MAMMOTH MINERALS LIMITED — Proxy Solicitation & Information Statement 2024

Jul 9, 2024

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Firetail Resources Limited ACN 651 057 822

Notice of General Meeting and Explanatory Memorandum

Time and date

11.00am (AWST) on 8 August 2024

Location

Level 8, London House, 216 St Georges Terrace, Perth WA 6000

The Notice of General Meeting should be read in its entirety. If Shareholders are in doubt as to how to vote, they should seek advice from their suitably qualified advisor prior to voting.

Should you wish to discuss any matter, please do not hesitate to contact the Company Secretary by telephone on +61 08 9481 0389.

Independent Expert’s Report : Shareholders should carefully consider the Independent Expert’s Report prepared for the purpose of the Shareholder approval required under Resolution 1. The Independent Expert’s Report opines on the fairness and reasonableness of the issue of the Consideration Shares to the Vendor the subject of Resolution 1 to non-associated Shareholders. The Independent Expert has determined the transactions the subject of Resolution 1 to be not fair but reasonable to non-associated Shareholders .

The Independent Expert’s Report is available on the Company's website at https://www.firetailresources.com.au/ . Shareholders may also request a hard copy of the Independent Expert’s Report at no cost to the holder by contacting the Company on +61 08 9481 0389.

Shareholders are urged to vote by lodging the Proxy Form

Firetail Resources Limited ACN 651 057 822 (Company)

Notice of General Meeting

Notice is hereby given that a general meeting of Shareholders of Firetail Resources Limited (ACN 651 057 822) will be held at Level 8, London House, 216 St Georges Terrace, Perth WA 6000 on 8 August 2024 at 11.00am (AWST) ( Meeting ).

The Explanatory Memorandum provides additional information on matters to be considered at the Meeting. The Explanatory Memorandum and the Proxy Form form part of the Notice.

The Directors have determined pursuant to regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered as Shareholders on 6 August 2024 at 11.00am (AWST). Terms and abbreviations used in the Notice are defined in Schedule 1.

Agenda

1 Resolution

Resolution 1 – Approval of issue of Consideration Shares to York Harbour

Metals Inc.

To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the following:

‘That, subject to Resolution 4 being passed, for the purposes of Item 7 of section 611 of the Corporations Act, and for all other purposes, Shareholders approve the issue of up to 175,000,000 Consideration Shares to York Harbour Metals Inc. (or its nominees) as part of the consideration for the Acquisition, resulting in York Harbour Metals Inc. and its Associates acquiring a Relevant Interest in the Company exceeding 20%, on the terms and conditions in the Explanatory Statement accompanying this Notice.’

Independent Expert’s Report : Shareholders should carefully consider the Independent Expert’s Report set out in Schedule 2 which concludes that the issue of the Consideration Shares to the Vendor as contemplated by Resolution 1 is not fair but reasonable to nonassociated Shareholders.

Resolution 2 – Ratification of issue of Tranche 1 Placement Shares

To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the following:

'That, for the purposes of Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 22,325,000 Tranche 1 Placement Shares issued under Listing Rule 7.1 on the terms and conditions in the Explanatory Memorandum.’

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Resolution 3 – Approval of issue of Tranche 2 Placement Shares to Director

To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the following:

‘That, pursuant to and in accordance with Listing Rule 10.11 and for all other purposes, Shareholders approve the issue of up to 2,000,000 Tranche 2 Placement Shares to Brett Grosvenor (or his nominees) on the terms and conditions in the Explanatory Memorandum.’

Resolution 4 – Approval of issue of Advisor Securities

To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the following:

'That, subject to Resolution 1 being passed, pursuant to and in accordance with Listing Rule 7.1 and for all other purposes, Shareholders approve the issue of up to 25,000,000 Advisor Shares and 25,000,000 Advisor Options to the Advisor (or its nominees) on the terms and conditions in the Explanatory Memorandum.’

Resolution 5 – Approval of issue of Lead Manager Shares

To consider and, if thought fit, to pass with or without amendment, each as an ordinary resolution the following:

'That, pursuant to and in accordance with Listing Rule 7.1 and for all other purposes, Shareholders approve the issue of 1,934,163 Lead Manager Shares to the Lead Manager (or its nominees) on the terms and conditions in the Explanatory Memorandum.’

2 Voting exclusions

Pursuant to the Listing Rules, the Company will disregard any votes cast in favour of:

• (a) Resolution 2 : by or on behalf of a person who participated in the issue of the Tranche 1 Placement Shares, or any of their respective associates, or their nominees.

• (b) Resolution 3 : by or on behalf of Brett Grosvenor (or his nominees), and any other person who will obtain a material benefit as a result of the issue of these Tranche 2 Placement Shares (except a benefit solely by reason of being a Shareholder), or any of their respective associates.

• (c) Resolution 4 : by or on behalf of the Advisor (or its nominees), and any person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue of the Advisor Securities (except a benefit solely by reason of being a Shareholder), or any of their respective associates.

• (d) Resolution 5 : by or on behalf of the Lead Manager (or its nominees), and any person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue of the Lead Manager Shares (except a benefit solely by reason of being a Shareholder), or any of their respective associates.

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3 Voting prohibition

Resolution 1 : In accordance with Item 7(a) of section 611 of the Corporations Act, a vote on this Resolution must not be cast by:

• (a) the person proposing to make the acquisition and their Associates; or

• (b) the persons (if any) from whom the acquisition is to be made and their Associates.

Accordingly, the Company will disregard any votes cast in favour of the Resolution by York Harbour Metals Inc. or any of its Associates.

BY ORDER OF THE BOARD

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Craig McNab Company Secretary Firetail Resources Limited Dated: 10 July 2024

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Firetail Resources Limited ACN 651 057 822 (Company)

Explanatory Memorandum

1. Introduction

The Explanatory Memorandum has been prepared for the information of Shareholders in connection with the business to be conducted at the Meeting to be held at Level 8, London House, 216 St Georges Terrace, Perth WA 6000 on 8 August 2024 at 11.00am (AWST).

The Explanatory Memorandum forms part of the Notice which should be read in its entirety. The Explanatory Memorandum contains the terms and conditions on which the Resolution will be voted.

The Explanatory Memorandum includes the following information to assist Shareholders in deciding how to vote on the Resolution:

Section 2	Purpose of this document
Section 3	Action to be taken by Shareholders
Section 4	Conditional Transaction Resolutions
Section 5	Resolution 1 – Approval of issue of Consideration Shares to York Harbour Metals Inc.
Section 6	Resolution 2 – Ratification of issue of Tranche 1 Placement Shares
Section 7	Resolution 3 – Approval of issue of Tranche 2 Placement Shares to Director
Section 8	Resolution 4 – Approval of issue of Advisor Securities
Section 9	Resolution 5 – Approval of issue of Lead Manager Shares
Schedule 1	Definitions
Schedule 2	Independent Expert’s Report
Schedule 3	Licences
Schedule 4	Terms and conditions of Advisor Options

A Proxy Form is located at the end of the Explanatory Memorandum.

2. Purpose of this document

2.1

Overview

The main purpose of this document is to:

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• (a) explain the terms of the Acquisition, and the manner in which the Acquisition is proposed to be implemented (if approved); and

• (b) to provide such information as is prescribed or otherwise material to the decision of Shareholders whether or not to approve the Resolution required to give effect to the Acquisition.

2.2

ASIC and ASX

This document has been lodged with ASIC. Neither ASIC nor any of its respective officers takes any responsibility for the contents of this document.

2.3

Forward-looking statements

Some of the statements appearing in this document may be forward-looking statements. The words ‘anticipate’, ‘believe’, ‘expect’, ‘project’, ‘forecast’, ‘estimate’, ‘likely’, ‘intend’, ‘should’, ‘could’, ‘may’, ‘target’, ‘plan’, ‘consider’, ‘foresee’, ‘aim’, ‘will’ and similar expressions are intended to identify forward-looking statements. Indications of guidance on future production, resources, reserves, sales, capital expenditure, earnings and financial position and performance are also forward-looking statements.

You should be aware that such statements are only predictions and are subject to inherent risks and uncertainties, many of which are outside the Company’s control. Those risks and uncertainties include factors and risks specific to the Company such as (without limitation) the status of exploration and mining tenements and applications and the risks associated with the non-grant or expiry of those tenements and applications, liquidity risk, risks associated with the exploration or developmental stage of projects, funding risks, operational risks, changes to Government fiscal, monetary and regulatory policies, the impact of actions of Governments, alterations to resource estimates and the imprecise nature of resource and reserve statements, any circumstances adversely affecting areas in which the Company operates, fluctuations in the production, volume and price of commodities, any imposition of significant obligations under environmental regulations, fluctuations in exchange rates, the fluctuating industry and commodity cycles, the impact of inflation on operating and development costs, taxation, regulatory issues and changes in law and accounting policies, the adverse impact of wars, terrorism, political, economic or natural disasters, the impact of changes to interest rates, loss of key personnel and delays in obtaining or inability to obtain any necessary Government and regulatory approvals, insurance and occupational health and safety.

Actual events or results may differ materially from the events or results expressed or implied in any forward-looking statement and such deviations are both normal and to be expected.

None of the Company, any of its officers or any person named in this document or involved in the preparation of this Notice make any representation or warranty (either express or implied) as to the accuracy or likelihood of fulfilment of any forward looking statement, or any events or results expressed or implied in any forward looking statement, and you are cautioned not to place undue reliance on those statements.

The forward-looking statements in this Notice reflect views held only as at the date of this Notice.

2.4

No internet site is part of this document

No internet site is part of this Notice. The Company maintains an internet site (https://www.firetailresources.com.au/). Any reference in this document to this internet site is a textual reference only and does not form part of this document.

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3. Action to be taken by Shareholders

Shareholders should read the Notice including the Explanatory Memorandum carefully before deciding how to vote on the Resolution.

3.1 Voting in person

To vote in person, attend the Meeting on the date and at the place set out above.

3.2 Voting by a corporation

A Shareholder that is a corporation may appoint an individual to act as its representative and vote in person at the Meeting. The appointment must comply with the requirements of section 250D of the Corporations Act. The representative should bring to the Meeting evidence of his or her appointment, including any authority under which it is signed.

3.3 Voting by proxy

A Proxy Form is attached to the Notice. This is to be used by Shareholders if they wish to appoint a representative (a 'proxy') to vote in their place. All Shareholders are invited and encouraged to attend the Meeting or, if they are unable to attend in person, sign and return the Proxy Form to the Company in accordance with the instructions thereon. Lodgement of a Proxy Form will not preclude a Shareholder from attending and voting at the Meeting in person.

Please note that:

• (a) a member of the Company entitled to attend and vote at the Meeting is entitled to appoint a proxy;

• (b) a proxy need not be a member of the Company; and

• (c) a member of the Company entitled to cast two or more votes may appoint two proxies and may specify the proportion or number of votes each proxy is appointed to exercise, but where the proportion or number is not specified, each proxy may exercise half of the votes.

The enclosed Proxy Form provides further details on appointing proxies and lodging Proxy Forms.

Section 250BB(1) of the Corporations Act provides that an appointment of a proxy may specify the way the proxy is to vote on a particular resolution and, if it does:

• (a) the proxy need not vote on a show of hands, but if the proxy does so, the proxy must vote that way (i.e. as directed);

• (b) if the proxy has 2 or more appointments that specify different ways to vote on the resolution – the proxy must not vote on a show of hands;

• (c) if the proxy is the Chair of the meeting at which the resolution is voted on – the proxy must vote on a poll, and must vote that way (i.e. as directed); and

• (d) if the proxy is not the Chair – the proxy need not vote on the poll, but if the proxy does so, the proxy must vote that way (i.e. as directed).

Section 250BC of the Corporations Act provides that, if:

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• (a) an appointment of a proxy specifies the way the proxy is to vote on a particular resolution at a meeting of the Company's members;

• (b) the appointed proxy is not the chair of the meeting;

• (c) at the meeting, a poll is duly demanded, or is otherwise required under section 250JA on the resolution; and

• (d) either the proxy is not recorded as attending the meeting or the proxy does not vote on the resolution,

the Chair of the meeting is taken, before voting on the resolution closes, to have been appointed as the proxy for the purposes of voting on the resolution at the meeting.

Your proxy voting instruction must be received by 11.00am (AWST) on 6 August 2024, being not later than 48 hours before the commencement of the Meeting.

3.4 Chair's voting intentions

The Chair intends to exercise all available proxies in favour of all Resolutions, unless the Shareholder has expressly indicated a different voting intention.

3.5

Submitting questions

Shareholders may submit questions in advance of the Meeting to the Company. Questions must be submitted by emailing the Company Secretary at Craig@miningcorporate.com.au by 11.00am (AWST) on 6 August 2024.

Shareholders will also have the opportunity to submit questions during the Meeting in respect to the formal items of business. In order to ask a question during the Meeting, please follow the instructions from the Chair.

The Chair will attempt to respond to the questions during the Meeting. The Chair will request prior to a Shareholder asking a question that they identify themselves (including the entity name of their shareholding and the number of Shares they hold).

4. Conditional Transaction Resolutions

Resolution 1 and Resolution 4 (together, the Transaction Resolutions ) are inter-conditional, meaning that each of them will only take effect if both of them are approved by the requisite majority of Shareholders’ votes at the Meeting. If either of the Transaction Resolutions are not approved at the Meeting, neither of the Transaction Resolutions will take effect and the Acquisition, the issue of the Advisor Securities, and any other matters contemplated by the Transaction Resolutions will not be completed.

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5. Resolution 1 – Approval of issue of Consideration Shares to York Harbour Metals Inc.

5.1 Overview

On 6 June 2024, the Company announced that it had entered into an option agreement ( Option Agreement ) with York Harbour Metals Inc. ( York Harbour or the Vendor ) whereby the Company is granted an option to acquire up to an 80% legal and beneficial interest in six licences ( Licenses ) comprising the York Harbour Project by way of a staged earn-in ( Acquisition ). A summary of the material terms of the Option Agreement is in Section 5.2(a) below.

The Licenses are located in the Province of Newfoundland and Labrador and are prospective for copper, zinc, silver and gold, the details of which are located in Schedule 3.

As consideration for the Acquisition, the Company has agreed to (amongst other things) issue up to 175,000,000 fully paid ordinary Shares in the Company ( Consideration Shares ), as follows:

Stage	Timing	Cash considerati on	Share considerati on	Exploration commitme nt	Interest earned
Stage 1	Within 5 days of completion under the Option Agreement under the Option Agreement	A$200,000	100,000,000 Shares	-	49%
Stage 2	Within 10 days of the date which is 12 months after completion under the Option Agreement	A$100,000	25,000,000 Shares	5km of drilling completed	11%
Stage 3	Within 10 days of the date which is 24 months after completion under the Option Agreement	A$100,000	25,000,000 Shares	7.5km of drilling completed	10%
Stage 4	Within 10 days of the date which is 36 months after completion under the Option Agreement	A$100,000	25,000,000 Shares	10km of drilling completed	10%

The issue of the Consideration Shares to the Vendor (together its Associates) will result in the Vendor acquiring a Relevant Interest in the Company exceeding 20% in breach of section 606

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of the Corporations Act and therefore requires the approval of Shareholders, the subject of Resolution 1. See Section 5.4 for further information.

The Vendor’s maximum potential Relevant Interest in the Company at each stage of the earnin, is set out in the table below and is based on the assumptions that no Shares are subscribed for and issued under the Entitlement Offer, the Company obtains Shareholder approval under both Resolution 1 and Resolution 4 (the Transaction Resolutions) to issue the Consideration Shares to the Vendor (or its nominees) and the Advisor Shares to the Advisor (or its nominees), and that under each stage:

• (a) no other Shares are issued during the Option Period and prior to completion of the earnin (including the Tranche 2 Placement Shares and Lead Manager Shares the subject of Resolution 3 and Resolution 5 (respectively); or

• (b) no other Shares are issued during the Option Period and prior to completion of the earnin (excluding the Tranche 2 Placement Shares and Lead Manager Shares the subject of Resolution 3 and Resolution 5 (respectively).

Timing	Consideration Shares	Relevant Interest	Voting Power (excluding the Tranche 2 Placement Shares and Lead Manager Shares)(1)	Voting Power (including the Tranche 2 Placement Shares and Lead Manager Shares)(1)
Prior to Acquisition(2)	Nil	Nil	Nil	Nil
Completion of Stage 1 Earn-In	100,000,000	100,000,000	32.16%	31.76%
Completion of Stage 2 Earn-In	25,000,000	125,000,000	37.21%	36.78%
Completion of Stage 3 Earn-In	25,000,000	150,000,000	41.56%	41.11%
Completion of Stage 4 Earn-In	25,000,000	175,000,000	45.35%	44.89%

Notes :

1. Based on 185,907,556 Shares on issue in the Company as at the date of this Notice.

2. Based on information available to the Company as at the date of this Notice, the Vendor (together with its Associates) does not have a Relevant Interest in any Shares of the Company.

The Acquisition is conditional on (amongst other things) the prior receipt of Shareholder approval for the issue of the Consideration Shares to the Vendor. If Shareholders do not approve Resolution 1, then the Acquisition will not proceed on the terms set out in this Notice and may not proceed at all. In addition, Resolution 1 is conditional on Shareholders approving Resolution 4, in the event Shareholders approve Resolution 1 but not Resolution 4, Resolution 1 will have no effect.

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5.2 Summary of material agreements

(a) Option Agreement

Refer to Section 5.1 for the background to the Option Agreement and Consideration Shares.

Other key commercial terms of the Option Agreement are as follows:

• (i) In addition to the Consideration Shares the Company is required to pay the Vendor an exclusivity fee of $100,000 in cash (which has been paid).

• (ii) Completion under the Option Agreement is subject to conditions precedent which may be waived by mutual agreement by the parties, including:

• (A) Required consents and approvals : The required consents and approvals shall have been obtained in form and substance satisfactory to the parties, acting reasonably;

• (B) Shareholder approval : The Company obtaining the approval of its Shareholders under and for the purposes of (without limitation) Item 7 of section 611 of the Corporations Act to issue the Consideration Shares to York Harbour, the subject of Resolution 1.

• (C) Independent Expert’s Report : The Independent Expert provides a report to the Company that concludes that the issue of the Consideration Shares to York Harbour is fair and reasonable to nonassociated Shareholders and the Independent Expert not withdrawing or adversely modifying or qualifying that conclusion prior to the date of the General Meeting (the Independent Expert’s Report is included in Schedule 2 full in and includes an opinion that the issue of the Consideration Shares as contemplated by Resolution 1 is not fair but reasonable to non-associated Shareholders). On 26 June 2024, the Company and York Harbour waived this condition by mutual agreement.

• (D) Exchange approval : If approval is required in accordance with the policies of the TSXV or the ASX, the TSXV or the ASX, as applicable, shall have conditionally approved the disposition of the property by York Harbour, the purchase of the property by the Company, and the issuance of the Consideration Shares by the Company to York Harbour, subject only to compliance with the requirements of the TSXV and the ASX, as applicable.

• (iii) Prior to full exercise of the option, the Option Agreement may be terminated:

• (A) by mutual written agreement of the parties;

• (B) after 30 days from the date York Harbour provides written notice to the Company of its failure to:

  • (1) issue the Consideration Shares;

  • (2) make any of the cash consideration payments; or

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• (3) complete its drillings obligations,

and the Company does not rectify the failure within the 30-day period (refer to Section 5.1 for further details of the Company’s obligations under the Option Agreement);

• (C) at any other time, by the Company giving 30 days’ written notice of such termination to York Harbour;

• (D) immediately, if York Harbour is in breach of the Option Agreement and fails to rectify the breach within 30 days after written notice of such breach from the Company:

• (iv) The Company and York Harbour will enter into joint venture arrangements subject to certain events occurring (refer to Section 5.2(b) for further details)

• (v) The Company will grant York Harbour a 2% net smelter returns royalty subject to completion of the Stage 1 Earn-In (refer to Section 5.2(c) for further details).

The Option Agreement is otherwise considered to be on standard terms for an agreement of this nature.

