycle tests that incorporate
recycled water have shown in some cases a reduction in

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground
performance from the batch to locked cycle. A review of the
grade recovery curves for locked cycle to batch tests shows a
change in shape, which has biased the expected performance
and this has been addressed by applying a penalty to the batch
grade/recovery equation.
Comparison of the batch and locked cycle tests showed a
displacement in recovery curve for the Mount Mann and Open
Pit samples. The North West sample was closely aligned with
the batch tests. Based on this displacement an adjustment
was made to the Mount Mann recovery calculation and the
Open Pit recovery calculation. Three regression equations
were developed and used in the process schedule.
Geochemical characterisation of waste rock in 2020 was
undertaken with representative samples (70 fresh rock, 24
oxide and transitional waste and 4 low grade ore samples)
assessed for potential for saline, neutral or acid and
metalliferous drainage (AMD) as well as other general
geochemical properties. Several minor pockets of potentially
acid forming (PAF) material was identified to be present in the
dolerite gabbro and contact zone waste rock materials of the
Mt Mann mine area.
Provided parcels of PAF material originating from the dolerite
gabbro and contact zone mine wastes are managed
appropriately, there is a low risk of fresh waste rock adversely
impacting groundwater and surface water quality via seepage
or run-off from rainfall.
Characterisation of tailings generated by metallurgical
testwork has been completed. Samples were assessed for
potential of saline, neutral or acid and metalliferous drainage
(AMD) as well as other general geochemical and some
physical properties. Results indicate tailings are unlikely to
pose risk to the environment and as such do not require
specialized storage facilities.

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground
Further work was undertaken by Knight Piésold in 2021 as part
of the DFS did not identify significant variance to the works
performed as part of the PFS detailed above.
Infrastructure
The existence of appropriate
infrastructure: availability of
land for plant development,
power, water,
transportation (particularly
for bulk commodities),
labour, accommodation; or
the ease with which the
infrastructure can be
provided, or accessed.
The Project is well served by existing infrastructure with the
Goldfields Highway which runs adjacent to the Project. There
is a 132 kV powerline (5 km to the West) and the goldfields
gas pipeline (11 km to the East).
The process plant and waste stockpiles can be constructed on
existing mining licenses.
Boreholes have been proposed for water supply. Modelling
and site-based pumping trials provides confidence that
sufficient available bore water of good quality is available
from within the Liontown tenements and regional sources.
Site facilities such as camp accommodation and facilities,
sewerage plant, processing plant, maintenance facilities, and
tailings storage will be required.
Other surface facilities will include a paste fill plant (required
for
underground
mining),
power/water
reticulation,
ventilation fans to support underground mining activities, a
ROM pad, haul roads, areas for Contractor built/supplied
workshops and other Contractor facilities. Lithium
concentrate can be transported via the Goldfields Highway to
the Port of Geraldton, for shipment overseas.
Concentrate can be trucked on sealed roads from site to the
port of Geraldton where an environmental license would be
required to export the SC6.0 – due to the benign nature of the
product, approval is unlikely to be withheld.
The study assumes a camp will be constructed on an
exploration license that is subject currently to conversion to a
mining license application.
Paste fill plant - The flotation tailings will have a relatively coarse particle size
distribution (PSD) which requires additional grinding for paste fill purposes. An
additional fine grinding mill was added to the flowsheet and capital budget as
part of the DFS to achieve this. The option of using hydraulic fill was not
pursued, primarily because of the safety concerns, the requirement for higher
binder additions and the need to handle large volumes of percolated water.
Four sets of paste fill rheology and UCS testwork and three sets of filtration
testwork were carried out. From the testwork results it is believed that by
optimising the regrind of the tailings, a suitable paste fill tailings will be
produced.
It is planned to initially install a single paste fill plant complete with a 158m2
vacuum belt filter, sited south of Jones Creek and above Mt Mann. This plant
will be sized for 194-241tph (solids) at 60% utilisation and will reticulate to
most of the Mt Mann stopes by gravity. This plant will be required to be
operational by early 2026.
To provide fill to the shallow Mt Mann stopes (that are further away), the paste
fill will be pumped on surface to the borehole collar. Likewise, to provide fill to
the North West Flats area, the paste fill will be pumped on surface to the
borehole collar or collars.
This initial Plant (Mt Mann Plant) will provide paste fill to both mining areas as
underground production ramps up to 2.5Mtpa. A second, identical, parallel
plant to service the North West Flats will be constructed to come into
operation as the mine ramps up to 4Mtpa. Once commissioned, each plant will
run at 194tph at 60% utilisation. Reticulation will then be two parallel systems
each at 194tph, with the nearer, deeper stopes being filled by gravity. Paste
fill will be pumped on surface to boreholes sited above shallow, further stopes.
Ventilation - The overall primary airflow requirement for the project that will
satisfy statutory diesel dilution criteria for the peak fleet is estimated to be
1100m3/s. The airflow requirement to satisfy mining activity is 1,500m3/s.
With a ventilation on demand (VoD) strategy in place the airflow requirements
will be as follows for the different mining areas:

Mt Mann
750m3/s

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground
The mine is location within driving distance of Kalgoorlie and
the region is serviced by regular charter flights to Mt Keith and
Leinster from Perth.

North West Flats
750m3/s.
The overall design airflow allocation of 1,500m3/s will satisfy the diesel
requirements and provide sufficient airflow for mining activity. The
underground mine has a large footprint with several available working areas
and therefore VoD is essential to ensure the available airflow is distributed
efficiently. VoD can reduce primary airflow needs by as much as 25%. Without
VoD it is estimated that the peak airflow demand could be as high as
1,800m3/s. At the shallow depth of mining refrigerated air cooling will not be
required.
The primary fan stations will be located underground and will be either axial
or mixed flow fans. The basis of the fan station selection considers:

Environmental and culturally sensitive surface land areas make UG fan
stations the preferred selection as they have a lower surface footprint
and are less visible as there is no tall fan and fan ducting; and

The close vicinity of the mine site accommodation, UG fans are preferred
to manage noise levels.
Communications - It is planned to provide extensive communications and data
systems for to open pits and underground. This will include communications
and data infrastructure covering the whole surface and underground
operations, and installed progressively as the mine develops, and a mining
operations control room and data capture and backup.
Dewatering - The anticipated water inflow into the open pits and underground
is expected to be low – typically 10-20 L/sec (to a maximum 50 L/sec) and it is
anticipated that with progressive mining there will be an increasing dewatered
cone and drop in pumping requirements.
Electrical - The underground electrical equipment is comprised of electrically
powered production equipment (development jumbos, production drill rigs,
diamond drills and raiseborers), auxiliary ventilation fans, pump stations,
sump pumps (1,000V) and 240V supply for lighting and general services.
Provision is also made to charge battery powered mobile vehicles (LHDs, trucks
and drill rigs) that are predicted to replace the initial diesel- powered units
during the life of mine.
Costs
The derivation of, or
assumptions made,
Mining costs are based on a non-binding schedule of rate from
three open pit contractors and five underground contractors.
As for Open Pit.

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground
regarding projected capital
costs in the study.

The methodology used to
estimate operating costs.

Allowances made for the
content of deleterious
elements.

The source of exchange
rates used in the study.

Derivation of transportation
charges.

The basis for forecasting or
source of treatment and
refining charges, penalties
for failure to meet
specification, etc.

The allowances made for
royalties payable, both
Government and private
The capital cost estimate has been based on a mechanical
equipment list with pricing for major equipment together with
recent database rates for bulks such as concrete and steel.
Electrical and earthworks were estimated separately.
Operating cost estimates were based on quotes for
consumables and a benchmarked salary schedule. Other costs
have been supplied by Liontown and from Lycopodium
database.
A sequential magnetic separation and gravity circuit has been
included in the process flowsheet to concentrate tantalum
and to also remove iron which is considered deleterious in the
final concentrate.
Forecast exchange rates for USD: AUD were sourced from a
third party providing long term forecasts with a range of 0.65
to 0.80 (excluding outliers). Liontown has assumed 0.73 as its
life of mine exchange rate.
Haulage and ship loading costs were provided by an
established haulage company that currently provides
stevedoring services at the port of Geraldton. Port costs were
obtained from the Port of Geraldton. Estimated shipping costs
were used to determine CIF costs to potential off-takers.
The following government royalties and private royalties have
been included in the financial analysis as detailed below:
• WA state Royalty - 5% gross sales
• Third Party private royalty - 2% gross sales. This does not
include ore sourced from exploration license E36/879
(Mining license application M36/696).
• Tjiwarl Native title royalty
Revenue
factors

The derivation of, or
assumptions made
regarding revenue factors
including head grade, metal
or commodity price(s)
exchange rates,
SC6.0 is not currently sold on exchange traded markets and is
largely transacted under contractual arrangements between
the mining company and its customers.
As for Open Pit.