(b) Joint Venture Agreement

The Company and York Harbour will enter into a joint venture agreement on pre-agreed terms upon the earlier of: (i) the termination of the Option Agreement; or (ii) upon the Company exercising the option under the Option Agreement and completion of the Stage 4 Earn-In ( Joint Venture Agreement ).

Key commercial terms of the Joint Venture Agreement are as follows:

• (i) Upon entry into the joint venture arrangements between the Company and York Harbour:

• (A) subject to the Company completing the Stage 2 Earn-In, the Company will be the initial operator of the York Harbour Project; and

• (B) subject to the Company completing the Stage 4 Earn-In, York Harbour will retain a 20% free carried interest until the completion of a prefeasibility study ( End of Free Carry Event ).

• (ii) The Joint Venture Agreement may be terminated:

• (A) by mutual written agreement between the parties;

• (B) if a party to the Joint Venture Agreement acquires a 100% interest in the York Harbour Project;

• (C) by surrender of the relevant party’s entire interest in the York Harbour Project to the other party; and

• (D) upon the acceptance by representatives of the parties to the Joint Venture Agreement to permanently cease operations at the York Harbour Project.

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The Joint Venture Agreement does not recognise the prior spending of the Company under the Option Agreement. Consequently, the dilution provisions in the Joint Venture Agreement are highly favourable to the interests of contributing parties. The Joint Venture Agreement contains a term which precludes York Harbour’s interest in the York Harbour Project being diluted to below 20% prior The Joint Venture is otherwise considered to be on standard terms for an agreement of this nature.

(c)

Royalty Agreement

Subject to the completion of the Stage 1 Earn-In, the Company will grant York Harbour a 2% net smelter returns royalty in respect of all ores, mineral resources and concentrates or metals derived from them, containing precious metals, base, industrial and other minerals and that are found in, on or under the York Harbour Project ( Royalty ) ( Royalty Agreement ).

The Royalty will continue in perpetuity and constitutes a covenant running with the York Harbour Project.

The Royalty Agreement is otherwise considered to be on standard terms for an agreement of this nature.

5.3 Effect of the Acquisition on the capital structure and non-associated Shareholders

The principal effect of the Acquisition, assuming:

• (a) all conditions precedent to the Option Agreement are satisfied (or, where applicable, waived);

• (b) the Company exercises the Option in full; and

• (c) no other Shares are issued by the Company during the Option Period and prior to completion of the earn-in,

will be to increase the number of Shares on issue by a further 175,000,000 new Shares.

There will be no changes to the number of Options and Performance Rights on issue as a result of the Acquisition. The effect of the Acquisition on the capital structure and non-associated Shareholders is set out below and is based on the assumptions that no Shares are subscribed for and issued under the Entitlement Offer, the Company obtains Shareholder approval under both Resolution 1 and Resolution 4 (the Transaction Resolutions) to issue the Consideration Shares to the Vendor (or its nominees) and the Advisor Shares to the Advisor (or its nominees), and that under each stage:

• (a) no other Shares are issued during the Option Period and prior to completion of the earnin (including the Tranche 2 Placement Shares and Lead Manager Shares the subject of Resolution 3 and Resolution 5 (respectively); or

• (b) no other Shares are issued during the Option Period and prior to completion of the earnin (excluding the Tranche 2 Placement Shares and Lead Manager Shares the subject of Resolution 3 and Resolution 5 (respectively).

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	All Shareholders combined(1)	Non-associated Shareholders	York Harbour(4)
Prior to Acquisition
Shares as at date of Notice	185,907,556	185,907,556	Nil
Voting Power(2)	100%	100%	Nil
Completion of Stage 1	Earn-In
Shares (excluding the Tranche 2 Placement Shares and Lead Manager Shares)	310,907,556	210,907,556	100,000,000
Voting Power (excluding the Tranche 2 Placement Shares and Lead Manager Shares)(2)	100%	67.84%	32.16%
Shares (including the Tranche 2 Placement Shares and Lead Manager Shares)	314,841,719	214,841,719	100,000,000
Voting Power (including the Tranche 2 Placement Shares and Lead Manager Shares)(3)	100%	69.24%	31.76%
Completion of Stage 2	Earn-In
Shares (excluding the Tranche 2 Placement Shares and Lead Manager Shares)	335,907,556	210,907,556	125,000,000
Voting Power (excluding the Tranche 2 Placement Shares and Lead Manager Shares)(2)	100%	62.79%	37.21%
Shares (including the Tranche 2 Placement Shares and Lead Manager Shares)	339,841,719	214,841,719	125,000,000

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Voting Power (including the Tranche 2 Placement Shares and Lead Manager Shares)(3)	100%	63.22%	36.78%
Completion of Stage 3	Earn-In
Shares (excluding the Tranche 2 Placement Shares and Lead Manager Shares)	360,907,556	210,907,556	150,000,000
Voting Power (excluding the Tranche 2 Placement Shares and Lead Manager Shares)(2)	100%	58.44%	41.56%
Shares (including the Tranche 2 Placement Shares and Lead Manager Shares)	364,841,719	214,841,719	150,000,000
Voting Power (including the Tranche 2 Placement Shares and Lead Manager Shares)(3)	100%	58.89%	41.11%
Completion of Stage 4	Earn-In
Shares (excluding the Tranche 2 Placement Shares and Lead Manager Shares)	385,907,556	210,907,556	175,000,000
Voting Power (excluding the Tranche 2 Placement Shares and Lead Manager Shares)(2)	100%	54.65%	45.35%
Shares (including the Tranche 2 Placement Shares and Lead Manager Shares)	389,841,719	214,841,719	175,000,000
Voting Power (including the Tranche 2 Placement Shares and Lead Manager Shares)(3)	100%	55.11%	44.89%

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Notes:

1. Based on 185,907,556 Shares on issue in the Company as at the date of this Notice.

2. Assumes no other Shares are issued by the Company during the Option Period and prior to completion of the earn-in.

3. Assumes no other Shares are issued by the Company during the Option Period and prior to completion of the earn-in (other than the Tranche 2 Placement Shares and Lead Manager Shares).

4. Based on information available to the Company as at the date of this Notice, the Vendor (together with its Associates) does not have a Relevant Interest in any Shares of the Company.

5.4 Item 7 of section 611 of the Corporations Act

(a) The 20% Prohibition

Section 606 of the Corporations Act prohibits a person from acquiring a Relevant Interest in issued voting shares in a company if:

• (i) the company is:

• (A) a listed company; or

• (B) an unlisted company with more than 50 members; and

• (ii) the person acquiring the interest does so through a transaction in relation to securities entered into by or on behalf of the person; and

• (iii) because of the transaction, that person’s or someone else’s voting power in the company increases:

• (A) from less than 20% to more than 20%; or

• (B) from a starting point that is above 20% and below 90%,

(the 20% Prohibition ).

(b)

Calculating ‘Voting Power’

The ‘Voting Power’ of a person in a body corporate is determined under section 610 of the Corporations Act.

Relevantly, a person’s Voting Power is the aggregate of the voting shares in which the person and its Associates have a Relevant Interest and is calculated as follows:

𝑃𝑒𝑟𝑠𝑜𝑛’𝑠 𝑎𝑛𝑑 𝑎𝑠𝑠𝑜𝑐𝑖𝑎𝑡𝑒𝑠’ 𝑣𝑜𝑡𝑒𝑠 × 100 𝑇𝑜𝑡𝑎𝑙 𝑣𝑜𝑡𝑒𝑠 𝑖𝑛 𝑑𝑒𝑠𝑖𝑔𝑛𝑎𝑡𝑒𝑑 𝑏𝑜𝑑𝑦

Where:

Person's and associates' votes is the total number of votes attached to all the voting shares in the body corporate (if any) that the person or an Associate has a Relevant Interest in.

Total votes in designated body is the total number of votes attached to all voting shares in the designated body.

(c) Meaning of ‘Relevant Interest’

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Sections 608 and 609 of the Corporations Act sets out the circumstances in which a person has a ‘Relevant Interest’ in the securities of a company.

The general rule is that a person has a Relevant Interest in securities if they:

• (i) are the holder of the securities; or

• (ii) have power to exercise, or control the exercise of, a right to vote attached to securities; or

• (iii) have power to dispose of, or control the exercise of power to dispose of, the securities.

• (d) Item 7 of section 611 of the Corporations Act

Item 7 of section 611 of the Corporations Act provides an exception to the 20% Prohibition whereby a person may acquire a Relevant Interest in a company’s voting shares with shareholder approval and subject to certain disclosure obligations (which are set out in this Notice).

Item 7 allows Shareholders to approve an acquisition of securities that would otherwise contravene the prohibitions in section 606 of the Corporations Act and recognises that Shareholders may choose to give up an equal opportunity to participate in any benefits accruing to other Shareholders if the Acquisition may change control of the Company.

5.5 Information required by Item 7 of section 611 of the Corporations Act and ASIC Regulatory Guide 74

The following information is provided in accordance with Item 7 of section 611 of the Corporations Act and ASIC Regulatory Guide 74: Acquisitions approved by members ( RG 74 ):

Information	Cross reference	Disclosure
Information required by	Item 7 of section 611 of the Corporations Act
The identity of the parties to be issued the Consideration Shares and their Associates	Item 7(b)(i)	The Consideration Shares are proposed to be issued to York Harbour. York Harbour is an exploration and development company incorporated in Canada and listed on the TSX- V (TSXV: YORK). As at the date of this Notice: • York Harbour is not a related party of the Company; and • based on information available to the Company, York Harbour (together with its Associates) does not currently hold any Securities in the Company.
The maximum extent of the increase in the Vendor’s Voting Power in the Company that wouldresultfromthe	Item 7(b)(ii)	As noted above and based on information available to the Company as at the date of this Notice, York Harbour (together with its Associates) does not currently hold any Securities in the Company.

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issue of the Consideration Shares			The maximum extent of the increase in the Vendor’s Voting Power in the Company that would result from the issue of the Consideration Shares is 45.35% (assuming the Option is exercised in full, and no other Shares are issued by the Company during the Option Period and prior to completion of the earn-in, other than the Advisor Shares which are inter-conditional with the issue of the Consideration Shares). See Sections 5.1 and 5.3 for further information.
The Voting Power that the Vendor would have as a result of the issue of the Consideration Shares	Item 7(b)(iii)		The Voting Power that the Vendor would have as a result of the issue of the Consideration Shares is subject to the extent by which the Option is exercised by the Company, namely: Event Vendor’s Voting Power (excluding the Tranche 2 Placement Shares and Lead Manager Shares)(1)(2) Vendor’s Voting Power (including the Tranche 2 Placement Shares and Lead Manager Shares)(1)(3) On completion of Stage 1 32.16% 31.76% On completion of Stage 2 37.21% 36.78% On completion of Stage 3 41.56% 41.11% On completion of Stage 4 45.35% 44.89% Notes: (1) Based on 185,907,556 Shares on issue in the Company. (2) Assumes no other Shares are issued by the Company during the Option Period and prior to completion of the earn-in (other than the Advisor Shares). (3) Assumes no other Shares are issued by the Company during the Option Period and prior to completion of the earn-in (other than the Advisor Shares, Tranche 2 Placement Shares and Lead Manager Shares). See Sections 5.1 and 5.3 for further information.
The maximum extent of the increase in the Voting Power of each of the Vendor’s Associates that would result from	Item 7(b)(iv)		As noted above and based on information available to the Company as at the date of this Notice, no Associate of York Harbour: • currently holds any Securities in the Company; and

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the issue of the Consideration Shares		• is expected to increase their respective Voting Power in the Company (above nil) as a result of the issue of the Consideration Shares.	• is expected to increase their respective Voting Power in the Company (above nil) as a result of the issue of the Consideration Shares.
The Voting Power that each of the Vendor’s Associates would have as a result of the issue of the Consideration Shares	Item 7(b)(v)	As above.
Information required by	ASIC Regulatory Guide 74
An explanation of the reasons for the proposed acquisition	RG 74.25(a)		The Consideration Shares are being issued in connection with the Company’s proposed acquisition of up to an 80% legal and beneficial interest in the York Harbor Project. Acquisition of York Harbour is to compliment the existing FTL assets with an advanced Exploration project that has confirmed high grades, ability to scale the asset and in a jurisdiction that is supportive of the mining industry.
When the proposed acquisition is to occur	RG 74.25(b)		Assuming the receipt of Shareholder approval under Resolution 1, the timing for the issue of the Consideration Shares is subject to the extent by which the Option is exercised by the Company, however it is presently expected the Consideration Shares will be issued as follows (and assuming all other relevant conditions to complete each stage of the earn-in are satisfied including (without limitation) drilling commitments): Event Timing Issue of Stage 1 Share consideration Within 5 days of completion under the Option Agreement Issue of Stage 2 Share consideration Within 10 days of the date which is 12 months after completion under the Option Agreement Issue of Stage 3 Share consideration Within 10 days of the date which is 24 months after completion under the Option Agreement Issue of Stage 4 Share consideration Within 10 days of the date which is 36 months after completion under the Option Agreement Completion under the Option Agreement is presently expected to occur on or around August 2024. Shareholders are cautioned that this timing is indicative only and may change.

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The material terms of the proposed acquisition	RG 74.25(c)	See Section 5.1 for an overview of the Acquisition and Section 5.2 for a summary of the material agreements underpinning the Acquisition.
Details of the terms of any other relevant agreement between the acquirer and the target entity or vendor (or any of their associates) that is conditional on (or directly or indirectly depends on) members’ approval of the proposed acquisition	RG 74.25(d)	See Section 5.2 for a summary of the material agreements underpinning the Acquisition.
A statement of the acquirer’s intentions regarding the future of the Company if members approve the acquisition	RG 74.25(e) - (f)	Other than as disclosed elsewhere in this Notice, York Harbor has indicated to the Company that it has no present intention to: • change the business of the Company; • inject further capital into the Company; • make any changes to the future employment of present employees of the Company; • transfer any assets between the Company and the Vendor or the Vendor and its Associates; • redeploy the fixed assets of the Company; and • significantly change the financial or dividend distribution policies of the Company.
The interests that any director has in the acquisition or any relevant agreement disclosed under RG 74.25(d)	RG 74.25(g)	None.
Details about any person who is intended to become a director if members approve the acquisition	RG 74.25(h)	There is expected to be no changes to the Board as a result of the Acquisition.

5.6 Independent Expert’s Report

To provide independent advice to Shareholders, the Company engaged the Independent Expert to prepare an independent expert’s report to Shareholders, in accordance with RG 74 and the content guidelines in ASIC Regulatory Guide 111: Content of expert reports .

In summary, the Independent Expert’s Report concludes that in the Independent Expert’s opinion the issue of the Consideration Shares to the Vendor as contemplated by Resolution 1 is not fair but reasonable to non-associated Shareholders.

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The Independent Expert’s Report is included in full in Schedule 2 and Shareholders are urged to read the report carefully, including the key assumptions on which the Independent Expert’s opinion is based, before deciding how to vote.

5.7 Additional information

(a) Application of Listing Rule 7.1

Approval under Listing Rule 7.1 is not required for the issue of the Consideration Shares as approval is being obtained for the purposes of Item 7 of section 611 of the Corporations Act, which is an exception to Listing Rule 7.1 under Exception 8 of Listing Rule 7.2.

Accordingly, the issue of the Consideration Shares will not be included in the Company’s 15% placement capacity pursuant to Listing Rule 7.1.

• (b) Application of Listing Rules 11.1.2 and 11.1.3

The Company sought ASX in-principle advice as to the application of Listing Rules 11.1 on the Acquisition.

On 29 May 2024, and based solely on the information provided to ASX, ASX confirmed that Listing Rules 11.1.2 and 11.1.3 do not apply to the transaction.

5.8 Board recommendation

Resolution 1 is an ordinary resolution.

The Board recommends that Shareholders vote in favour of Resolution 1.

6. Resolution 2 – Ratification of issue of Tranche 1 Placement Shares

6.1 General

On 6 June 2024, the Company announced a two-tranche placement to sophisticated and professional investors to raise up to approximately $973,000 (before costs) via the issue of up to 24,325,000 Shares at an issue price of $0.04 per Share ( Placement Shares ) as follows:

• (a) 22,325,000 Placement Shares issued to unrelated parties of the Company on 19 June 2024 utilising the Company’s available placement capacity under Listing Rule 7.1, which are subject to ratification pursuant to this Resolution 2 ( Tranche 1 Placement Shares ); and

• (b) up to 2,000,000 Placement Shares to be issued to Director Brett Grosvenor (or his nominees) under Listing Rule 10.11, which are subject to approval pursuant to Resolution 3 ( Tranche 2 Placement Shares ),

(together, the Placement ).

Concurrently with the Placement, the Company announced it would be undertaking a nonrenounceable entitlement offer to existing eligible shareholders to raise up to an additional $654,330 (before costs) at the same price as the Placement, through the issue of one (1) Share for every ten (10) Shares held on the record date by eligible Shareholders ( Entitlement Offer ).

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Pursuant to a lead manager mandate between the Company and 708 Capital Pty Ltd ( Lead Manager ) dated 4 June 2024 ( Lead Manager Mandate ), the Company has agreed to issue 1,934,163 Shares to the Lead Manager (or its nominees) as consideration for the provision of lead manager services and bookrunner services in connection with the Placement and Entitlement Offer ( Lead Manager Shares ).

Resolution 2 seeks Shareholder approval pursuant to Listing Rule 7.4 to ratify the issue of the Tranche 1 Placement Shares.

6.2 Listing Rules 7.1 and 7.4

Broadly speaking, and subject to a number of exceptions, Listing Rule 7.1 limits the amount of Equity Securities that a listed company can issue without the approval of its shareholders over any 12 month period to 15% of the fully paid ordinary shares it had on issue at the start of that period.

The issue of the Tranche 1 Placement Shares does not fit within any of the exceptions to Listing Rule 7.1 and, as it has not yet been approved by Shareholders, effectively uses up part of the Company’s 15% placement capacity under Listing Rule 7.1. This reduces the Company’s capacity to issue further Equity Securities without Shareholder approval under Listing Rule 7.1 for the 12 month period following the issue of the Tranche 1 Placement Shares.

Listing Rule 7.4 provides an exception to Listing Rule 7.1. It provides that where a company in a general meeting ratifies the previous issue of securities made pursuant to Listing Rule 7.1 (and provided that the previous issue did not breach Listing Rule 7.1) those securities will be deemed to have been made with shareholder approval for the purpose of Listing Rule 7.1.

The effect of Shareholders passing Resolution 2 will be to allow the Company to retain the flexibility to issue equity securities in the future up to the 15% annual placement capacity set out in Listing Rule 7.1, without the requirement to obtain prior Shareholder approval.

If Resolution 2 is passed, 22,325,000 Tranche 1 Placement Shares will be excluded in calculating the Company’s 15% limit in Listing Rule 7.1, effectively increasing the number of Equity Securities it can issue without Shareholder approval over the 12 month period following the issue date.

If Resolution 2 is not passed, 22,325,000 Tranche 1 Placement Shares will continue to be included in the Company’s 15% limit under Listing Rule 7.1, effectively decreasing the number of Equity Securities the Company can issue or agree to issue without obtaining prior Shareholder approval, to the extent of 22,325,000 Equity Securities for the 12 month period following the date of issue of the Tranche 1 Placement Shares.

6.3

Specific information required by Listing Rule 7.5

Pursuant to and in accordance with Listing Rule 7.5, the following information is provided in relation to the ratification of the issue of the Tranche 1 Placement Shares:

• (a) The Tranche 1 Placement Shares were issued to sophisticated and institutional investors, none of whom is a related party or Material Investor of the Company ( Placement Participants ). The Placement Participants were identified through a bookbuild process, which involved the Lead Manager seeking expressions of interest to participate in the Placement from existing contacts of the Company and clients of the Lead Manager.

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• (b) A total of 22,325,000 Tranche 1 Placement Shares were issued without prior Shareholder approval utilising the Company’s available Listing Rule 7.1 placement capacity.

• (c) The Tranche 1 Placement Shares are fully paid ordinary Shares in the capital of the Company and rank equally in all respects with the Company’s existing Shares on issue.

• (d) The Tranche 1 Placement Shares were issued to the Placement Participants on 19 June 2024.

• (e) The Tranche 1 Placement Shares were issued at $0.04 each.

• (f) The issue of the Tranche 1 Placement Shares raised approximately $893,000 (before costs). Funds raised under the Placement have been and are intended to be, applied towards:

• (i) electromagnetic geophysics across the York Harbour Project;

• (ii) channel and geochemical sampling across the York Harbour Project;

• (iii) drilling preparation at the York Harbour Project; and

• (iv) working capital and costs of the Placement and Entitlement Offer.

• (g) There are no other material terms to the agreement for the subscription of the Tranche 1 Placement Shares.

• (h) A voting exclusion statement is included in the Notice.

6.4

Additional information

Resolution 2 is an ordinary resolution.

The Board recommends that Shareholders vote in favour of Resolution 2.

7. Resolution 3 – Approval of issue of Tranche 2 Placement Shares to Director

7.1 General

The background to the Placement is in Section 6.1 above.

Mr Brett Grosvenor, a Director of the Company, wishes to participate in the Placement to the extent of subscribing for up to 2,000,000 Tranche 2 Placement Shares to raise up to approximately $80,000 (before costs).

Resolution 3 seeks Shareholder approval pursuant to Listing Rule 10.11 for the issue of the Tranche 2 Placement Shares to Mr Grosvenor (or his nominees).

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7.1 Listing Rule 10.11

Listing Rule 10.11 provides that unless one of the exceptions in Listing Rule 10.12 applies, a listed company must not issue or agree to issue Equity Securities to any of the following persons without the approval of its Shareholders:

• (a) a related party (Listing Rule 10.11.1);

• (b) a person who is, or was at any time in the 6 months before the issue or agreement, a substantial holder (30%+) in the company (Listing Rule 10.11.2);

• (c) a person who is, or was at any time in the 6 months before the issue or agreement, a substantial holder (10%+) in the company and who has nominated a director to the board of the company pursuant to a relevant agreement which gives them a right or expectation to do so (Listing Rule 10.11.3);

• (d) an associate of a person referred to in Listing Rules 10.11.1 to 10.11.3 (Listing Rule 10.11.4); or

• (e) a person whose relation with the company or a person referred to in Listing Rule 10.11.1 or 10.11.4 is such that, in ASX's opinion, the issue or agreement should be approved by its shareholders (Listing Rule 10.11.5).

Mr Brett Grosvenor is a related party of the Company by virtue of being a Director. Shareholder approval pursuant to Listing Rule 10.11 is therefore required unless an exception applies. It is the view of the Board that the exceptions set out in Listing Rule 10.12 do not apply in the current circumstances.

Approval pursuant to Listing Rule 7.1 is not required for the issue of the Tranche 2 Placement Shares as approval is being obtained under Listing Rule 10.11. Accordingly, the issue of the Tranche 2 Placement Shares to Mr Grosvenor (or his nominees) will not be included in the Company's 15% annual placement capacity pursuant to Listing Rule 7.1.

The effect of Shareholders passing Resolution 3 will be to allow the Company to issue the Tranche 2 Placement Shares, raising up to approximately $80,000 (before costs).

If Resolution 3 is not passed, the Company will not be able to proceed with the issue of the Tranche 2 Placement Shares and will not receive the additional approximate $80,000 (before costs) committed by Mr Grosvenor.

7.2 Specific information required by Listing Rule 10.13

Pursuant to and in accordance with Listing Rule 10.13, the following information is provided in relation to the proposed issue of the Tranche 2 Placement Shares:

• (a) The Tranche 2 Placement Shares will be issued to Mr Brett Grosvenor (or his nominees).

• (b) Mr Grosvenor falls into the category stipulated by Listing Rule 10.11.1 by virtue of being a Director of the Company.

• (c) A maximum of 2,000,000 Tranche 2 Placement Shares will be issued to Mr Grosvenor (or his nominees).

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• (d) The Tranche 2 Placement Shares will be fully paid ordinary Shares in the capital of the Company and rank equally in all respects with the Company's existing Shares on issue.

• (e) The Tranche 2 Placement Shares will be issued within one month after the date of the Meeting.

• (f) The Tranche 2 Placement Shares are proposed to be issued at an issue price of $0.04 each, being the same issue price as other Placement Shares and will raise up to approximately $80,000 (before costs).

• (g) A summary of the intended use of funds raised from the Placement is in Section 6.3(f) above.

• (h) The proposed issue of the Tranche 2 Placement Shares is not intended to remunerate or incentivise Mr Grosvenor.

• (i) There are no other material terms to the agreement for the proposed issue of the Tranche 2 Placement Shares.

• (j) A voting exclusion statement is included in the Notice.

7.3

Chapter 2E of the Corporations Act

In accordance with Chapter 2E of the Corporations Act, in order to give a financial benefit to a related party, the Company must:

• (a) obtain Shareholder approval in the manner set out in section 217 to 227 of the Corporations Act; and

• (b) give the benefit within 15 months following such approval,

unless the giving of the financial benefit falls within an exception set out in sections 210 to 216 of the Corporations Act.

The proposed issue of the Tranche 2 Placement Shares constitutes giving a financial benefit to related parties of the Company.

The Board considers that Shareholder approval pursuant to Chapter 2E of the Corporations Act is not required in respect of the issue of the Tranche 2 Placement Shares because the Tranche 2 Placement will be issued on the same terms as those Shares issued to non-related party participants in the Placement and as such the giving of the financial benefit is on arm's length terms.

7.4 Additional information

Resolution 3 is an ordinary Resolution.

The Board (other than Mr Brett Grosvenor who has a material personal interest in the outcome of Resolution 3) recommends that Shareholders vote in favour of Resolution 3.

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8. Resolution 4 – Approval of issue of Advisor Securities

8.1

General

On 6 June 2024, the Company announced that pursuant to a corporate advisory mandate between the Company and Private Equity Pty Ltd ( Advisor ) dated 4 June 2024 ( Corporate Advisor Mandate ), the Company has agreed to issue the following Securities to the Advisor (or its nominees) as consideration for the provision of corporate advisory services and as a finder’s fee in connection with the Acquisition:

• (a) 25,000,000 Shares ( Advisor Shares ); and

• (b) 25,000,000 Options exercisable at $0.10 each and expiring on the date that is 2.5 years from the date of issue ( Advisor Options ),

(together, the Advisor Securities ).

Resolution 4 seeks Shareholder approval pursuant to Listing Rule 7.1 for the issue of up to 50,000,000 Advisor Securities, and is conditional on Shareholders passing Resolution 1. In the event Shareholders approve Resolution 4 but not Resolution 1, Resolution 4 will have no effect.

8.2 Summary of materials terms of Corporate Advisor Mandate

Pursuant to the Corporate Advisor Mandate, as consideration for the provision of corporate advisory services and as a finder’s fee in connection with the Acquisition, the Company has agreed to issue the Advisor (or its nominees), subject to Shareholder approval of Resolution 1 and Resolution 4:

• (a) the Advisor Shares; and

• (b) the Advisor Options.

In the event Shareholders approve Resolution 1 but not Resolution 4, the Company will be required to pay the Advisor (or its nominees) a fee in cash to an agreed value of $1,000,000.

The Advisor Shares are subject to a voluntary 6 month escrow period from the date of issue.

The Corporate Advisor Mandate contains additional provisions, including warranties and indemnities in respect of the Company, which are considered standard for agreements of this nature.

8.3 Listing Rule 7.1

A summary of Listing Rule 7.1 is in Section 6.2 above.

The effect of Shareholders passing Resolution 4 will be to allow the Company to retain the flexibility to issue Equity Securities in the future up to the 15% additional placement capacity set out in Listing Rule 7.1 without the requirement to obtain prior Shareholder approval.

If Resolution 4 and Resolution 1 is passed, the Company will be able to proceed with the issue of the Advisor Securities.

If Resolution 4 or Resolution 1 is not passed, the Company will not be able to proceed with the issue of the Advisor Securities and will otherwise be required to reach a commercial

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agreement with the Advisor which may be on less favourable terms to the issue of the Advisor Securities and may require the Company to use funds from its existing cash reserves.

8.4

Specific information required by Listing Rule 7.3

Pursuant to and in accordance with Listing Rule 7.3, the following information is provided in relation to the proposed issue of the Advisor Securities:

• (a) The Advisor Securities will be issued to the Advisor (or its nominees), none of whom is a related party or a Material Investor.

• (b) A maximum of 50,000,000 Advisor Securities will be issued comprising:

• (i) 25,000,000 Advisor Shares; and

• (ii) 25,000,000 Advisor Options.

• (c) The Advisor Shares will be fully paid ordinary Shares in the capital of the Company and rank equally in all respects with the Company's existing Shares on issue.

• (d) The Advisor Options are exercisable at $0.10 each and expire on the date that is 2.5 years from the date of issue. The Advisor Options are otherwise subject to the terms and conditions in Schedule 4.

• (e) The Advisor Securities will be issued within three months after the date of the Meeting. (f) The Advisor Securities will be issued for nil issue price in consideration for the services provided to the Company in connection with the Corporate Advisor Mandate.

• (g) A summary of the material terms of the Corporate Advisor Mandate is in Section 8.2 above.

• (h) A voting exclusion statement is included in the Notice.

8.5

Additional information

Resolution 4 is an ordinary Resolution.

The Board recommends that Shareholders vote in favour of Resolution 4.

9. Resolution 5 – Approval of issue of Lead Manager Shares

9.1 General

The background to the Placement and the Lead Manager Shares is in Section 6.1 above.

Resolution 5 seeks Shareholder approval pursuant to Listing Rule 7.1 for the issue of 1,934,163 Lead Manager Shares.

9.2 Summary of material terms of Lead Manager Mandate

Pursuant to the Lead Manager Mandate the Company must pay the Lead Manager a 5% capital raising fee on gross proceeds raised under the Placement and Entitlement Offer in connection with its role as Lead Manager of the Placement and Entitlement Offer ( Lead

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Manager Fee ), which the Company and Lead Manager have agreed will be paid via the issue of up to 1,934,163 Shares subject to Shareholder approval of this Resolution 5.

In the event Shareholders do not approve Resolution 5 at the Meeting, the Company will be required to pay the Lead Manager the Lead Manager Fee in cash.

The Lead Manager Mandate contains additional provisions, including warranties and indemnities in respect of the Company, which are considered standard for agreements of this nature.

9.3 Listing Rule 7.1

A summary of Listing Rule 7.1 is in Section 6.2 above.

The effect of Shareholders passing Resolution 5 will be to allow the Company to retain the flexibility to issue Equity Securities in the future up to the 15% additional placement capacity set out in Listing Rule 7.1 without the requirement to obtain prior Shareholder approval.

If Resolution 5 is passed, the Company will be able to proceed with the issue of 1,934,163 Lead Manager Shares.

If Resolution 5 is not passed, the Company will not be able to proceed with the issue of the Lead Manager Shares and will be required to pay the Lead Manager the Lead Manager Fee using funds from its existing cash reserves.

9.4

Specific information required by Listing Rule 7.3

Pursuant to and in accordance with Listing Rule 7.3, the following information is provided in relation to the issue of the Lead Manager Shares:

• (a) The Lead Manager Shares will be issued to the Lead Manager (or its nominees), none of whom is a related party or a Material Investor.

• (b) A maximum of 1,934,163 Lead Manager Shares will be issued.

• (c) The Lead Manager Shares will be fully paid ordinary Shares in the capital of the Company and rank equally in all respects with the Company's existing Shares on issue.

• (d) The Lead Manager Shares will be issued no later than 3 months after the date of the Meeting.

• (e) The Lead Manager Shares will be issued for nil issue price in consideration for the services provided to the Company in connection with the Lead Manager Mandate.

• (f) A summary of the material terms of the Lead Manager Mandate is in Section 9.2 above.

• (g) A voting exclusion statement is included in the Notice.

9.5 Additional information

Resolution 5 is an ordinary resolution.

The Board recommends that Shareholders vote in favour of Resolution 5.

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Schedule 1 Definitions

In the Notice, words importing the singular include the plural and vice versa.

20% Prohibition	has the meaning given in Section 5.4(a).
$ or A$	means Australian Dollars.
Advisor	means Private Equity Pty Ltd (ACN 675 798 544).
Advisor Options	means the 25,000,000 Options exercisable at $0.10 each and expiring on
	the date that is 2.5 years from the date of issue to be issued to the Advisor
	(or its nominees) subject to Shareholders approving Resolution 4 and
	Resolution 1.
Advisor Securities	means the Advisor Shares and Advisor Options.
Advisor Shares	means the 25,000,000 Shares to be issued to the Advisor (or its
	nominees) subject to Shareholders approving Resolution 4 and
	Resolution 1.
ASIC	means the Australian Securities and Investments Commission.
Associate	has the meaning given to that term in the Corporations Act.
ASX	means the ASX Limited (ABN 98 008 624 691) and, where the context
	permits, the Australian Securities Exchange operated by ASX Limited.
Acquisition	has the meaning given in Section 5.1.
Board	means the board of Directors.
Chair	means the person appointed to chair the Meeting of the Company
	convened by the Notice.
Company	means Firetail Resources Limited ACN 651 057 822.
Consideration Shares	means an aggregate of 175,000,000 Shares proposed to be issued to the
	Vendor pursuant to the Option Agreement, the subject of Resolution 1.
Corporate Advisor	has the meaning given in Section 8.1.
Mandate
Corporations Act	means the_Corporations Act 2001_(Cth), as amended.
Director	means a director of the Company.
Equity Security	has the same meaning as in the Listing Rules.
Entitlement Offer	has the meaning given in Section 6.1.
Explanatory	means the explanatory memorandum which forms part of the Notice.
Memorandum

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Independent Expert	means BDO Corporate Finance (WA) Pty Ltd (ACN 124 031 045).
Independent Expert’s	means the independent expert’s report prepared by the Independent
Report	Expert in connection with Resolution 1 and annexed to this Notice as
	Schedule 2.
Joint Venture Agreement	means the joint venture agreement between the Company and the
	Vendor, a summary of which is in Section 5.2(b).
Key Management	has the same meaning as in the accounting standards issued by the
Personnel	Australian Accounting Standards Board and means those persons having
	authority and responsibility for planning, directing and controlling the
	activities of the Company, or if the Company is part of a consolidated
	entity, of the consolidated entity, directly or indirectly, including any
	Director (whether executive or otherwise) of the Company, or if the
	Company is part of a consolidated entity, of an entity within the
	consolidated group.
Lead Manager	means 708 Capital Pty Ltd (ACN 142 319 202).
Lead Manager Fee	has the meaning given in Section 9.2.
Lead Manager Mandate	has the meaning given in Section 6.1.
Lead Manager Shares	means the 1,934,163 Shares to be issued to the Lead Manager (or its
	nominees) subject to Shareholders approving Resolution 5.
Licences	means the licences set out in Schedule 3.
Listing Rules	means the listing rules of ASX.
Material Investor	means, in relation to the Company:
	(a) a related party;
	(b) Key Management Personnel;
	(c) a substantial Shareholder;
	(d) an advisor; or
	(e) an associate of the above,
	who received or will receive Securities in the Company which constitute
	more than 1% of the Company’s issued capital.
Meeting	has the meaning given in the introductory paragraph of the Notice.
Notice	means this notice of general meeting.
Option Agreement	means the option agreement between the Company and the Vendor, a
	summary of which is in Section 5.2(a).
Placement	has the meaning given in Section 6.1.
Placement Participants	has the meaning given in Section 6.3.

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Placement Shares	has the meaning given in Section 6.1.
Proxy Form	means the proxy form attached to the Notice.
Relevant Interest	has the meaning given to it in sections 608 and 609 of the Corporations
	Act.
Resolution	means a resolution referred to in the Notice.
RG 74	means ASIC Regulatory Guide 74:Acquisitions approved by members.
Royalty	has the meaning given in Section 5.2(c).
Royalty Agreement	means the royalty agreement between the Company and the Vendor, a
	summary of which is in Section 5.2(c).
Schedule	means a schedule to the Notice.
Section	means a section of the Explanatory Memorandum.
Securities	means any Equity Securities of the Company (including Shares, options
	and/or performance rights).
Share	means a fully paid ordinary share in the capital of the Company.
Shareholder	means the holder of a Share.
Tranche 1 Placement	has the meaning given in Section 6.1.
Shares
Tranche 2 Placement	has the meaning given in Section 6.1.
Shares
Transaction Resolutions	has the meaning given in Section 4.
VendororYork Harbour	means York Harbour Metals Inc.
Voting Power	has the meaning given to that term in section 610 of the Corporations Act.

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Schedule 2 Independent Expert’s Report

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3458-0461-0349, v. 13

FIRETAIL RESOURCES LIMITED Independent Expert's Report

26 June 2024

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Financial Services Guide

26 June 2024

BDO Corporate Finance (WA) Pty Ltd ABN 27 124 031 045 (‘ we ’ or ‘ us ’ or ‘ ours ’ as appropriate) has been engaged by Firetail Resources Limited (‘ Firetail ’) to provide an independent expert’s report on the proposal to acquire the York Harbour Project from York Harbour Metals Inc (‘ York Harbour ’) via the issue of up to 175 million ordinary Firetail shares in a number of tranches over the next three years, cash consideration of up to $500,000 and a royalty over the York Harbour Project. You are being provided with a copy of our report because you are a shareholder of Firetail and this Financial Services Guide (‘ FSG ’) is included in the event you are also classified under the Corporations Act 2001 (‘ the Act ’) as a retail client.

Our report and this FSG accompanies the Notice of Meeting required to be provided to you by Firetail to assist you in deciding on whether or not to approve the proposal.

Financial Services Guide

This FSG is designed to help retail clients make a decision as to their use of our general financial product advice and to ensure that we comply with our obligations as a financial services licensee.

This FSG includes information about:

• Who we are and how we can be contacted;

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• Remuneration that we and/or our staff and any associates receive in connection with the general financial product advice;

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• Our internal and external complaints handling procedures and how you may access them.

Information about us

We are a member firm of the BDO network in Australia, a national association of separate entities (each of which has appointed BDO (Australia) Limited ACN 050 110 275 to represent it in BDO International). The financial product advice in our report is provided by BDO Corporate Finance (WA) Pty Ltd and not by BDO or its related entities. BDO and its related entities provide professional services primarily in the areas of audit, tax, consulting, mergers and acquisition, and financial advisory services.

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We hold an Australian Financial Services Licence that authorises us to provide general financial product advice for securities to retail and wholesale clients, and deal in securities for wholesale clients. The authorisation relevant to this report is general financial product advice.

When we provide this financial service we are engaged to provide an expert report in connection with the financial product of another person. Our reports explain who has engaged us and the nature of the report we have been engaged to provide. When we provide the authorised services we are not acting for you.

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We only provide general financial product advice, not personal financial product advice. Our report does not take into account your personal objectives, financial situation or needs. You should consider the appropriateness of this general advice having regard to your own objectives, financial situation and needs before you act on the advice. If you have any questions, or don’t fully understand our report you should seek professional financial advice.

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We charge fees for providing reports, including this report. These fees are negotiated and agreed with the person who engages us to provide the report. Fees are agreed on an hourly basis or as a fixed amount depending on the terms of the agreement. The fee payable to BDO Corporate Finance (WA) Pty Ltd for this engagement is approximately $38,000.

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Except for the fees referred to above, neither BDO, nor any of its directors, employees or related entities, receive any pecuniary benefit or other benefit, directly or indirectly, for or in connection with the provision of the report and our directors do not hold any shares in Firetail.

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All our employees receive a salary. Our employees are eligible for bonuses based on overall productivity but not directly in connection with any engagement for the provision of a report. We have received a fee from Firetail for our professional services in providing this report. That fee is not linked in any way with our opinion as expressed in this report.

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Complaints resolution

Internal complaints resolution process

As the holder of an Australian Financial Services Licence, we are required to have a system for handling complaints from persons to whom we provide financial product advice. We are also committed to meeting your needs and maintaining a high level of client satisfaction. If you are unsatisfied with a service we have provided you, we have avenues available to you for the investigation and resolution of any complaint you may have.

To make a formal complaint, please use the Complaints Form. For more on this, including the Complaints Form and contact details, see the BDO Complaints Policy available on our website.