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground
transportation and
treatment charges,
penalties, net smelter
returns, etc.

The derivation of
assumptions made of metal
or commodity price(s), for
the principal metals,
minerals and co-products.
Consistent with the PFS, Liontown has utilised the services of
leading industry commodity forecasting experts Roskill for its
price forecast assumptions for 6% grade spodumene
concentrate (SC6.0 specification) applied in the DFS.
Roskill has provided annual forecast pricing through to 2041
on a real, US$/dmt CIF China basis for “Spot” prices. For the
purposes of the DFS, Roskill’s forecast annual spot price has
been adopted (years 2024 to 2041). Liontown has assumed
that it is reasonable to use the 2041 price as the basis from
2042 - 2046). The weighted average SC6.0 selling price in the
DFS considering the volume and timing of SC6.0 sales is
US$1,422 /dmt CIF China (or US$1392/dmt FOB).
Liontown has adjusted Roskill’s CIF China prices to an FOB
Geraldton price by deducting US$30 per tonne to reflect the
estimated long-term costs of shipping to China from Australia
as the ultimate destination of SC6.0 produced from the
Kathleen Valley Project is not known at this stage.
Future production from Kathleen Valley remains 100%
uncommitted
to
maintain
maximum
flexibility
and
independence over project funding and development options.
For the purposes of the DFS, it has been assumed that
Liontown will sell 100% of its production on arm’s length
terms to unrelated parties on a yearly basis.
The Company has received strong levels of interest from
parties who have expressed interest in off-take, giving
Liontown confidence in its ability to execute its off-take
strategy. Discussions with potential customers are proceeding
on the basis that the price of SC6.0 will be determined with
reference to the lithium hydroxide spot price, the objective of
which is to achieve an outcome that is at least as favourable
as the spot spodumene price, as it ensures that Liontown
captures its fair share of the convertor margin.
Like SC6.0, tantalum concentrate is not currently sold on
exchange traded markets and is transacted under contractual

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground
arrangements between the mining company and its
customers.
Liontown has again utilised the services of Roskill for its price
forecast assumptions for tantalum concentrate as applied in
the DFS.
Roskill has provided a forecast price through to 2041 on a real,
US$/lb CIF China basis for “Arm’s Length” pricing.
At this stage future tantalum concentrate production from
Kathleen Valley remains 100% uncommitted to maintain
maximum flexibility over project funding and development
options. For the purposes of the DFS, it has been assumed that
Liontown will sell 100% of its production on arm’s length
terms to unrelated parties on a yearly basis.
Roskill provided an average price of US$84/lb CIF China for
2024 to 2041. Liontown has assumed it reasonable to use the
2041 price as the basis from 2042 - 2046). The weighted
average tantalum selling price in the DFS considering the
volume and timing of tantalum sales is US$84/lb CIF China.
Liontown has adjusted Roskill’s CIF China prices to an FOB
Fremantle price by deducting US$0.15 per pound to reflect
the estimated costs of shipping to China from Australia as the
ultimate destination of tantalum concentrate produced from
the Kathleen Valley Project is not known at this stage.
No penalties for contaminants were assumed or considered
applicable for either Spodumene or Tantalum products.
Market
assessment

The demand, supply and
stock situation for the
particular commodity,
consumption trends and
factors likely to affect supply
and demand into the future.

A customer and competitor
analysis along with the
identification of likely
Demand for lithium is forecast to increase significantly over
the next decade driven using lithium ion batteries in
automotive applications. With continued strong demand and
consumption growth, a supply deficit is expected to occur in
the early-mid-2020’s.
Tantalum is used in high performance capacitors, superalloys
and other applications consumed widely in aerospace,
militaryand consumer electronics.
As for Open Pit.

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground
market windows for the
product.

Price and volume forecasts
and the basis for these
forecasts.