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Referral to External Dispute Resolution Scheme

We are a member of the Australian Financial Complaints Authority (AFCA) which is an External Dispute Resolution Scheme. Our AFCA Membership Number is 12561. Where you are unsatisfied with the resolution reached through our Internal Dispute Resolution process, you may escalate this complaint to AFCA using the below contact details:

Mail: GPO Box 3, Melbourne, VIC 3001 Free call: 1800 931 678 Website: www.afca.org.au Email: info@afca.org.au Interpreter Service: 131 450

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Table of contents

1.	Introduction	1
2.	Summary and opinion	2
3.	Scope of the Report	5
4.	Outline of the Proposed Acquisition	7
5.	Profile of Firetail	10
6.	Profile of York Harbour	15
7.	Economic analysis	16
8.	Industry analysis	19
9.	Valuation approach adopted	33
10.	Valuation of Firetail prior to the Proposed Acquisition	35
11.	Valuation of Firetail following the Proposed Acquisition	46
12.	Is the Proposed Acquisition fair?	48
13.	Is the Proposed Acquisition reasonable?	49
14.	Conclusion	52
15.	Sources of information	52
16.	Independence	53
17.	Qualifications	53
18.	Disclaimers and consents	54

Appendix 1 – Glossary and copyright notice

Appendix 2 – Valuation Methodologies

Appendix 3 - Independent Technical Specialist Report prepared by VRM

© 2024 BDO Corporate Finance (WA) Pty Ltd

Tel: +61 8 6382 4600 Level 9 Mia Yellagonga Tower 2 Fax: +61 8 6382 4601 5 Spring Street www.bdo.com.au Perth, WA 6000 PO Box 700 West Perth WA 6872 Australia

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26 June 2024

The Directors Firetail Resources Limited T2, 64-68 Hay Street Subiaco WA 6008

Dear Directors

INDEPENDENT EXPERT’S REPORT

1. Introduction

On 6 June 2024, Firetail Resources Limited (ASX:FTL) (‘ Firetail ’ or ‘ the Company ’) announced it had entered into a binding option agreement (‘ Option Agreement ’) for the exclusive right to acquire up to an 80% interest in the York Harbour Project from York Harbour Metals Inc. (‘ York Harbour ’) (‘ Proposed Acquisition ’) via a staged earn-in consisting of cash consideration up to $500,000, share consideration up to 175 million ordinary Firetail shares and a 2% net smelter royalty over the York Harbour Project (‘ Consideration ’). Further details of the Consideration payable to York Harbour are outlined in Section 4 of this Report.

Prior to the Proposed Acquisition, Firetail has completed a placement to raise approximately $0.97 million before costs via the issue of 24,325,000 ordinary shares to sophisticated investors at an issue price of $0.04 per share (‘ Placement ’). Following completion of the Placement, Firetail also completed a nonrenounceable entitlement offer to existing shareholders to raise up to $0.60 million before costs at $0.04 per share through the issue of one share for every ten shares held on the record date by eligible shareholders (‘ Entitlement Offer ’). (Together referred to as the ‘ Capital Raisings ’). Subject to shareholder approval at the upcoming general meeting, the lead manager, 708 Capital Pty Ltd, engaged as part of the Capital Raisings will receive 1,934,163 ordinary Firetail shares (‘ Lead Manager Fee ’).

Upon successful completion of the Proposed Acquisition, Firetail has agreed to issue Private Equity Pty Ltd (‘ Private Equity ’) (or its nominees) 25 million shares (‘ Advisor Shares ’) and 25 million options (‘ Advisor Options ’) exercisable at $0.10 each, expiring 2.5 years from the date of issue. (Together referred to as the ‘ Advisor Fees ’). The Advisor Fees will be subject to shareholder approval. In the event that the Advisor Fees are not approved by shareholders, Firetail will be required to pay Private Equity in cash to an agreed value of $1 million.

The Proposed Acquisition will result in York Harbour’s interest in Firetail increasing from a shareholding of nil shares to above 20%, and as such, approval from Firetail shareholders not associated with York Harbour (‘ Shareholders ’) is required for the Company to complete the Proposed Acquisition. Firetail is seeking Shareholder approval for York Harbour to obtain an interest in Firetail to a maximum of 43.08%, which assumes the maximum 80% interest in the York Harbour Project is acquired by Firetail, as detailed in Section 4 of this Report.

All figures are quoted in Australian dollars (‘ AUD ’ or ‘ $ ’) unless otherwise stated.

BDO Corporate Finance (WA) Pty Ltd ABN 27 124 031 045 AFS Licence No 316158 is a member of a national association of independent entities which are all members of BDO (Australia) Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Corporate Finance (WA) Pty Ltd and BDO (Australia) Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.

2. Summary and opinion

2.1 Requirement for the report

The directors of Firetail have requested that BDO Corporate Finance (WA) Pty Ltd (‘ BDO ’) prepare an independent expert’s report (‘ our Report ’) to express an opinion as to whether the Proposed Acquisition is fair and reasonable to Shareholders.

Our Report is prepared pursuant to item 7 of section 611 of the Corporations Act 2001 Cth (‘ Corporations Act ’ or ‘ the Act ’) and is to be included in the Notice of Meeting for Firetail to assist Shareholders in their decision whether to approve the Proposed Acquisition.

2.2 Approach

Our Report has been prepared having regard to Australian Securities and Investments Commission (‘ ASIC Regulatory Guide Regulatory Guide 74 ‘Acquisitions Approved by Members’ ( ‘RG 74’ ), Regulatory Guide 111 ‘Content of Expert’s Reports’ (‘ RG 111 ’) and Regulatory Guide 112 ‘Independence of Experts’ (‘ RG 112 ’).

In arriving at our opinion, we have assessed the terms of the Proposed Acquisition as outlined in the body of this Report. We have considered:

• How the value of a Firetail share prior to the Proposed Acquisition on a control basis compares to the value of a Firetail share following the Proposed Acquisition on a minority interest basis;

• The likelihood of an alternative proposal being made to Firetail;

• Other factors which we consider to be relevant to the Shareholders in their assessment of the Proposed Acquisition; and

• The position of Shareholders should the Proposed Acquisition not proceed.

2.3 Opinion

We have considered the terms of the Proposed Acquisition as outlined in the body of this report and have concluded that, in the absence of an alternative offer, the Proposed Acquisition is not fair but reasonable to Shareholders.

In our opinion, the Proposed Acquisition is not fair because the value of a Firetail share prior to the Proposed Acquisition on a control basis is greater than the value of a Firetail share following the Proposed Acquisition on a minority interest basis. However, we consider the Proposed Acquisition to be reasonable because the advantages of the Proposed Acquisition to Shareholders are greater than the disadvantages.

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2.4 Fairness

In section 12, we determined that the value of a Firetail share prior to the Proposed Acquisition on a control basis compares to the value of a Firetail share following the Proposed Acquisition on a minority interest basis as detailed below:

				Ref	Low	Preferred	Preferred	High	High
					$		$		$
Value of a Firetail share prior to the Proposed Acquisition on a control basis				10.3	0.043		0.057	0.072
Value of a Firetail share following the Proposed minority basis	Acquisition on		a	11	0.043		0.051	0.058
Source:BDO analysis
The above valuation ranges are graphically presented below:
Valuation Summary
Value of a Firetail share prior to the Proposed
Acquisition on a control basis
Value of a Firetail share following the Proposed
Acquisition on a minority basis
	0.030		0.040		0.050	0.060	0.070	0.080
					Value ($)

The above pricing indicates that, in the absence of any other relevant information, the Proposed Acquisition is not fair for Shareholders.

2.5 Reasonableness

We have considered the analysis in section 13 of this report, in terms of both

• advantages and disadvantages of the Proposed Acquisition; and

• other considerations, including the position of Shareholders if the Proposed Acquisition does not proceed and the consequences of not approving the Transaction.

In our opinion, the position of Shareholders if the Proposed Acquisition is approved is more advantageous than the position if the Proposed Acquisition is not approved. Accordingly, in the absence of any other relevant information and/or an alternate proposal we consider that the Proposed Acquisition is reasonable for Shareholders.

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The respective advantages and disadvantages considered are summarised below:

ADVANTAGES AND DISADVANTAGES	ADVANTAGES AND DISADVANTAGES
Section	Advantages	Section Disadvantages
13.4	Transaction structure provides flexibility to Firetail	13.5 Exposure to new geographic region may result in additional administrative overhead costs
13.4	Value uplift expected if Firetail acquires maximum 80% interest in the York Harbour Project	13.5 Loss of control by Shareholders
13.4	Acquisition of the York Harbour Project may improve attractiveness and liquidity of Firetail shares	13.5 Dilution of existing shareholders’ interests
13.4	Proposed Acquisition is value accretive on a control vs control basis (on an undiluted basis)	13.5 Future takeover bids may be deterred
13.4	Exposure to additional copper exploration assets, enhancing geographical diversification	13.5 Potential reduction in liquidity

Other key matters we have considered include:

Section	Description
13.1	Alternative proposal
13.2	Practical level of control
13.3	Consequences of not approving the Proposed Acquisition

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3. Scope of the Report

3.1 Purpose of the Report

Section 606 of the Corporations Act (‘ Section 606 ’) expressly prohibits the acquisition of further shares by a party if the party acquiring the interest does so through a transaction and because of the transaction, that party (or someone else’s voting power in the company) increases from 20% or below to more than 20%.

Section 611 of the Corporations Act (‘ Section 611 ’) provides exceptions to the Section 606 prohibition and item 7 Section 611 (‘ item 7 s611 ’) permits such an acquisition if the shareholders of Firetail have agreed to the acquisition. This agreement must be by resolution passed at a general meeting at which no votes are cast in favour of the resolution by the party to the acquisition or any party who is associated with the acquiring party.

Item 7 s611 states that shareholders of the company must be given all information that is material to the decision on how to vote at the meeting.

RG 74 states that to satisfy the obligation to provide all material information on how to vote on the item 7 resolution, Firetail can commission an Independent Expert's Report.

The directors of Firetail have commissioned this Independent Expert's Report to satisfy this obligation.

3.2 Regulatory guidance

Neither the Listing Rules nor the Corporations Act defines the meaning of ‘fair and reasonable’. In determining whether the Proposed Acquisition is fair and reasonable, we have had regard to the views expressed by ASIC in RG 111. This regulatory guide provides guidance as to what matters an independent expert should consider to assist security holders to make informed decisions about transactions.

This regulatory guide suggests that where the transaction is a control transaction, the expert should focus on the substance of the control transaction rather than the legal mechanism used to effect it. RG 111 suggests that where a transaction is a control transaction, it should be analysed on a basis consistent with a takeover bid.

In our opinion, the Proposed Acquisition is a control transaction as defined by RG 111 and we have therefore assessed the Proposed Acquisition as a control transaction to consider whether, in our opinion, it is fair and reasonable to Shareholders.

3.3 Adopted basis of evaluation

RG 111 states that a transaction is fair if the value of the offer price or consideration is equal to or greater than the value of the securities subject of the offer. This comparison should be made assuming a knowledgeable and willing, but not anxious, buyer and a knowledgeable and willing, but not anxious, seller acting at arm’s length. When considering the value of the securities subject of the offer in a control transaction it is inappropriate for the expert to apply a discount on the basis that the shares being acquired represent a minority or portfolio interest as such the expert should consider this value inclusive of a control premium. Further to this, RG 111 states that a transaction is reasonable if it is fair. It might also be reasonable if despite being ‘not fair’ the expert believes that there are sufficient reasons for security holders to accept the offer in the absence of any higher bid.

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Having regard to the above, BDO has completed this comparison in two parts:

• A comparison between the value of a Firetail share prior to the Proposed Acquisition on a control basis and the value of a Firetail share following the Proposed Acquisition on a minority basis (fairness – see Section 12 ‘Is the Proposed Acquisition Fair?’); and

• An investigation into other significant factors to which Shareholders might give consideration, prior to approving the resolution, after reference to the value derived above (reasonableness – see Section 13 ‘Is the Proposed Acquisition Reasonable?’).

This assignment is a Valuation Engagement as defined by Accounting Professional & Ethical Standards Board professional standard APES 225 ‘Valuation Services’ (‘ APES 225 ’).

A Valuation Engagement is defined by APES 225 as follows:

‘an Engagement or Assignment to perform a Valuation and provide a Valuation Report where the Valuer is free to employ the Valuation Approaches, Valuation Methods, and Valuation Procedures that a reasonable and informed third party would perform taking into consideration all the specific facts and circumstances of the Engagement or Assignment available to the Valuer at that time.’

This Valuation Engagement has been undertaken in accordance with the requirements set out in APES 225.

6

4. Outline of the Proposed Acquisition

Under the Option Agreement, Firetail has the right to acquire up to an 80% interest in the York Harbour Project from York Harbour via a stages-earn-in. The key commercial terms of the Option Agreement are outlined below.

An exclusivity fee is payable by the Company to York Harbour to the amount of $100,000 in cash, which has been paid as of 6 June 2024. ( ‘Exclusivity Fee’ )

The Option Agreement is subject to conditions precedent, including the following:

• The required consents and approvals shall have been obtained in form and substance satisfactory to the parties, acting reasonably;

• The Company obtaining the approval of its shareholders under and for the purposes of (without limitation) Item 7 s611 of the Act to issue the Considerations Shares to York Harbour;

• The Independent Expert provides a report to the Company that concludes that the issue of the Consideration Shares to York Harbour is fair and reasonable to Shareholders and the Independent Expert not withdrawing or adversely modifying or qualifying that conclusion prior to the date of the General Meeting;

• If approval is required in accordance with the policies of the TSX Venture Exchange (‘ TSX-V ’) or the Australian Securities Exchange (‘ ASX ’), as applicable, shall have conditionally approved the disposition of the property by York Harbour, the purchase of the property by the Company, and issuance of the Consideration Shares by the Company to York Harbour, subject only to compliance with the requirements of the TSX-V and the ASX, as applicable.

The Company may earn up to an 80% interest in the York Harbour Project as per the following staged earnin agreement:

Stage	Timing	Cash Consideration	Share Consideration	Exploration Commitment	Ownership acquired
Stage 1	Upon completion under the Option Agreement	$200,000	100 million	-	49%
	12 months after
Stage 2	completion under the	$100,000	25 million	5km drilling	11%
	Option Agreement
	24 months after
Stage 3	completion under the	$100,000	25 million	7.5km drilling	10%
	Option Agreement
	36 months after
Stage 4	completion under the	$100,000	25 million	10km drilling	10%
	Option Agreement
TOTAL		$500,000	175 million	22.5km drilling	80%

Source: BDO analysis

Upon the Company completing Stage 1 of the earn-in, the Company has agreed to grant York Harbour a 2% net smelter returns royalty in respect to all ores, mineral resources and concentrates or metals derived from them, containing precious metals, base, industrial and other minerals and that are found in, on or under the project. ( ‘Royalty’ )

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Subject to the Company completing Stage 4 of the earn-in, York Harbour will retain a 20% free carried interest until the completion of a pre-feasibility study. ( ‘Free Carried Interest’ )

The Company will enter into a joint venture upon the earlier of:

• the termination of the Option Agreement; or

• upon the Company exercising the option in full and completing Stage 4 of the earn-in. ( ‘Joint Venture’ );

Other share issues as part of Proposed Acquisition

Prior to the Proposed Acquisition, Firetail completed the Placement raising approximately $0.97 million before costs via the issue of 24,325,000 ordinary shares to sophisticated investors at an issue price of $0.04 per share. We note that 2,000,000 Firetail shares that were issued to a Director of Firetail as part of the Placement are yet to be approved by Shareholders. Following completion of the Placement, Firetail is completing the Entitlement Offer to existing shareholders raising $0.6 million before costs at $0.04 per share through the issue of one share for every ten shares held on the record date by eligible shareholders.

Subject to shareholder approval at the upcoming general meeting, the lead manager, 708 Capital Pty Ltd, engaged as part of the Capital Raisings will receive the Lead Manager Fee of 1,934,163 ordinary Firetail shares.

Upon successful completion of the Proposed Acquisition, Firetail has agreed to issue Private Equity (or its nominees) the Advisor Shares and Advisor Options. The Advisor Fees will be subject to shareholder approval. In the event that the Advisor Fees are not approved by shareholders, Firetail will be required to pay Private Equity in cash to an agreed value of $1 million.

8

Capital structure of Firetail following completion of the Proposed Acquisition

Prior to the Proposed Acquisition, York Harbour does not hold any Firetail shares. As part of the Proposed Acquisition, York Harbour will receive up to 175 million ordinary Firetail shares in exchange for up to an 80% interest in the York Harbour Project.

We have outlined the maximum possible shareholding achievable by York Harbour, which would arise in the scenario where all four stages of earn-in are met (the maximum number of shares are issued to York Harbour), and no options are exercised (outlined in the table below as the maximum control scenario).

Description	Existing		Other
	Shareholders	York Harbour	shareholders	Total
Shares on issue prior to the Proposed Acquisition	185,907,556	-	-	185,907,556
% holdings prior to the Proposed Acquisition	100.00%	0.00%	0.00%	100.00%
Shares issued under the Proposed Acquisition (Stage 1 to Stage 4)	-	175,000,000	-	175,000,000
Remaining Placement shares to be approved	2,000,000	-	-	2,000,000
Entitlement Offer shares	16,358,256	-	-	16,358,256
Shares on issue following the Proposed Acquisition	204,265,812	175,000,000	-	379,265,812
Lead Manager Fee shares issued to 708 Capital Pty Ltd	-	-	1,934,163	1,934,163
Advisor Shares issued to Private Equity	-	-	25,000,000	25,000,000
Shares on issue following the Proposed Acquisition (including advisor fees)	204,265,812	175,000,000	26,934,163	406,199,975
% holdings following the Proposed Acquisition (including advisor fees)	50.29%	43.08%	6.63%	100.00%
Advisor Options issued to Private Equity	-	-	25,000,000	25,000,000
Outstanding Firetail options and performance rights	-	-	27,353,000	27,353,000
Shares on issue following the Proposed Acquisition (fully diluted)	204,265,812	175,000,000	79,287,163	458,552,975
% holdings following the Proposed Acquisition (fully diluted)	44.55%	38.16%	17.29%	100.00%

Source: BDO analysis

The Proposed Acquisition will result in York Harbour’s interest in Firetail increasing from a shareholding of nil shares to above 20%, and as such, approval from Firetail Shareholders not associated with York Harbour is required for the Company to complete the Proposed Acquisition. Firetail is seeking Shareholder approval for York Harbour to obtain an interest in Firetail to a maximum of 43.08%, which assumes the maximum 80% interest in the York Harbour Project is acquired by Firetail, as detailed in the table above.

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5. Profile of Firetail

5.1 Overview

Incorporated on 16 June 2021, Firetail Resources Limited (ASX:FTL) is a battery minerals explorer that was listed on the ASX through an initial public offering (‘ IPO ’) on 14 April 2022. Upon listing on the ASX, the Company’s primary assets were the Yalgoo-Dalgaranga Lithium Project, Mt Slopeaway Nickel-CobaltManganese Project and the Paterson Copper-Gold Project, all located within Australia. The Company completed the acquisition in August 2023 of two additional projects in Peru, the Picha Copper Project and the Charaque Base Metals Project.

The Board of Directors consists of the following:

• Brett Grosvenor – Executive Chair (appointed 5 April 2022)

• Simon Lawson – Non-Executive Director (appointed 16 June 2021)

• Kecheng Cai – Non-Executive Director (appointed 5 April 2023)

• George Bauk – Non-Executive Director (appointed 5 September 2023)

Picha Copper Project (70% interest)

The Picha Copper Project, located in Peru, was acquired by Firetail in August 2023 through the acquisition of an initial 60% interest with an earn-in agreement in place to acquire up to a maximum of 80% of the issued capital of a wholly owned subsidiary of Valor Resources Limited (‘ Valor ’). The Picha Copper Project comprises of 27 mining concessions and comprises of four permitted drilling targets, namely the Cobremani, Maricate, Cumbre Coya and Fundicion targets. Firetail are currently undertaking a RC and diamond drilling campaign in order to confirm a maiden resource and to identifying other potential target drilling areas. Recently, vesting conditions for the Company’s acquisition of an additional 10% were met, taking Firetail’s overall interest in the Picha Copper Project to 70%.

Charaque Base Metals Project (21% interest)

The Charaque Base Metals Project, located in Peru consists of eight claims covering an area of around 6,000 hectares (60km[2] ). The Charaque Base Metals Project was acquired by Firetail in August 2023 through the acquisition of an initial 60% interest with an earn-in agreement in place to acquire up to a maximum of 80% of the issued capital of a wholly owned subsidiary of Valor. Prior to the acquisition of the 60% interest, Valor executed an earn in agreement with Barrick Gold Corporation (‘ BGC’ ) under which BGC can earn up to 70% interest with the following milestones:

• US$200,000 paid to Valor upon execution of the farm in agreement

• US$100,000 paid yearly (50/50 split Valor and Firetail) for 4 years

• US$200,000 paid (50/50 split Valor and Firetail) to obtain the 70% interest

• An additional 10% can be obtained through payment of US$1 million (50/50 split Valor and Firetail).

Under the earn in agreement, Barrick will undertake all exploration activities on the project, and to date, the following works have been completed on an area known as the Teresa target:

• Geological field mapping of the target

• Rock chip sampling of 232 samples

• Petrography of 43 samples

• Shallow test pitting of 78 samples

10

Paterson Copper-Gold Project (100% interest)

The Peterson Copper-Gold Project, located in the northwest of Western Australia (‘ WA ’), consists of five granted exploration licenses and one exploration license application. The Paterson Copper-Gold Project is a historically prospective project for copper ,gold and molybdenum. Project data and desktop studies have revealed high priority areas prospective for copper, gold, molybdenum, lead, zinc, and lithium.

Yalgoo-Dalgaranga Lithium Project (100% interest)

The Yalgoo-Dalgaranga Lithium Project located near the Geraldton Port in mid-west WA consists of nineteen granted exploration licenses and one exploration license application. Works to date include rock chip sampling and reconnaissance mapping of targets, which have been submitted for detailed Laser Induced Breakdown Spectroscopy (‘ LIBS’) analysis to identify the lithium properties and to map the pegmatite system. Firetail is currently evaluating a reverse circulation (‘ RC ’) drilling campaign and geochemical soil sampling over new targets identified from previous works.

Further information on Firetail’s mineral assets can be found in the Independent Technical Specialist Report at Appendix 3 of this Report.

5.2 Historical Statement of Financial Position

Statement of Financial Position	Reviewed as at 31-Dec-23 Audited as at 30-Jun-23 Audited as at 30-Jun-22
	$ $ $
CURRENT ASSETS
Cash and cash equivalents	6,361,499 5,091,219 7,364,551
Trade and other receivables	74,781 75,659 126,295
TOTAL CURRENT ASSETS	6,436,280 5,166,878 7,490,846
NON-CURRENT ASSETS
Exploration and evaluation assets	14,986,992 8,488,653 6,941,413
Financial assets available for sale	394,077 844,527 750,000
Plant and equipment	30,897 34,000 19,284
Right-of-use asset	22,830 12,745 42,959
Other receivables	16,867 16,867 16,867
TOTAL NON-CURRENT ASSETS	15,451,663 9,396,792 7,770,523
TOTAL ASSETS	21,887,943 14,563,670 15,261,369
CURRENT LIABILITIES
Trade and other payables	435,373 560,665 340,805
Lease liabilities	17,397 12,347 33,182
Provisions	2,536 3,056 -
TOTAL CURRENT LIABILITIES	455,306 576,068 373,987
NON-CURRENT LIABILITIES
Lease liabilities	- - 10,286
TOTAL NON-CURRENT LIABILITIES	- - 10,286
TOTAL LIABILITIES	455,306 576,068 384,273
NET ASSETS	21,432,636 13,987,602 14,877,096
EQUITY
Issued capital	23,999,085 17,277,485 17,277,485
Share based payment reserve	(175,630) 830,287 830,287
Asset revaluation reserve	(3,259,700) (1,917,377) (1,875,000)
Accumulated losses	868,880 (2,202,793) (1,355,676)
TOTAL EQUITY	21,432,636 13,987,602 14,877,096

Source: Firetail’s audited financial statements for the years ended 30 June 2023 and 30 June 2022, and reviewed financial statements for the half year ended 31 December 2023

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Commentary on Historical Statement of Financial Position

For the half year ended 31 December 2023 and the years ended 30 June 2023 and 30 June 2022, Hall Chadwick WA Audit Pty Ltd issued unmodified opinions in relation to the Company’s financial statements.

• As noted from the historical statement of financial position, Firetail have made significant investment into the exploration and evaluation of projects within the Company’s current portfolio prior to the announcement of the Proposed Acquisition. Over the historical periods presented above, the change in exploration and evaluation assets broadly relates to the acquisitions of the Company’s interest in the Picha Copper Project and Charaque Base Metals Project as well as capitalised expenditure related to exploration activities.

• Financial assets available for sale as at 31 December 2023 relate to the value of the Company’s holdings of 13,125,000 shares and 5,213,191 listed options in Forrestania Resources Limited (ASX: FRS, FRSO and FRSOA).

• The increase in Issued capital in the half year ended 31 December 2023, totalling approximately $6.72 million relates to the issue of shares of approximately $7.04 million minus a $0.3 million cost to issue the shares.

5.3 Historical Statement of Profit or Loss and Other Comprehensive Income

Statement of Profit or Loss and Other Comprehensive Income	Reviewed half year ended 31-Dec-23 Audited year ended 30-Jun-23 Audited year ended 30-Jun-22
	$ $ $
Interest received	73,617 146,000 -
Other income	14,400 19,992 -
Gross profit	88,017 165,992 -
Accounting and audit fees	(2,732) (25,163) (20,391)
Compliance costs	(66,967) (112,740) (109,741)
Corporate advisory and consulting fees	(370,189) (289,038) (117,223)
Directors fees	(110,185) (166,749) (45,016)
Finance costs	(1,076) (1,362) (1,552)
Legal expenses	- (83,553) (58,770)
Share based payments	(237,740) - (830,287)
Travel expenses	(86,921) (53,458) (7,446)
Employee benefits expense	(25,971) (62,525) (40,301)
Depreciation	(22,615) (35,998) (19,953)
Other expenses	(249,226) (182,523) (104,996)
Loss before income tax expense	(1,085,605) (847,117) (1,355,676)
Income tax expense	- - -
Loss for the period from continuing operations	(1,085,605) (847,117) (1,355,676)
Other comprehensive income	(646,280) (42,377) (1,875,000)
Total comprehensive loss for the period, net of tax	(1,731,885) (889,494) (3,230,676)

Source: Firetail’s audited financial statements for the years ended 30 June 2023 and 30 June 2022, and reviewed financial statements for the half year ended 31 December 2023

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Commentary on Historical Statement of Profit or Loss and Other Comprehensive Income

• We note that Firetail has been in a consistent phase of exploration over the historical period of analysis portrayed in the table above. For this reason, the relatively consistent performance is in line with expectation.

• Share based payments expenditure in the year ended 30 June 2022 related to performance rights and options issued upon the Company listing on the ASX on 14 April 2022. The expense in the half year ended 31 December 2023 related to the issue of performance rights to Directors, employees and advisors to the Company.

5.4 Capital structure

The share structure of Firetail as at 24 June 2024 is outlined below:

	Number
Total ordinary shares on issue	185,907,556
Top 20 shareholders	98,817,929
Top 20 shareholders - % of shares on issue	53.15%

Source: Firetail’s share registry as at 24 June 2024

The range of shares held in Firetail as at 24 June 2024 is as follows:

	No. of	No. of	Percentage
Range of Shares Held	Ordinary	Ordinary	of Issued
	Shareholders	Shares	Shares (%)
1 - 1,000	99	33,687	0.02%
1,001 - 5,000	305	1,034,435	0.56%
5,001 - 10,000	220	1,703,956	0.92%
10,001 - 100,000	485	19,807,580	10.65%
100,001 - and over	213	163,327,898	87.85%
TOTAL	1,322	185,907,556	100.00%

Source: Firetail’s share registry as at 24 June 2024

The ordinary shares held by the most significant shareholders as at 24 June 2024 are detailed below:

Name	No. of Ordinary Shares	Percentage of Issued Shares (%)
Hong Kong Jayson Mining Co Ltd	19,611,111	10.55%
Thunderbird Resources Limited	15,000,000	8.07%
Spartan Resources Limited	11,273,889	6.06%
Terra Capital Natural Resources Fund Pty Ltd and Terra Capital Green Metals Pty Ltd	10,000,000	5.38%

Source: Firetail’s share registry as at 24 June 2024

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Firetail has the following unlisted options and performance rights on issue as at 24 June 2024:

Description	No. of Options/Rights	Exercise price ($)
Performance Rights - Class A	2,766,000	Nil
Performance Rights - Class B	2,766,000	Nil
Performance Rights - Class C	72,000	Nil
Performance Rights - Class D	14,749,000	Nil
Unlisted options	5,500,000	0.30
Unlisted options	1,500,000	0.30
Total number of options and performance rights	27,353,000

Source: Firetail Appendix 2A released 19 June 2024

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6. Profile of York Harbour

6.1 York Harbour

York Harbour Metals Inc. is a mining exploration and development company which was incorporated in 2011 as Zuri Capital and listed on the TSX-V on 19 March 2012. In April 2014, Zuri was acquired by Phoenix Gold Resources Corp in a reverse takeover and changed its name to Phoenix Gold Resources Incorporated. In February 2022, Phoenix Gold Resources Incorporated became York Harbour Metals Inc and resumed trading on the TSX-V (ticker TSXV:YORK). York Harbour has a primary focus on rare earth elements at its Bottom Brook projects in Newfoundland, Canada. Recently, York Harbour released assay results from the Bottom Brook projects which concluded that more sampling was required, the assay results of which are still pending. York Harbour Metals is based in Port Moody, British Colombia, Canada.

The current Directors of York Harbour are as follows:

• Michael Williams – Chairman and Director;

• Blair Naughty – Chief Executive officer and President;

• Sean Choi – Chief Financial Officer;

• Bruce Durham – Qualified Person and Director;

• Roger Baer – Director;

• Leo Power – Director; and

• Rich Macey – Director;

6.2 York Harbour Project

The York Harbour Project which is on the west coast of Newfoundland and Labrador, Canada consists of six Newfoundland and Labrador mineral licenses which consist of 189 mineral claims over an area of approximately 4,725 hectares.

Further details on the York Harbour Project can be found in the Independent Technical Specialist Report in Appendix 3 to this Report.

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7. Economic analysis

Following the Proposed Acquisition, Firetail will be exposed to the geographical risks associated with the incoming York Harbour Project located in Canada. Firetail will continue to maintain exposure to its current mineral assets, with majority of exposure to mineral assets located in Australia and Peru.

7.1 Canada

Overview

Economic activity in Canada has picked up in the first quarter of 2024, after stalling in the second half of 2023. Household spending recovered, supported by tight labour markets, strong population growth and strengthening residential investment. The Bank of Canada is expecting economic growth to be stronger in the near future, forecasting economic growth to be 3% over 2024 and 2025. Based on key economic indicators in the neighbouring US, which showed a resilient economy, the growth is attributed to an increase in consumer spending due to the job market. 2024 growth is expected to be underlined by excess supply, followed by persistent demand growth and the moderation of supply growth.

Inflation

Inflation continues to fall globally, but inflation in major economies continues to remain elevated. In Canada, inflation has continued to come down. CPI was under 3% in January and February 2024, representing significant movement toward price stability over the past year as inflation has steadily dropped from a high of 8.1% in July 2022. More recently CPI has steadied but remains higher than historical averages in both services and shelter. Inflation has been easing with lower energy prices, improvements in global supply chains and the effects of higher interest rates moving through the economy.

The downward momentum in inflation is slowing, attributable to demand in Canada continuing to outpace supply. Household spending has been robust, supported by strong demand for labour, population growth and higher than average wage growth. Housing resales and house prices have also picked up. After a softening of business investment in the prior year, a period of growth and moderation is expected over the short term. Additionally, labour market conditions remain tight but appear to be easing.

Inflation is now projected to remain around 3% over the next year. As excess demand dissipates and labour market conditions ease, inflation is projected to fall to around 2.5% in the second half of 2024, before being expected to gradually return to the Bank of Canada’s 2% target in the middle of 2025.

However, there is a high degree of uncertainty surrounding these forecasts due to the risk of near-term inflations expectations being high, and the risk of the Israel and Palestine war becoming a more global conflict. This could result in a resurgence of energy prices and disrupt oil supplies.

Employment

The Canadian labour market has remained tight, labour demand has been persistently strong, and job gains have been robust. Following 6 months of decline in the employment rate, in April 2024 the rate held steady at 61.4% overall, although the rate was down 0.9% from the 12 months prior. Additionally, the overall unemployment remained unchanged at 6.1%, sitting higher than the rate of 5.1% in the 12 months prior. The private sector employment grew by an estimated 50,000 jobs, with the public sector adding an additional 26,000 jobs for the month.

The unemployment has edged up recently in the last 6 months but remains low by historical standards. Wage growth has been in a range of about 4% to 5% although the market is showing signs that it’s beginning to ease. At the same time, tighter monetary policy appears to be moderating demand for

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labour, with job vacancies declining since the start of the year. According to the Business Outlook Survey, this is attributable to less competition for labour and improved labour supply due to new entrants into the job pool.

Outlook

Economic growth is projected to strengthen slightly over the coming 12 months, peaking at an estimated 2.5% in early 2025. This is due to the effect of higher interest rates on economic growth dissipating with an expected easing of fiscal policy and a rise in economic confidence. The Bank of Canada is expecting these effects to be felt in the second half of 2024, with economic growth reaching peaking in early 2025 and easing into 2026 at around 2%. As global economies start to remove the tight monetary policies, it is likely that revisions will be made to the Bank of Canada’s growth projections of 2025 and 2026, as the global economies start to see the effects of a post high interest rate period. However, it should be noted that financial conditions remain accommodative across Canada.

Source: www.bankofcanada.ca Monetary Policy Report April 2024 and prior periods, www.statcan.gc.ca Statistics Canada April 2024 and prior period, Bloomberg and BDO analysis.

7.2 Australia

At the June 2024 Monetary Policy Decision meeting, the Reserve Bank of Australia (‘ RBA’ ) left the cash rate target unchanged at 4.35%. Prior to the June meeting, the Board of the RBA (‘ the RBA Board’ ) has held interest rates steady since a 25-basis point increase made in November 2023. This is aimed at returning inflation to the RBA’s target of 2-3% within a reasonable timeframe and facilitating ongoing moderate growth in employment. Following its peak in December 2022 at 7.8%, inflation has fallen substantially as higher interest rates have helped to bring aggregate demand and supply closer to balance. However, recent data shows a slower pace of decline, with inflation still above the midpoint of the target range. Over the year to April 2024, the monthly consumer price index (‘ CPI’ ) indicator rose by 3.6% in headline terms, and by 4.1% excluding volatile items and holiday travel, which was similar to its pace in December 2023.

The central forecast published by the RBA in May 2024 predicted inflation would return to the target range in the second half of 2025, and to the midpoint in 2026. However, since then, there have been indications that economic activity is weakening, including slow Gross Domestic Product (‘ GDP’ ) growth, a rise in the unemployment rate, and slower-than-expected wage growth.

Recently, the combination of heightened interest rates and cost-of-living pressures has led to a substantial deceleration in household spending. Additionally, dwelling investments have demonstrated weakness due to continuous increases in housing prices nationwide. However, real disposable incomes have recently stabilised and are expected to grow later in 2024, aided by lower inflation and tax cuts.

Since the beginning of 2024, equity prices in Australia have reached a record high, similarly experienced in the advanced economies of the United States and Japan, due to recent declines in bond yields. The rise in equity prices likely indicates growing market confidence in the potential for inflation to align with central bank targets, with minimal adverse impact on future earnings.

Among other major economies around the world, the rebound from the COVID-19 pandemic waned throughout 2022 which contributed to a significant slowdown in the global economy. In Australia, as in many advanced economies, high inflation and energy prices have weighed on demand. For 2024, it is anticipated that GDP growth in Australia’s key trading partners will remain substantially below historical norms. In China, growth is expected to slow over the next two years as the post-pandemic rebound in services consumption fades and the property sector remains weak.

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Labour market conditions are gradually easing, although remain tight. In March 2024, the unemployment rate stood at 3.8%. With economic growth forecast below trend, employment is predicted to expand at a slower pace than the labour force, leading to a gradual rise in the unemployment rate to around 4.40% by June 2025. Additionally, wage growth has also increased over the past year, but has peaked with indications it will moderate over the year ahead.

Outlook

The economic outlook remains uncertain, and according to the RBA Board, recent data indicates that the process of returning inflation to target is unlikely to be smooth. To date, medium-term inflation expectations have been consistent with the inflation target and the RBA Board emphasised the importance of this remaining the case. Inflation is easing but at a slower pace than previously expected and remains high. Returning inflation to target within a reasonable timeframe remains the RBA Board’s highest priority, however, they expect it will take some time. Services price inflation remains high, as observed overseas. However, it is expected to gradually decline as domestic inflationary pressures moderate and growth in labour and non-labour costs ease.

Conditions in the labour market are expected to further ease to align broadly with full employment conditions that can be sustained over time without contributing to inflationary pressures in the coming years. Nominal wage growth is expected to remain strong in the near term and then gradually decline in line with labour market easing.

Economic growth in Australia is forecast to remain subdued as earlier interest rate hikes and inflation continue to weigh on consumption. Growth is expected to gradually increase from late 2024 as inflation declines and household income pressure eases. However, the full impact of policy tightening on household consumption is uncertain. The squeeze on household finances could result in prolonged subdued household consumption, which may put more downward pressure on labour demand and wages and see an earlier return to the inflation target than forecast. This could also occur if economic growth among Australia’s trading partners is slower than anticipated. However, there remains a high level of uncertainty around the Chinese economic outlook and the implications of the conflicts in Ukraine and the Middle East, which may have implications for supply chains.

Source : www.rba.gov.au Statement by the Reserve Bank Board: Monetary Policy Decision dated 18 June 2024 and prior periods, www.rba.gov.au Statement on Monetary Policy May 2024 and prior periods, and BDO analysis

7.3 Peru

Domestic economic activity over 2023 soften in Peru, falling by roughly 0.6% for the year. In 2023, Peru faced a number of social and political issues that had a negative effect of the country’s economy, specifically a period of prolonged bad weather that effected supply chains and nationwide protests in relation to the then country’s political landscape. The domestic softening was compounded by a rise in food costs due to inflation in addition to softening demand for export products, specifically to North America as the powerhouses’ economy struggled. The central banks’ current account climbed from a deficit of 4% of GDP in 2022 to a surplus of 0.6% on the back of increased interest yields due to higher interest rates, declining export costs and the return of normal tourism post pandemic.

Inflation

In alignment with majority of the global economies, Peru has seen a slow decline in the year-on-year inflation rate, which dropped by 0.62% from 3.64% in November 2023 to 3.02% in January 2024. Inflation has declined based on the easing of heightened food prices, specifically staples and a reduction in energy prices due to a stabilising social environment. As of February 2024, total and non-food and energy

18

inflation rose to 3.31% and 3.10% respectively, although this was considered a one-off spike due to supply related factors.

In the March 2024 inflation report, the project inflation rate for 2024 was reduced from 2.3% as set previously to 2.2%, which was an adjustment made to account for a downward risk reduction of weather related effects on the food supply chains for the year. Within the current forecast, the central bank has projected that non food and energy related inflation will continue on the downward trend from November 2023, with an overall inflation rate forecast for 2025 of 2%.

The central bank expect the pressures on downwards inflation through the following year to be broadly related to an expected nature related event which would have a negative impact on global and domestic supply of food and energy, the effect of increased political uncertainty across the globe due to ongoing conflict on financial markets and a slower than expected recovery of consumer and business confidence.