For industrial minerals the
customer specification,
testing and acceptance
requirements prior to a
supply contract.
Tantalum is a critical material for high performance
applications, but global production is relatively small and
limited to a few key regions and producers.
With ongoing electrification of homes and vehicles, tantalum
should play an increasingly important role from ensuring
safety in autonomous vehicles to maintaining performance in
the next generation of electrical devices and communications
technology. While capacitors will remain the largest
application (accounting for around 36% of the 2.4kt Ta of
estimated demand in 2019), the largest growth will come from
chemical applications and tantalum mill products.
Supply-side disruptions have traditionally had the biggest
impact on concentrate price trends in recent years, including
the introduction of the Dodd-Frank Act in 2010, the fire at
AMG’s Brazilian Mibra operation in 2017, and more recently,
variance in Australian by-product supply.
A customer and competitor analysis was not undertaken
however market windows for the product have been
considered with pricing forecasts also provided by Roskill.
Economic
The inputs to the economic
analysis to produce the net
present value (NPV) in the
study, the source and
confidence of these
economic inputs including
estimated inflation, discount
rate, etc.

NPV ranges and sensitivity
to variations in the
significant assumptions and
inputs
An 8% real discount rate (using industry standard assumptions
in calculating a WACC) has been utilised to determine the NPV
for the Kathleen Valley Project.
A range of sensitivities to significant assumptions and inputs
has been provided in the body of this announcement including
spodumene prices, exchange rates, metallurgical recoveries,
lithium grade, capex and opex.
As for Open Pit.
Social
The status of agreements
with key stakeholders and
matters leading to social
licence to operate.
The Tjiwarl People are Traditional Owners of the area that
actively overlays the Project. The Project area is largely
located on granted mining leases and Liontown has signed a
Heritage Agreement with the Tjiwarl People relating to
exploration activities.
As for Open Pit.

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground
The Company recognises the importance of the Tjiwarl Native
Title Holders (the Tjiwarl), who have been recognised by the
Federal Court of Australia to hold the common law native title
of the area covered by the Company’s Kathleen Valley
tenements, to the success of the future operation at Kathleen
Valley and, as such, a formal Native Title Agreement (NTA) for
the Project has been pursued concurrently with the DFS.
As announced on 5th, November 2021, the Company has been
advised by the Tjiwarl (Aboriginal Corporation) RNTBC (Tjiwarl
AC) that the Tjiwarl have provided their consent for the
signing of the Kathleen Valley Project Native Title Agreement
(NTA). With documentation being finalised, arrangements are
now underway to organise an official signing ceremony on the
17th November to commemorate the parties having reached
agreement.
Other
To the extent relevant, the
impact of the following on
the project and/or on the
estimation and classification
of the Ore Reserves:

Any identified material
naturally occurring risks.

The status of material legal
agreements and marketing
arrangements.

The status of governmental
agreements and approvals
critical to the viability of the
project, such as mineral
tenement status, and
government and statutory
approvals. There must be
reasonable grounds to
expect that all necessary
Government approvals will
be received within the
timeframes anticipated in
the Pre-Feasibility or
Feasibility study. Highlight
and discuss the materiality
There are no obvious or likely naturally occurring risks that
have been identified or which may negatively impact the
Project or Project area.
Liontown is a 100% owner of the deposit and has not entered
into
any
arrangements
regarding
future
off
take
arrangements.
All statutory government agreements permits and approvals
commensurate to the status of the Project are current and in
good order.
A mining license application has been submitted on the
16/6/20 to convert part of exploration tenement E36/879
(mining lease application # M36/696) on which a portion of
the underground reserve and likely solar farm plus
accommodation camp will be sited.
Timeframes for Agreements relevant to the 2021 DFS were
handled appropriately and have not put the Project at risk.

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground
of any unresolved matter
that is dependent on a third
party on which extraction of
the reserve is contingent.
Agreement timeframes in respect to the Project will be
handled with similar accord so as not to put the future studies
and Project development at risk also.
Classification
The basis for the
classification of the Ore
Reserves into varying
confidence categories.

Whether the result
appropriately reflects the
Competent Person’s view of
the deposit.