Outlook

As noted above, in relation to inflation, the central banks expectation is that the overall inflation will fall to 2.2% towards the end of 2024 and fall to 2% in 2025. Forecast GDP is expected to return to 3% for the remainder of 2024 and throughout 2025. The central bank has sited that within the forecast, GDP growth assumes normal weather conditions which should assist in a recovery of the agriculture and manufacturing industries. Coupled with a reduction in inflation over the remainder of 2024, purchasing power is expected to strengthen and stability within the social and political environment should have a positive effect on non-primary sectors.

Source: https://www.bcrp.gob.pe/en Banco Central de Reserva Del Peru Inflation Report March 2024 and Weekly Report 6 June 2024, Bloomberg and BDO Analysis

8. Industry analysis

8.1 Exploration sector

BDO reports on the financial health and cash positions of ASX-listed exploration companies based on the quarterly Appendix 5B reports lodged with the ASX. ASX-listed mining and oil and gas exploration companies are required to lodge an Appendix 5B report each quarter, outlining the company’s cash flows, their financing facilities available and management’s expectation of future funding requirements. BDO’s report for the March quarter of 2024 suggests a slowdown in activity by explorers during a period of market stabilisation. However, despite lingering economic uncertainties, explorers were supported by strong commodity prices, particularly in the uranium sector, and the continued high demand for minerals essential to the global energy transition.

In the March 2024 quarter, financing cash inflows fell to $1.62 billion, representing a 39% decrease to the $2.68 billion of funds raised in the previous quarter. In addition, financing inflows averaged $2.08 million per company, which is 29% lower than the two-year average of $2.92 million (since March 2022). The decrease in financing inflows, coupled with a 34% increase in financing cash outflows, resulted in a 49% decrease in net financing cash flows from the December 2023 quarter. While we acknowledge the influence of seasonality on this trend, with the March quarter often being a quiet period for capital raises, interest rate increases and elevated inflation has contributed to a softening in capital markets, resulting in reduced funding availability, particularly for smaller explorers.

19

ASX Explorers' Financing Cash Flows ($M)

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

4,000
3,000
2,000
1,000
-
(1,000)
(2,000)
Inflows Outflows Net Cash Flows
$M
----- End of picture text -----

The number of companies which raised capital exceeding $10 million (which we have termed ‘Fund Finders’ ) reduced in the March 2024 quarter with 38 companies raising $1.21 billion compared to the 43 companies raising $2.01 billion in the December 2023 quarter. On average, the Fund Finders of the March 2024 quarter raised $31.8 million each and contributed to 74% of the total financing inflows in the March 2024 quarter.

Uranium explorers raised the most funds over the March 2024 quarter, with seven uranium companies accounting for 27% of funds raised during the quarter, raising a total of $323.22 million. This marked a 50% increase from the previous quarter, which featured only two uranium companies. Uranium prices have doubled over the past twelve-month period, hitting a 16-year high of US$106 per pound early in the quarter. The key factors driving this price shift were supply chain disruptions, sparked by geopolitical tensions with Russia, which is projected to hold 42% of the world’s enrichment capacity by 2025, coupled with renewed interest, which indicates there are both demand and supply factors driving investment in uranium.

Gold, previously dominant since June 2022, was overtaken by lithium in late 2023. Despite falling behind uranium this quarter, gold remains popular, with the gold price hitting a record high of US$2,230 in March, and accounting for 24% of the $1.21 billion raised by Fund Finders. Graphite explorer Syrah highlighted graphite's importance in the advancement of battery technology during the quarter, securing the commodity a podium finish in the Fund Finder analysis. And interestingly, lithium fundraising dropped to $50.65 million in the March 2024 quarter, reflecting a 93% decrease from the previous quarter's $756.39 million.

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Financing Inflow by Commodity - Top 38 Explorers March Quarter 2024

Mineral Sands Sulphate of Potash Bauxite Tungsten Diversified Metals Coal Copper-Gold Iron Ore Copper Helium Lithium Rare Earth Metals Oil & Gas Silver Graphite Gold Uranium			10.00 11.69 21.90 25.45 29.60 30.97 32.95 36.64 39.16 44.84 50.65 53.90 61.92 63.87 77.61	10.00 11.69 21.90 25.45 29.60 30.97 32.95 36.64 39.16 44.84 50.65 53.90 61.92 63.87 77.61							293.47 323.22	293.47 323.22	293.47 323.22	293.47 323.22
	-		50 100		150		200		250 300				350
							A$ million

Following a large December 2023 quarter in terms of activity, total exploration spending dropped by 26% to $748 million in the March 2024 quarter, hitting a two-year low not seen since March 2022. Additionally, the average exploration spend per company reached a new low of $0.96 million, the lowest since the average in March 2021 of $0.83 million. This decline in exploration activity was primarily driven by explorers adopting a cash preservation strategy in response to the softening capital markets and therefore the uncertainty around when explorers can next achieve a capital raise.

The top 10 exploration spends, totalling $179 million, comprised four lithium companies, three oil and gas companies, two gold companies and one copper-gold company. Typically, gold and oil and gas constitute the largest portion of the top 10 exploration spends. However, similar to the previous quarter, we have observed growth in exploration spending for lithium. Notably, lithium players such as Galan Lithium Limited (who recorded the second largest exploration spend of $25 million), Ioneer Limited, Latin Resources Limited and Delta Lithium Limited have collectively spent $62 million on exploration during the March 2024 quarter.

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Total Exploration Expenditure - Last Two Years ($M)

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

1,200 1.60
1,074
1,100 1,040
993 983 1,010 1.40
1,000 914
900 832 827 1.20
800 748
1.00
700
600 0.80
500
0.60
400
300 0.40
200
0.20
100
- -
Mar 22 Jun 22 Sep 22 Dec 22 Mar 23 Jun 23 Sep 23 Dec 23 Mar 24
Total Exploration Expenditure Average Exploration Expenditure
($M) ($M)
Total Exploration Expenditure
Average Exploration Expenditure
----- End of picture text -----

The results from the March 2023 quarter show that despite the noticeable industry wide slowdown due to deteriorating global macroeconomic conditions and softening capital markets, the sector remained resilient, supported by strong commodity prices and sustained demand for minerals critical to the clean energy transition. Uranium has emerged as the top Fund Finder of the quarter for the first time since our analysis began in 2014, with funds raised by uranium explorers increasing by 50% on the December 2023 quarter.

Source: BDO Explorer Quarterly Cash Update: March 2024 and prior releases.

8.2 Copper

Copper is a soft, tough and malleable metal which is highly sought after due to its importance in a variety of practical applications. Copper is very ductile and a good conductor of electricity which is why it is used in electrical wires, electrical generators and in electronic goods such as radios and TVs. Copper is also used in motor vehicle radiators, air conditioners and heating systems because it is a good conductor of heat. More recently, copper has been replacing aluminium in computer chips. Copper is also one of the few materials that does not degrade or lose its chemical properties during the recycling process. Therefore, recycling of copper has the positive effect of efficiently reducing waste and extending the life of existing resources.

Due to some of the applications outlined above, copper is going to be an extremely important resource in the energy transition. As fossil fuels are phased out, technologies that were previously fossil fuel powered will need to be electrified. As an example, electric vehicles use four times as much copper as petrolfuelled cars. This will lead to increased demand for copper as the world looks to achieve its climate change related targets.

Open pit mining is widely utilised in most copper producing countries except for in Australia where approximately 93% of copper is extracted through underground mining. Copper is often found in conjunction with gold, lead, cobalt or zinc, and a number of industry operators mine these metals and ores as well.

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There are two main copper ore types of concern, copper oxide ores and copper sulphide ores. The majority of the global copper supply comes from sulphide copper ores. Sulphide ores are the most profitable as they have a high copper content as well as the copper being more easily extracted than oxide ores. While oxide ores are more abundant than sulphide ores, they are not as popular due to their lower grade.

The extraction of copper from sulphides involves a beneficiation process which produces a concentrate. The concentrate generally contains between 25 and 30% copper depending on the type of copper containing minerals being processed. However, this may be as high as 60% copper in certain circumstances. The concentrate is then processed in a smelter.

Copper production and reserves

Copper supply had been forecasted to be in surplus headed into 2024. However, this has rapidly reversed with the closure of First Quantum Minerals $10 Billion mine in Panama combined with Anglo American reducing its copper production target by 200,000 tonnes. As for demand, the International Copper Association expects the green energy transition to drive consumption of copper from 28.3 million tonnes in 2020 to 40.9 million tonnes in 2040. This equates to compounded annual growth rate (‘ CAGR ’) of 1.85%.

The USGS estimates that overall global copper production in 2023 remained relatively unchanged from 2022. As production decreases in Chile, China and the US were offset by production increases in Peru and The Democratic Republic of Congo.

Global Copper Mine Production 2023

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2%
4%
4%
23%
5%
Chile
Other Countries
8%
Peru
Congo
China
12%
United States
Russia
30% Indonesia
12% Canada
----- End of picture text -----

Source: U.S. Geological Survey, January 2024

Despite Chile being the largest mine producer, China is the leading refinery producer of copper globally.

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Global Copper Refinery Production 2023

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1%
3% [2%]
4%
6%
7%
45%
8%
24%
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----- Start of picture text -----

China
Other Countries
Chile
Congo
Japan
Russia
United States
Republic of Korea
Canada
----- End of picture text -----

Source: U.S. Geological Survey, January 2024

Chile also has the largest copper reserves globally, with Peru’s reserves following closely as the second largest, according to the United States Geological Survey (‘ USGS ’). As depicted below, the USGS estimates that collectively, Chile, Peru and Australia account for approximately 41% of global copper reserves.

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Global Copper Reserves 2023
1%
5%
5% 19%
8%
8%
10%
32%
12%
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----- Start of picture text -----

Chile
Other Countries
Peru
Australia
Congo
Russia
Mexico
United States
Canada
----- End of picture text -----

Source: U.S. Geological Survey, January 2024

Copper prices

The US$ price for copper is quoted on the London Metal Exchange (‘ LME ’). A key driver of the copper price relates to stock levels held in the LME warehouses, being large global copper depositories. Like zinc, copper prices are driven heavily by Chinese demand and mine production. The global balance between demand for and supply of copper, along with speculative influences, determines the price.

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Copper Spot and Forecast Price
12000
10000
8000
6000
4000
2000
0
Spot Forecast
US$/tonne
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Source: Bloomberg and Consensus Economics Survey dated 20 May 2024

The figure above illustrates the historical fluctuations in the copper spot prices from January 2012 to June 2024 as well as the Consensus Economics forecasts for copper prices from the remainder of 2024 to 2033.

Between 2013 and 2017, the copper price steadily declined, before increasing in mid-February 2017, relating to a strike action at the world’s largest copper mine Escondida, located in Chile. The average copper price traded around US$7,000/t for most of 2018 but then traded lower around US$6,000/t for most of 2019.

Global uncertainty and low confidence resulting from the emergence of the COVID-19 pandemic was a major influence in the decline in copper prices throughout the first quarter of 2020, with prices dropping to a 4-year low of US$4,625/t on 23 March 2020. The subsequent decline in global production stemming from global lockdown regulations in April and May 2020, coupled with an improvement in copper demand from China, caused prices to spike over the remainder of that year. Chinese government stimulus measures further increased Chinese demand, with the industry experiencing supply constraints and an excess of demand, which pushed the price to exceed US$10,000/t in May and June 2021. The price stumbled in late June following outbreaks of the Delta-variant of COVID and was US$9,800/t towards the end of July 2021. Prices remained stable until late October 2021, where copper hit a five-month high of over US$11,000/t, quickly declining back to around US$10,000/t. The price averaged around US$9,600/t for the remainder of 2021.

In the first quarter of 2022, copper prices remained relatively stable, averaging just under US$10,000/t. In late April 2022, prices began to fall sharply, averaging approximately $9,500/t in the second quarter, primarily attributable to concerns about supply disruptions stemming from Russia’s invasion of Ukraine. In July 2022, prices reached a yearly low of US$7,160/t and remained volatile for the remainder of the third quarter, averaging US$7,700/t. This volatility mainly stemmed from competing supply and demand factors. Throughout the second half of the year demand for copper was capped by the war in Ukraine, global inflation, disrupted industrial activity and a stronger US dollar. Prices increased in the fourth quarter of 2022, reaching US$8,500/t in December as a result of supply disruptions in Latin America.

From January 2023 through January 2024, copper prices averaged US$8,485/t, and exhibited an increase on the back of the fourth quarter of 2022, primarily due to the expected demand increase associated with China’s economic reopening, which coincided with a year to date high of US$9,330/t in January

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1. After a decline in prices in the first half of 2023 due to a decrease in industrial activity and uncertainty stemming from global inflationary pressures, prices rebounded in the beginning of 2024. This was due to constrained supply, record low inventories and growing demand from renewable sectors.

After reaching record highs of over US$11,100/t in May 2024, a sharp rise in inventories and soft US job openings has seen copper prices fall and trade around US$10,000/t.

According to Consensus Economics, the medium term forecast copper price from 2025 to 2028 is expected to range between US$9,300/t and US$9,650/t, with the long term (2029-2033) nominal forecast at approximately US$9,300/t.

Source: Bloomberg, Consensus Economics, IBISWorld, S&P Global and BDO analysis.

8.3 Gold

Gold is a soft malleable metal which is highly desirable due to its rarity, permanence, and unique mineral properties. Gold has been used in jewellery and as a form of currency for thousands of years, however more recently, there has been increasing demand for its use in the manufacture of electronics, dentistry, medicine, and aerospace technology.

In addition to its practical applications, gold also serves as an international store of monetary value. Gold is widely regarded as a monetary asset as it is considered less volatile than world currencies and therefore provides a safe haven investment during periods of economic uncertainty.

The mining and mineral processing techniques applied to gold is determined by the nature of the ore deposit. Gold contained in oxide ore deposits are typically of low grade and are simple to extract and readily amenable by cyanidation. Consequently, highly disseminated gold can be contained within sulphide minerals which require mining, crushing, grinding and to be followed by gravity separation to recover the gold, subject to flotation to concentrate the sulphide mineral fraction containing the gold. Inherently, the costs associated with the treatment of oxide ore are significantly less than of sulphide ores.

Once mined, gold continues to exist indefinitely and is often melted down and recycled to produce alternative or replacement products. Consequently, demand for gold is supported by both gold ore mining and gold recycling. A summary of the recent historical supply of gold is provided in the table below:

Gold supply (tonnes)	2017	2018	2019	2020	2021	2022	2023
Mine production	3,576	3,656	3,596	3,482	3,577	3,632	3,636
Net producer hedging	-26	-12	6	-39	-5.4	-13.1	55.3
Recycled gold	1,112	1,132	1,276	1,293	1,136	1,140	1,239
Total supply	4,662	4,776	4,878	4,736	4,707	4,759	4,930

Source: World Gold Council Statistics, 31 March 2024

The World Gold Council expects gold to remain supported with the development of new mines in North America, Asia and Australia scheduled for 2024. Heightened geopolitical tension during a key election year for many major economies and ongoing financial uncertainty from weakening global economic conditions should see gold experience persisting strong demand. Continued purchases by major central banks and concerns about a global recession is anticipated to offer further backing for the commodity. However, the risk of tighter monetary policy or an economic soft landing, particularly concerning the United States economy, could result in gold divestment.

Gold ore mining is a capital intensive and high-cost process, which becomes increasingly difficult and more expensive as the quality of ore reserves diminish. The industry also incurs many indirect costs related to

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exploration, royalties, overheads, marketing and native title law. Typically, many of these costs are fixed in the short term as a result of industry operators’ inability to significantly alter cost structures once a mine commences production.

The gold industry is geographically diverse as China, Australia and Russia lead global gold production. According to the USGS, total estimated global gold ore mined for 2023 was approximately 3,000 metric tonnes. The charts below illustrate the estimated global gold production and reserves by country for 2023.

Production and reserves

The USGS estimates that overall global gold production in 2023 remained relatively unchanged from 2022 as production decreases in Peru and Mali were more than offset by production increases in Kazakhstan, South Africa and Tanzania.

Gold Production by Country 2023

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

4% [4%]
Rest of World
6%
China
7%
Australia
47% Russia
10%
Canada
United States
10% Kazakhstan
Mexico
12%
----- End of picture text -----

Source: U.S. Geological Survey, January 2024

Despite China leading global gold production in 2023, Australia, Russia and South Africa hold the largest known gold reserves globally. As depicted below, the USGS estimates that collectively, these three countries account for approximately 48% of global gold reserves.

Gold Reserves by Country 2023

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

4% [4%]
5% Rest of World
5% Australia
34%
Russia
9%
South Africa
United States
China
19%
Peru
20% Indonesia
----- End of picture text -----

Source: U.S. Geological Survey, January 2024

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According to USGS, Australia’s gold reserves amount to 12,000 tonnes, representing over 20% of global reserves and the largest held by any one country.

Gold prices

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

Gold Spot and Forecast Price
3000
2500
2000
1500
1000
500
0
Spot Forecast
US$/tonne
----- End of picture text -----

Source: Bloomberg and Consensus Economics Survey dated 20 May 2024

The figure above illustrates the historical fluctuations in the gold spot prices from May 2014 to June 2024 and the consensus economics forecast for gold prices for 2024 through to 2033.

Over the period from 2014 through to 2019, the gold price fluctuated primarily between US$1,100/oz and US$1,400/oz. Throughout 2020, gold prices fluctuated significantly. Demand for gold increased in response to the uncertainty created by the pandemic, as investors prioritised safe haven assets. In late March 2020, the increasing demand for gold was interrupted by a panic selloff as investors began to realise their profits amidst growing uncertainty. Gold spot prices fell to a yearly low of US$1,471/oz, before rallying in late July and early August to exceed US$2,000/oz. The COVID crisis was the primary driver of the increase in gold price, as central banks injected billions of dollars into financial markets and investors flocked to safe asset. Additionally, the prevailing low interest rate environment at the time increased access to capital, which further spurred investment in gold.

Through to early January 2021, the price of gold increased as a result of further fallout from the US Election, climbing back over US$1,900/oz after remaining in the US$1,800s/oz through most of December 2020. For the rest of 2021, the price of gold traded between US$1,600/oz and US$1,900/oz as demand fluctuated throughout the year. Rising US treasury yields initially threatened gold’s appeal as an inflation hedge by increasing the opportunity cost of holding the precious metal. However, concerns regarding the spread of COVID-19 (Delta variant) increased gold’s safe haven appeal, and subsequently, the price of gold climbed back above the US$1,800/oz mark in early July 2021. This was quickly reversed in the following months as the US Federal Reserve signalled policy tightening sooner than anticipated which drove US treasury yields and a stronger US dollar. Towards the end of the year, gold prices significantly strengthened following the US Federal Reserve’s announcement to reduce purchases of Government bonds

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and the release of US inflation data which revealed an annualised inflation rate of 6.2%, its highest level since 1990.

The invasion of Ukraine by Russia in February 2022 saw gold prices climb above US$1,900/oz and peak at US$2,039/oz during March, in response to several economic sanctions on Russia and the release of US inflation data which indicated an annualised inflation rate of 8.5%. In May 2022, the price of gold weakened to US$1,800/oz following the US Federal Reserve’s aggressive monetary tightening to control rising inflation. The gold price continued to decline until September 2022, before it staged a recovery driven by a combination of slowing US inflation, depreciation of the US dollar, and increased gold demand by central banks for reserve diversification.

The first quarter of 2023 witnessed several financial institutions, such as the Credit Suisse Group AG and the Silicon Valley Bank, face severe liquidity and investor confidence issues which were supportive factors for the price of gold. Early April 2023 saw gold prices surpass US$2,000/oz as investors speculated a nearing of the end of interest rate tightening in the US.

During the months of January and February 2024, gold continued to largely trade above US$2,000/oz, however, since March 2024 the gold price has seen a steep incline, and it achieved an all-time high in late May, exceeding US$2,400/oz. This can be attributed to several factors including geopolitical instability particularly from the wars between Israel and Hamas and Russia and Ukraine. The increased viability of gold as a safe haven asset during times of conflict, as a hedge against current inflation, on top of emerging market central banks continuing to purchase gold to diversify from the US dollar and US bonds, have all contributed to the price hike.

Consensus Economics forecasts the price of gold to exhibit a broadly declining trend over the current period to the end of 2028, but still remains high compared to historical price levels. According to Consensus Economics, the medium-term forecast gold price from 2026 to 2028 is expected to range between US$2,083/oz and US$2,196/oz, with the long term (2029-2033) nominal forecast at approximately US$2,221/oz.

Source: Bloomberg, Consensus Economics, IBISWorld, S&P Global, World Gold Council, Reuters and BDO analysis.

8.4 Lithium

Lithium is a soft, silver-white metal belonging to the alkali metal group of chemical elements. Lithium metal is the lightest and least dense metal and coupled with its thermochemical properties, lithium is suitable for use in power generation and energy storage technology. The reactivity of lithium means that it does not occur naturally as a metal in nature. Common forms of naturally occurring lithium include lithium aluminium inosilicate in hard rock lithium ore (also known as spodumene), and lithium chloride in an aqueous solution (also known as lithium brine). Other sources of lithium include minerals such as lepidolite or petalite, and non-conventional sources.

Lithium has a variety of uses including the production of battery technology, ceramics and glasses, and greases. It is also alloyed with aluminium and copper to reduce weight in airframe structural components. Recent and expected demand growth for lithium is attributed to battery technology, particularly in rechargeable batteries used in electronic devices, electric tools, electric vehicles (‘ EVs ’) and grid storage applications. Growth in EV manufacturing is a key driver for expected lithium demand, as major players within the industry, including Tesla, expand production and increasingly target mainstream markets. This has driven many electric car manufacturers to form strategic alliances and joint ventures with lithium mining companies to establish a reliable, diversified supply of lithium.

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Production and reserves

According to data released by the USGS, Australia was the leading producer of lithium in 2023, contributing approximately 86,000 tons of lithium, equating to 48% of global lithium production.

Global Lithium Production 2023

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

1%
3%
5%
Australia
18% Chile
48% China
Argentina
Brazil
Other
24%
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Source: U.S. Geological Survey, January 2024

*excluding undisclosed United States production data

Whilst Chile was the second largest producer of lithium, it holds the largest amount in reserves by a substantial margin. As of 2023, Chile held approximately 9.3 Mt of lithium, accounting for approximately 33.2% of global reserves, followed by Australia which held approximately 6.2 Mt, representing 22.1% of global reserves.

Lithium Reserves by Country 2023

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

Australia
1%
3% 11% Chile
22%
4% China
1% Argentina
Brazil
13%
United States
Canada
11% 33%
Zimbabwe
Other
----- End of picture text -----

Source: U.S. Geological Survey, January 2024

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Lithium prices

Lithium trade is usually confined to a small number of producers and their customers, and as such, contract terms such as pricing are privately negotiated. Furthermore, there are an extensive range of products that can be made from lithium which leads to a range of prices that are dependent on the product and its purity.

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

Lithium Carbonate Spot and Forecast Price
90,000
80,000
70,000
60,000
50,000
40,000
30,000
20,000
10,000
0
Forecast Historical
US$/tonne
----- End of picture text -----

Source: Bloomberg, Consensus Economics dated 20 May 2024

The figure above illustrates the historical fluctuations in the lithium carbonate spot prices (99.5% battery grade) from January 2014 to May 2024 and the consensus forecast for lithium carbonate prices for the remainder of 2024 through to 2033.

The strong performance of the lithium price over 2016 and 2017 was reversed in subsequent years through to 2020 as a correction in the oversupply and the delay in demand across the industry played out. Just as higher prices incentivised the rapid commissioning of production capacity throughout the supply chain, the drop in lithium prices led to output curtailments or suspensions of production. Subsequently, prices fell below US$10,000/t in 2019.

From 2021 to 2022, the combination of the existing aforementioned supply issues and a substantial increase in consumer demand placed significant upward price pressures on lithium. A substantial portion of consumer demand is driven by Tesla and other auto makers, as global EV sales have grown considerably over the past decade. Additionally, global supply side issues, originating from the COVID-19 pandemic further exacerbated price rises in the lithium market, with spot prices exceeding US$70,000/t in July 2022.

Lithium carbonate prices increased further in August 2022 owing to the Chinese domestic market, where stronger-than-anticipated lithium demand, driven by electric vehicle demand, outpaced lithium supply significantly. Subsequently, in November 2022, lithium prices reached a record high exceeding US$80,000/t, primarily due to the Chinese government's extension of its electric vehicle subsidy programme, combined with an effort from refiners and battery manufacturers to build up inventories in response to concerns surrounding global supply chains.

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Lithium prices fell below US$14,000/t in December 2023, but subsequently recovered slightly in the initial months of 2024 to trade around the US$16,000/t levels and has gradually declined to around US$14,000/t by the start of June 2024. The decline from the high of US$84,000 in November 2022 coincides with a broad slowdown in China’s EV market, and as downstream companies in the industry continue to work down their inventories. Furthermore, the expectation of new lithium mines entering production in the near future (and increasingly the global supply of lithium) has contributed to the recent price weakness. According to Consensus Economics, the medium-term forecast lithium price from 2026-2028 is expected to range between US$19,660/t and US$20,230/t, with the long term (2029-2033) nominal forecast at approximately US$18,300/t.

Source: Bloomberg, Consensus Economics, IBISWorld, Reuters and S&P Global.

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9. Valuation approach adopted

There are a number of methodologies which can be used to value a business or the shares in a company. The principal methodologies which can be used are as follows:

• Capitalisation of future maintainable earnings (‘ FME ’);

• Discounted cash flow (‘ DCF ’);

• Quoted market price basis (‘ QMP ’);

• Net asset value (‘ NAV ’); and

• Market based assessment such as a resource multiple.

A summary of each of these methodologies is outlined in Appendix 2.

Different methodologies are appropriate in valuing particular companies, based on the individual circumstances of that company and available information.

It is possible for a combination of different methodologies to be used together to determine an overall value where separate assets and liabilities are valued using different methodologies. When such a combination of methodologies is used, it is referred to as a ‘sum-of-parts’ (‘ Sum-of-Parts ’) valuation.

The approach using the Sum-of-Parts involves separately valuing each asset and liability of the company. The value of each asset may be determined using different methods as described above.

The component parts are then aggregated using the NAV methodology, which involves aggregating the estimated fair market value of each individual company’s assets and liabilities.

9.1 Valuation of Firetail prior to the Proposed Acquisition

In our assessment of the value of a Firetail share prior to the Proposed Acquisition, we have chosen to employ the following methodologies:

• Sum-of-Parts as our primary methodology, which estimates the market value of a company by assessing the realisable value of its identifiable assets and liabilities. The value of each asset and liability may be determined using different methods and the component parts are then aggregated using the NAV methodology. The value derived from this methodology reflects a control value; and

• QMP as our secondary methodology, as this represents the value that a Shareholder may receive for a share or option if it were sold on market. The value derived from this methodology reflects a minority interest value, therefore a control premium is added.

We have employed the Sum-of-Parts methodology in estimating the fair market value of Firetail by aggregating the estimated fair market values of its underlying assets and liabilities, having consideration to the:

• Value of Firetail’s mineral assets, as ascribed by VRM, the independent technical specialist (‘ Technical Specialist ’); and

• Value of Firetail’s other assets and liabilities, applying the cost approach under the NAV method.

We have chosen these methodologies for the following reasons:

• Firetail’s mineral assets do not currently generate any income nor are there any historical profits that could reasonably be used to represent future earnings, therefore we do not consider the application of the FME approach to be appropriate;

• Firetail has no foreseeable future net cash inflows on which we would have sufficient reasonable grounds in accordance with Regulatory Guide 170 ‘Prospective Financial Information’ (‘ RG 170 ’) and

33

Information Sheet 214: Mining and Resources: Forward-looking Statements (‘ IS 214 ’), therefore we do not consider the application of the DCF approach to be appropriate;

• As Firetail’s mineral assets are currently non-producing, and there are no revenue or cash flows currently generated by its projects, we have commissioned an independent technical specialist to value Firetail’s mineral assets. Therefore, we consider the Sum-of-Parts approach to be an appropriate methodology to use in assessing the value of Firetail prior to the Proposed Acquisition; and

• We have adopted QMP as our secondary approach. The QMP basis is a relevant methodology to consider because Firetail’s shares are listed on the ASX, therefore reflecting the value that a Shareholder will receive for a share or option sold on the market. This means there is a regulated and observable market where Firetail’s shares can be traded. However, in order for the QMP methodology to be considered appropriate, the listed shares should be liquid, and the market should be fully informed of the Company’s activities.

9.2 Valuation of Firetail following the Proposed Acquisition

In our assessment of the value of a Firetail share following the Proposed Acquisition, we have adopted the NAV on a going concern methodology. This approach involves separately valuing each asset and liability of the company using different methodologies. The value of a Firetail share following the Proposed Acquisition consists of:

• The value of Firetail prior to the Proposed Acquisition;

• Adjustments to the value of Firetail as a result of the Proposed Acquisition;

• Adjustments to the number of shares on issue as a result of the Proposed Acquisition

Technical Specialist

In performing our valuation of Firetail’s mineral assets prior to, and the York Harbour Project following, the Proposed Acquisition, we have relied on the Technical Specialist Report prepared by VRM. The Technical Specialist Report has been prepared in accordance with the Australasian Code for Public Reporting of Technical Assessments and Valuation of Mineral Assets (2015 Edition) (‘ VALMIN Code ’) and the JORC Code. We are satisfied with the valuation methodologies adopted by VRM which we believe are in accordance with industry practices and are compliant with the requirements of the VALMIN Code. The specific valuation methodologies used by VRM are referred to in the respective sections of our Report and in further detail in the Technical Specialist Report contained in Appendix 3.

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10. Valuation of Firetail prior to the Proposed Acquisition

Our valuation of Firetail prior to the Proposed Acquisition comprises the following:

• Sum-of-Parts as our primary methodology; and

• QMP of Firetail as our secondary valuation methodology.

10.1 Sum-of-Parts

We have employed the Sum-of-Parts methodology in estimating the fair market value of a Firetail share prior to the Proposed Acquisition, by aggregating the estimated fair market value of the Company’s underlying assets and liabilities, having consideration for the following:

• Value of Firetail’s mineral assets; and

• Value of Firetail’s other assets and liabilities.

Our Sum-of-Parts valuation is set out in the table below:

Valuation of Firetail prior to the Proposed Acquisition Ref	Low $ Preferred $ High $
Value of Firetail's mineral assets 10.1.1.	3,500,000 6,400,000 9,400,000
Value of Firetail's other assets and liabilities 10.1.2.	5,400,954 5,400,954 5,400,954
Total value of Firetail prior to the Proposed Acquisition (control)	8,900,954 11,800,954 14,800,954
Number of Firetail shares on issue prior to the Proposed Acquisition 10.1.3.	206,199,975 206,199,975 206,199,975
Value of a Firetail share prior to the Proposed Acquisition ($/share) (control)	0.043 0.057 0.072
Source:BDO analysis

10.1.1. Value of Firetail’s mineral assets

We instructed VRM to provide an independent market valuation of the exploration assets held by Firetail. VRM concluded the value of mineral assets held by Firetail prior the Proposed Acquisition is in the range of $3.50 million and $9.40 million with a preferred value of $6.40 million.

Additional detail on the valuation approaches adopted and valuation assumptions can be found in the Independent Technical Specialist Report in Appendix 3.

10.1.2. Value of Firetail’s other assets and liabilities

The value of Firetail’s other assets and liabilities on a going concern basis is reflected in our valuation below:

		Reviewed as at	Adjusted
Firetail's other assets and liabilities		31-Dec-23	value
	Note	$	$
CURRENT ASSETS
Cash and cash equivalents	a)	6,361,499	5,334,726
Trade and other receivables		74,781	74,781
TOTAL CURRENT ASSETS		6,436,280	5,409,507
NON-CURRENT ASSETS
Exploration and evaluation assets	b)	14,986,992	-
Financial assets available for sale	c)	394,077	393,026

35

	Reviewed as at Adjusted
Firetail's other assets and liabilities	31-Dec-23 value
Note	$ $
Plant and equipment	30,897 30,897
Right-of-use asset	22,830 22,830
Other receivables	16,867 -
TOTAL NON-CURRENT ASSETS	15,451,663 446,753
TOTAL ASSETS	21,887,943 5,856,260
CURRENT LIABILITIES
Trade and other payables	435,373 435,373
Lease liabilities	17,397 17,397
Provisions	2,536 2,536
TOTAL CURRENT LIABILITIES	455,306 455,306
TOTAL LIABILITIES	455,306 455,306
NET ASSETS	21,432,637 5,400,954

Source: BDO analysis

We have not undertaken a review of Firetail’s unaudited accounts in accordance with Australian Auditing and Assurance Standard 2405 ‘Review of Historical Financial Information’ and do not express an opinion on this financial information. However, nothing has come to our attention as a result of our procedures that would suggest the above financial information has not been prepared on a reasonable basis. Except for the adjustments set out below, management confirm that there has been no other material movements in the net assets of the Company.

The table above indicates the value of Firetail’s other assets and liabilities, excluding any value ascribed to the mineral assets, is $5.40 million.

The following adjustments were made to the net assets of Firetail as at 31 December 2023 in arriving at our valuation:

a) Cash and cash equivalents

We have adjusted cash and cash equivalents to reflect the cash movements following the reviewed position at 31 December 2023. The adjustments are set out in the table below.

Cash and cash equivalents	$
Cash and cash equivalents balance as at 31 December 2023	6,361,499
Less: Net cash payments to 31 March 2024	(2,598,025)
Add: Capital raisings	1,571,252
Adjusted cash and cash equivalents balance	5,334,726

Source: Firetail Appendix 5B for period ended 31 March 2024, BDO analysis

Details of the adjustments are outlined below:

• We have adjusted for cash expensed as part of exploration activities and other operating expenses for the period ended around the date of this Report.

• We have included the net cash raised as part of the recent Placement and Entitlement Offer, as detailed in Section 4 of this Report and in Firetail’s Prospectus announced on 13 June 2024.

b) Exploration and evaluation assets

We have reduced this value to $nil as the value of Firetail’s mineral assets have been ascribed separately by VRM, as outlined in Section 10.1.1.

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c) Financial assets available for sale

We have adjusted the value of the financial assets available for sale held by Firetail as at around the date of this Report, summarised in the table below:

Forrestania Resources Limited securities held	Number	Market price ($)	$
FRS shares	9,000,000	0.040	360,000
FRSO listed options	525,691	0.001	526
FRSOA listed options	2,500,000	0.006	15,000
FRSOB listed options	2,187,500	0.008	17,500
			393,026

Source: BDO analysis

10.1.3. Number of shares outstanding

The number of current shares on issue that we have used in our valuation of Firetail prior to the Proposed Acquisition is 185,907,556. We have also included the remaining 2,000,000 Placement shares to be issued upon approval by Shareholders, the Entitlement Offer shares and the Lead Manager Fee shares. The table below summarises our assumptions.

Shares on issue prior to the Proposed Acquisition
Shares on issue prior to the Proposed Acquisition	185,907,556
Remaining Placement shares to be approved	2,000,000
Entitlement Offer shares	16,358,256
Lead Manager Feepaid in shares	1,934,163
Total ordinary shares on issue prior to the Proposed Acquisition	206,199,975

Source: BDO analysis

10.2 Quoted market prices for Firetail securities

To provide a comparison to the valuation of Firetail in Section 10.1, we have also assessed the quoted market price for a Firetail share.

The quoted market value of a company’s shares is reflective of a minority interest. A minority interest is an interest in a company that is not significant enough for the holder to have an individual influence on the operations and value of that company.

RG 111.43 suggests that when considering the value of a company’s shares for the purposes of approval under Item 7 of s611 the expert should consider a premium for control. An acquirer could be expected to pay a premium for control due to the advantages they will receive should they obtain 100% control of another company. These advantages include the following:

• control over decision making and strategic direction;

• access to underlying cash flows;

• control over dividend policies; and

• access to potential tax losses.

Whilst York Harbour will not be obtaining 100% of Firetail, RG 111 states that the expert should calculate the value of a target’s shares as if 100% control were being obtained. The expert can then consider an acquirer’s practical level of control when considering reasonableness. Reasonableness has been considered in Section 13.

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Therefore, our calculation of the quoted market price of a Firetail share including a premium for control has been prepared in two parts. The first part is to calculate the quoted market price on a minority interest basis. The second part is to add a premium for control to the minority interest value to arrive at a quoted market price value that includes a premium for control.

Minority interest value

Our analysis of the quoted market price of a Firetail share is based on the pricing prior to the announcement of the Proposed Acquisition (6 June 2024). This is because the value of a Firetail share after the announcement may include the effects of any change in value as a result of the Proposed Acquisition. However, we have considered the value of a Firetail share following the announcement of the acquisition when we have considered reasonableness in Section 13.

Information on the acquisition was announced to the market on 6 June 2024. Therefore, the following chart provides a summary of the share price movement over the 12 months to 5 June 2024, which was the last trading day prior to the announcement.

Firetail share price and trading volume history

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

0.200 2.5
0.180
0.160 2.0
0.140
0.120 1.5
0.100
0.080 1.0
0.060
0.040 0.5
0.020
0.000 -
Volume Closing Price
Volume (millions)
Share Price (A$)
----- End of picture text -----

Source: Bloomberg

The closing price of Firetail shares from 6 June 2023 to 5 June 2024 ranged from a low of A$0.033 on 26 April 2024 to a high of A$0.175 on 21 August 2023. The largest day of single trading over the assessed period was 14 November 2023, when 2,352,739 shares were traded.

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During this period a number of announcements were made to the market. The key announcements are set out below:

		Closing Share Price Flli	Closing Share Price Th D Aft	Closing Share Price Th D Aft	Closing Share Price Th D Aft
Date	Announcement	oowng Announcement	ree ays er Announcement
		A$ (movement)	A$ (movement)
13/03/2024	Mineralised structure at Cumbre Coya extended	0.050  0.0%	0.044		12.0%
05/02/2024	Significant polymetallic mineralisation at Picha Project	0.058  1.7%	0.049		15.5%
25/01/2024	Quarterly Activities/Appendix 5B Cash Flow Report	0.060  0.0%	0.059		1.7%
09/01/2024	Evidence of porphyry system at Fundicion Target, Picha	0.071  5.3%	0.070		1.4%
29/11/2023	New LCT pegmatite targets identified at Yalgoo	0.090  0.0%	0.084		6.7%
14/11/2023	Encouraging First Assay Results from Picha Copper Project	0.100  1.0%	0.099		1.0%
07/11/2023	Farm-in Agreement Completed on Yalgoo Lithium Project	0.105  0.0%	0.099		5.7%
30/10/2023	Mt Slopeaway Ni-Co Project Update	0.105  0.0%	0.105		0.0%
25/10/2023	Peru Maiden Drilling Update	0.105  5.0%	0.105		0.0%
23/10/2023	Quarterly Activities/Appendix 5B Cash Flow Report	0.100  8.7%	0.105		5.0%
05/10/2023	Peru Maiden Drilling Campaign underway	0.100  0.0%	0.100		0.0%
26/09/2023	Drilling preparations at Picha Copper Project in Peru	0.110  4.8%	0.099		10.0%
06/09/2023	VAL: Valor Completes Sale of Peruvian Copper Assets	0.105  12.5%	0.105		0.0%
06/09/2023	Firetail Completes Acquisition of Peru Copper Projects	0.105  12.5%	0.105		0.0%
29/08/2023	Drill planning advances at Picha Copper Project Peru	0.125  0.0%	0.115		8.0%
23/08/2023	Response to ASX Price and Volume Query	0.130  25.7%	0.125		3.8%
23/08/2023	Yalgoo Drill Program confirms continuity of LCT pegmatites	0.130  25.7%	0.125		3.8%
21/08/2023	Trading Halt	0.175  16.7%	0.150		14.3%
21/08/2023	Pause in Trading	0.175  16.7%	0.150		14.3%

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Date	Announcement	Closing Share Price Following Announcement	Closing Share Price Three Days After Announcement	Closing Share Price Three Days After Announcement	Closing Share Price Three Days After Announcement
		A$ (movement)	A$ (movement)
04/08/2023	VAL:Valor Secures Final Drilling Approvals For Picha Project	0.090  1.1%	0.120		33.3%
25/07/2023	Quarterly Activities/Appendix 5B Cash Flow Report	0.085  2.4%	0.082		3.5%
10/07/2023	Drill Targets Identified at Peru Base Metals Projects	0.092  12.4%	0.089		3.3%
05/07/2023	Binding Terms Signed for Acquisition of Peru Copper Projects	0.105  4.5%	0.092		12.4%
30/06/2023	Trading Halt	0.110  0.0%	0.105		4.5%
19/06/2023	Yalgoo Lithium Drilling Campaign Underway at Johnson Well	0.120  30.4%	0.120		0.0%

Source: Bloomberg, ASX and BDO analysis

On 19 June 2023, Firetail announced that drilling had commenced at Johnson Well at the Yalgoo Lithium Project in Western Australia. On the date of the announcement the share price increased by 30.4% to close at $0.12 before remaining unchanged for the following three-day trading period.