The proportion of Probable
Ore Reserves that have been
derived from Measured
Mineral Resources (if any).
Proved Ore Reserves were determined from Measured
Resource material and Probable Ore Reserves were
determined from Indicated Resource material as per the
guidelines.
These results reflect the Competent Person/s view of the
deposit. Probable Ore was derived from Indicated material
only.
The underground Ore Reserve has been classified as a Probable Ore Reserve.
There is about 5.8 Mt of Measured Mineral Resource which has been classified
as a Probable Ore Reserve. This classification reflects the uncertainties
associated with the underground mining Modifying Factors and a lower degree
of confidence in the Ore Reserves than in the corresponding Measured
Mineral Resources. The classification does not imply a reduction in the level
of geological knowledge or confidence. The Competent Person recognises that
no underground mining has taken place at Kathleen Valley and there are no
comparable operating underground lithium mines in Australia that could be
used to benchmark dilution and ore loss factors. This uncertainty may be
reduced once underground mining commences and reconciliation data
becomes available.
These results reflect the Competent Person/s view of the deposit.
Audits or
reviews

The results of any audits or
reviews of Ore Reserve
estimates.
The Ore Reserve estimate has been peer reviewed internally
by Snowden.
As for Open Pit.
Discussion of
relative
accuracy/
confidence

Where appropriate a
statement of the relative
accuracy and confidence
level in the Ore Reserve
estimate using an approach
or procedure deemed
appropriate by the
Competent Person. For
example, the application of
statistical or geostatistical
procedures to quantify the
relative accuracy of the
reserve within stated
confidence limits, or, if such
an approach is not deemed
appropriate, a qualitative
discussion of the factors
which could affect the
The open pit Ore Reserve estimate is an outcome of the 2021
DFS with geological, mining, metallurgical, processing,
engineering, social, environmental, marketing and financial
considerations.
Engineering and cost estimations have been completed to a
+/-15% level of accuracy, consistent with a study of this
nature.
Liontown’s financial model estimated a post-tax NPV8%of
approx.A$4.2B, and IRR of 57%,which demonstrates that the
Project is economic at forecast prices.
Sensitivity analysis undertaken during the open pit and
underground optimisation demonstrates that:

Overall open pit size is insensitive to costs or slope
changes and mildlysensitive toprice and recovery.
The underground Ore Reserve estimate is an outcome of the 2021 DFS with
geological,
mining,
metallurgical,
processing,
engineering,
social,
environmental, marketing and financial considerations. Engineering and cost
estimations have been completed to a +/-15% level of accuracy, consistent
with a study of this nature.
The combined open pit and underground financial model demonstrates that
the Project is economic at the Ore Reserve forecast price which are lower than
the Project forecast prices (see open pit).
Sensitivity analysis undertaken during the underground optimisation
demonstrates that the chosen inventory is:

Is sensitive to the cut-off grade strategy applied

Is sensitive to the amount of gabbro dilution allowed

is relatively insensitive to costs or dilution changes and mildly sensitive to
price and recovery.

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Criteria JORC Code explanation Commentary – Open PIt Commentary - Underground
relative accuracy and
confidence of the estimate.

The statement should
specify whether it relates to
global or local estimates,
and, if local, state the
relevant tonnages, which
should be relevant to
technical and economic
evaluation. Documentation
should include assumptions
made and the procedures
used.

Accuracy and confidence
discussions should extend to
specific discussions of any
applied Modifying Factors
that may have a material
impact on Ore Reserve
viability, or for which there
are remaining areas of
uncertainty at the current
study stage.

It is recognised that this may
not be possible or
appropriate in all
circumstances. These
statements of relative
accuracy and confidence of
the estimate should be
compared with production
data, where available.

Open pit ore tonnes recoverable are moderately
sensitive to dilution, ore loss and recovery and slightly
sensitive to costs or slope angles.

Discounted cash flow for the Project is highly sensitive to
parameters that directly affect revenue (i.e. commodity
prices, recovery and exchange rate) and far less so to
other parameters.
The low sensitivity to cost variations provide reasonable
confidence in the Ore Reserve estimate. However, there is no
guarantee that the price assumption, while reasonable, will be
achieved.

Discounted cash flow for the Project is highly sensitive to parameters that
directly affect revenue (i.e. commodity prices, recovery and exchange
rate) and far less so to other parameters.
The low sensitivity to cost variations provide reasonable confidence in the Ore
Reserve estimate. However, there is no guarantee that the price assumption,
while reasonable, will be achieved.

LIONTOWN RESOURCES LIMITED | PAGE 69