On 5 July 2023, Firetail signed the binding terms sheet with Valor resources for the acquisition of up to 80% of Kiwanda S.A.C, which was a wholly owned subsidiary of Valor. Kiwanda held the mining concessions comprising the Picha and Charaque Copper Projects in Peru. On the date of the announcement the share price decreased 4.5% to close at $0.105 before falling a further 12.4% over the subsequent three-day trading period to close at $0.092.

On 10 July 2023, Firetail announced a due diligence update on the Picha and Charaque Copper Projects in Peru, subsequent to execution of the binding terms sheet with Valor Resources Limited for Firetail to acquire up to 80% of the issued share capital of Kiwanda S.A.C. On the date of the announcement the share price decreased by 12.4% to close at $0.092 before decreasing a further 3.3% over the subsequent three-day trading period to close at $0.089.

On 23 August 2023, Firetail announced an update on exploration activities at its Yalgoo Lithium Project in Western Australia. Final assay results were received from the company’s drilling program at the Johnson Well Prospect, completed in late June. On the date of these announcements the share price declined by 25.7% to close at $0.13 before decreasing a further 3.8% over the subsequent three-day trading period to close at $0.125.

On 6 September 2023, Firetail announced the completion of the acquisition of the Peruvian Copper Projects from Kiwanda S.A.C. The conditions precedent for the Company’s acquisition of up to 80% of the issued share capital of Kiwanda S.A.C. was satisfied with the parties proceeding to completion under the binding terms sheet dated 30 June 2023. On the date of the announcement the share price decreased 12.5% to close at $0.105 before remaining unchanged for the following three-day trading period.

On 23 October 2023, Firetail provided an Appendix 5B cash flow report providing a summary of its activities for the three-month period ending 30 September 2023. The report detailed the acquisition and

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development of the Picha and Charaque base metals projects in Peru as well as assay results at the Johnson Well prospect at the Yalgoo lithium project. On the date of the announcement the share price increased by 8.7% to close at $0.10 before increasing a further 5.0% over the subsequent three-day trading period to close at $0.105.

On 5 February 2024, Firetail announced an update on the maiden diamond drilling program at the Picha Copper Project in Peru. Assay results were received from the first drill hole at the Cumbre Coya target confirming mineralisation in the area. After these results, further drilling was completed at Cumbre Coya with visible mineralisation observed in the form of malachite, chalcocite and azurite. On the date of the announcement the share price decreased by 1.7% to close at $0.058 before decreasing a further 15.5% over the subsequent three-day trading period to close at $0.049.

On 13 March 2024, Firetail announced another update on the maiden diamond drilling program at the Picha Copper Project in Peru. Assay results received from the drill hole which had intersected the same mineralised structure as the first drill hole confirmed the mineralised structure extends over 170m in strike length and is open in all directions. On the date of the announcement the share price remained unchanged to close at $0.050 before decreasing 12.0% over the subsequent three-day trading period to close at $0.044.

To provide further analysis of the market prices for a Firetail share, we have also considered the weighted average market price for 10-, 30-, 60- and 90-day periods to 05 June 2024.

Share price per unit	05-Jun-24	10 days	30 days	60 days	90 days
Closing price	$0.046
Volume weighted average price (VWAP)		$0.047	$0.052	$0.047	$0.047

Source: Bloomberg, BDO analysis

The above weighted average prices are prior to the date of the announcement of the Proposed Acquisition, to avoid the influence of any increase in price of Firetail shares that has occurred since the acquisition was announced. An analysis of the volume of trading in Firetail shares for the twelve months to 5 June 2024 is set out below:

Trading days	Share price low	Share price high	Cumulative volume traded	As a % of issued capital	As a % of issued capital
1 Day	$0.046	$0.046	6,483		0.00%
10 Days	$0.041	$0.050	469,398		0.32%
30 Days	$0.033	$0.071	3,043,928		2.04%
60 Days	$0.033	$0.071	6,624,512		4.45%
90 Days	$0.033	$0.071	8,770,923		5.89%
180 Days	$0.033	$0.120	25,104,531		16.86%
1 Year	$0.033	$0.190	48,032,580		32.26%

Source: Bloomberg, BDO analysis

This table indicates that Firetail’s shares display a low level of liquidity, with 32.26% of the Company’s current issued capital being traded in a twelve-month period. RG 111.86 states that for the quoted market price methodology to be an appropriate methodology there needs to be a ‘liquid and active’ market in the

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shares and allowing for the fact that the quoted price may not reflect their value should 100% of the securities not be available for sale. We consider the following characteristics to be representative of a liquid and active market:

• Regular trading in a company’s securities;

• Approximately 1% of a company’s securities are traded on a weekly basis;

• The spread of a company’s shares must not be so great that a single minority trade can significantly affect the market capitalisation of a company; and

• There are no significant but unexplained movements in share price.

A company’s shares should meet all of the above criteria to be considered ‘liquid and active’, however, failure of a company’s securities to exhibit all of the above characteristics does not necessarily mean that the value of its shares cannot be considered relevant.

In the case of Firetail, we consider the shares to display a low level of liquidity, on that basis that less than 1% of securities have been traded weekly on average, with 16.86% and 32.26% of Firetail’s current issued capital being traded over a 180-day period and twelve-month period, respectively, prior to the announcement of the Proposed Acquisition. Of the 52 weeks in which our analysis is based on, the trading volume of the Company’s securities exceeded 1% of total issued capital on seven separate weeks.

Our assessment is that a range of values for Firetail’s shares based on market pricing, after disregarding post announcement pricing, is between A$0.046 and A$0.052.

Control Premium

We have reviewed the control premiums on completed transactions, paid by acquirers of ASX-listed general mining companies and all ASX-listed companies over the ten-year period from 2014 to August 2024. In assessing the appropriate sample of transactions from which to determine an appropriate control premium, we have excluded transactions where an acquirer obtained a controlling interest (20% and above) at a discount (i.e., less than a 0% premium) and at a premium in excess of 100%. We have summarised our findings below:

ASX-listed general mining companies

Year	Number of Transactions	Average Deal Value ($m)	Average Control Premium (%)
2024	6	136.13	43.86
2023	15	152.87	30.28
2022	10	1741.09	20.91
2021	6	1235.14	29.89
2020	6	548.69	33.28
2019	11	153.98	36.38
2018	6	68.30	28.27
2017	6	1687.10	38.07
2016	14	63.38	41.91
2015	7	279.94	50.60
2014	9	94.95	25.38

Source: Bloomberg, BDO analysis

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All ASX-listed companies

Year	Number of Transactions	Average Deal Value ($m)	Average Control Premium (%)
2024	12	446.37	31.78
2023	35	421.28	27.41
2022	39	3199.03	23.39
2021	28	1095.24	35.17
2020	16	367.97	40.43
2019	29	4165.55	32.83
2018	26	1571.79	30.07
2017	24	1168.71	36.75
2016	28	490.46	38.53
2015	28	948.39	33.53
2014	35	394.93	38.31

Source: Bloomberg, BDO analysis

The mean and median of the entire data sets comprising control transactions from 2014 onwards for ASXlisted general mining companies and all ASX-listed companies, are set out below:

	ASX-listed Mining	ASX-listed Mining	Companies	All ASX-listed	Companies
Entire Data
Set Metrics	Average Deal Value		Average Control	Average Deal Value	Average Control
	($m)		Premium (%)	($m)	Premium (%)
Mean	478.57		34.10	1405.76	32.86
Median	55.21		29.81	130.52	28.64

Source: BDO analysis

In arriving at an appropriate control premium to apply we note that observed control premiums can vary due to the:

• Nature and magnitude of non-operating assets;

• Nature and magnitude of discretionary expenses;

• Perceived quality of existing management;

• Nature and magnitude of business opportunities not currently being exploited;

• Ability to integrate the acquiree into the acquirer’s business;

• Level of pre-announcement speculation of the transaction;

• Level of liquidity in the trade of the acquiree’s securities.

When performing our control premium analysis, we considered completed transactions where the acquirer held a controlling interest, defined at 20% or above, pre-transaction or proceeded to hold a controlling interest post-transaction in the target company.

We have removed transactions for which the announced premium was in excess of 100%. We have removed these transactions because we consider it likely that the acquirer in these transactions would be paying for special value and/or synergies in excess of the standard premium for control. Whereas the purpose of

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this analysis is to assess the premium that is likely to be paid for control, not specific strategic value to the acquirer.

The table above indicates that the long-term average control premium by acquirers of ASX-listed general mining companies and all ASX-listed companies is approximately 34.10% and 32.86% respectively. However, in assessing the transactions included in the table above, we noted that control premiums appeared to be positively skewed.

In a population where the data is skewed, the median often represents a superior measure of central tendency compared to the mean. We note that the median announced control premium over the assessed period was approximately 29.81% for ASX-listed general mining companies and 28.64% for all ASX-listed companies.

Based on the above, we consider an appropriate premium for control to be between 20% and 30%, noting that the market capitalisation of Firetail was essentially equivalent to the cash on hand.

Quoted market price including control premium

Applying a control premium to Firetail’s quoted market share price results in the following quoted market price value including a premium for control:

	Low	High
	$	$
Quoted market price value	0.046	0.052
Control premium	20%	30%
Quoted market price valuation including a premium for control	0.055	0.068

Source: BDO analysis

Therefore, our valuation of a Firetail share based on the quoted market price method and including a premium for control is between A$0.055 and A$0.068, with our preferred QMP value of a Firetail share being a rounded midpoint value of A$0.064. We have selected the midpoint between the low and high values as a preferred value as there is no reason for us to select a value on either end of the above assessed range.

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10.3 Assessment of the value of a Firetail share prior to the Proposed Acquisition

The results of the valuations performed are summarised in the table below:

	Low $	Preferred $	High $
Sum-of-Parts (Section 10.1)	0.043	0.057	0.072
QMP (Section 10.2)	0.055	0.061	0.068

Source: BDO analysis

We consider the Sum-of-Parts valuation approach to be the most appropriate methodology to value Firetail for the following reasons:

• The core value of the Company lies in its interest in the mineral assets, which have been independently valued by VRM, an independent technical specialist in accordance with VALMIN.

• We consider that Firetail shares exhibit a low level of liquidity and activity when being traded on the ASX which may indicate the QMP approach becomes less reliable. This low liquidity of the ASX traded Firetail shares may also explain why the QMP valuation presents at levels below our Sumof-Parts valuation (at the high end of the range outlined above) as the market may be seen to be discounting the traded share because of the risks associated with the low liquidity of the shares. We consider QMP to be an appropriate methodology to consider as a cross check, rather than as a primary approach. The QMP broadly supports our primary approach.

Based on the results above we consider the value of a Firetail share to be between $0.043 and $0.072, with a preferred value of $0.057.

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11. Valuation of Firetail following the Proposed Acquisition

As outlined in Section 9.2, our Sum-of-Parts valuation of Firetail following the Proposed Acquisition has consideration for the following:

• The value of Firetail prior to the Proposed Acquisition;

• Adjustments to the value of Firetail as a result of the Proposed Acquisition;

• Adjustments to the number of shares on issue as a result of the Proposed Acquisition

Our Sum-of-Parts valuation is set out in the table and accompanying notes below:

Valuation of Firetail following the Proposed Acquisition	Ref	Low $	Preferred $	High $
Value of Firetail prior to the Proposed Acquisition	10.1	8,900,954	11,800,954	14,800,954
Value of 80% of the York Harbour Project	a)	12,500,000	14,500,000	16,400,000
Less: Cash Consideration	b)	(500,000)	(500,000)	(500,000)
Total value of Firetail following the Proposed Acquisition (control)		20,900,954	25,800,954	30,700,954
Firetail's shares on issue followingthe Proposed Acquisition	c)	406,199,975	406,199,975	406,199,975
Value of a Firetail share following the Proposed Acquisition ($/share) (control)		0.051	0.064	0.076
Minorityinterest discount	d)	17%	20%	23%
Value of a Firetail share following the Proposed Acquisition ($/share) (minority)		0.043	0.051	0.058

Source: BDO analysis

a) Value of the York Harbour Project

We instructed VRM to provide an independent market valuation of the interest in the York Harbour Project to be acquired by Firetail as part of the Proposed Acquisition.

VRM determined the value of 80% of the York Harbour Project to be in the range of $12.50 million to $16.40 million with a preferred value of $14.50 million.

We note that the value determined by VRM is inclusive of the proposed 2% net smelter royalty to be issued to York Harbour as part of the Proposed Acquisition.

Value of the York Harbour Project for the purposes of the Proposed Acquisition

VRM has provided BDO with the current market value of the York Harbour Project. As part of the Proposed Acquisition, Firetail must issue a total of 175 million Firetail shares (in the stages outlined in Section 4 of this Report), and complete 22.5km of drilling on the York Harbour Project to acquire the maximum 80% interest.

We are required to show Shareholders the value of a Firetail share under the scenario where York Harbour has been issued the maximum number of Firetail shares. Under this scenario, Firetail must have also completed 22.5km of drilling on the York Harbour Project to acquire the maximum 80% interest.

Due to our obligations under RG 170 and IS 214, we do not have any reasonable grounds to quantify the prospective value uplift, if any, that the required three year drill program will provide to the York Harbour Project. Therefore, we have not included any increase in value to the York Harbour Project under the Proposed Acquisition scenario where Firetail has an 80% interest in the York Harbour Project, even though it is likely that completion of the 22.5km drill program may add value to the York Harbour Project.

For further information on VRM’s approach and conclusions, refer to the Independent Technical Specialist Report, which is included as Appendix 3 of our Report.

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b) Cash Consideration

As part of the Proposed Acquisition, a total of $500,000 cash consideration is payable to York Harbour over four stages. We have assumed the maximum 80% interest in the York Harbour Project is acquired, and therefore, we have deducted the maximum $500,000 cash consideration from Firetail following completion of the Proposed Acquisition.

c) Number of shares on issue following the Proposed Acquisition

Our valuation is on an undiluted basis, and as such, we have adjusted the number of shares on issue prior to the Proposed Acquisition to reflect the maximum issue of shares under the Share Consideration totalling 175 million Firetail shares and the Advisor Shares issued as part of the Proposed Acquisition, as outlined in the table below.

Shares on issue following the Proposed Acquisition
Shares on issue prior to the Proposed Acquisition	206,199,975
Issue of Consideration Shares	175,000,000
Issue of Advisor Shares	25,000,000
Total ordinary shares on issue following the Proposed Acquisition	406,199,975

Source: BDO analysis

We have assumed the non-exercise of all outstanding and proposed derivatives as the relevant conditions of exercise prices attached to each tranche of performance rights and options are not in-the-money. We have not adjusted for the drilling milestones required for the earn in as the Independent Technical Specialist does not have a reasonable basis to determine the value that the additional drilling would add to the York Harbour Project. We have considered this condition in our Reasonableness assessment in Section 13 of our Report.

d) Minority interest discount

As outlined in Section 3.3 of our Report, in assessing fairness we have compared the value of a Firetail share prior to the Proposed Acquisition on a control basis to the value of a Firetail share following the Proposed Acquisition on a minority interest basis.

A minority interest discount is the inverse of a premium for control and is calculated using the formula 1- (1÷(1 + control premium)). As discussed in section 10.2.1, we consider an appropriate control premium for Firetail to be in the range of 20% to 30%, giving a minority interest discount in the range of 17% to 23%, with a midpoint of 20%.

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12. Is the Proposed Acquisition fair?

The value of a Firetail share prior to the Proposed Acquisition on a control basis and the value of a Firetail share following the Proposed Acquisition on a minority interest basis is compared below:

	Ref	Low	Preferred	High
		$	$	$
Value of a Firetail share prior to the Proposed Acquisition on a control basis	10.3	0.043	0.057	0.072
Value of a Firetail share following the Proposed Acquisition on a minority basis	11	0.043	0.051	0.058

Source: BDO analysis

The above valuation ranges are graphically presented below:

Valuation Summary

==> picture [245 x 73] intentionally omitted <==

Value of a Firetail share prior to the Proposed Acquisition on a control basis Value of a Firetail share following the Proposed Acquisition on a minority basis

0.030	0.040	0.050	0.060	0.070	0.080
		Value	($)

The above pricing indicates that, in the absence of any other relevant information, the Proposed Acquisition is not fair for Shareholders.

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13. Is the Proposed Acquisition reasonable?

We have considered the analysis below, in terms of both:

• Advantages and disadvantages of the Proposed Acquisition; and

• Other considerations, including the position of Shareholders if the Proposed Acquisition does not proceed and the consequences of not approving the Proposed Acquisition.

In our opinion, the position of Shareholders if the Proposed Acquisition is approved is more advantageous than the position if the Proposed Acquisition is not approved. Accordingly, in the absence of any other relevant information and/or an alternate proposal we consider that the Proposed Acquisition is reasonable for Shareholders.

13.1 Alternative proposal

We are unaware of any alternative proposal that might offer the Shareholders of Firetail a premium over the value resulting from the Proposed Acquisition.

13.2 Practical level of control

If the Proposed Acquisition is approved then York Harbour will hold a maximum interest of approximately 43.08% in Firetail, on an undiluted basis, which can decrease to 38.17% if all outstanding options and performance rights are vested exercised. We also note that Firetail will have no Board members nominated by York Harbour.

When shareholders are required to approve an issue that relates to a company there are two types of approval levels. These are general resolutions and special resolutions. A general resolution requires 50% of shares to be voted in favour to approve a matter and a special resolution required 75% of shares on issue to be voted in favour to approve a matter. If the Proposed Acquisition is approved then York Harbour will be able to block special resolutions.

There are no expected changes to the Board as a result of the Acquisition.

York Harbour’s control of Firetail following the Proposed Acquisition will be significant when compared to all other shareholders.

13.3 Consequences of not approving the Proposed Acquisition

Consequences

If the Proposed Acquisition is not approved, the Company will not acquire the York Harbour Project, nor will it be able to participate in any upside the York Harbour Project may possess.

If the Proposed Acquisition is not approved, and should the Company still seek to acquire the York Harbour Project, Firetail may have to renegotiate the terms of the acquisition agreement, which may involve a cash settlement, which could have a substantial impact on Firetail’s working capital position.

We note that, should the Company be required to pay more cash in its consideration for the York Harbour Project, Firetail may be required to undertake additional capital raises in order to secure the necessary funds for the acquisition and future exploration planned expenditure, which could be dilutionary to Shareholders.

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Potential impact on share price

We have analysed movements in Firetail’s share price since the Proposed Acquisition was announced. A graph of Firetail’s share price and trading volume leading up to, and following the announcement of the Proposed Acquisition is set out below.

==> picture [483 x 214] intentionally omitted <==

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

Firetail share price and trading volume history
0.120 40.0
35.0
0.100
30.0
Announcement of the Proposed Acquisition
0.080
25.0
0.060 20.0
15.0
0.040
10.0
0.020
5.0
0.000 -
Volume Closing Price
Share Price (A$) Volume (millions)
----- End of picture text -----

Source: Bloomberg

Firetail was placed into a trading halt on 4 June 2024 to 6 June 2024, with the Proposed Acquisition being announced on 6 June 2024. Following the announcement of the Proposed Acquisition, the share price closed at $0.115 on 6 June 2024, with 33,910,955 shares traded for the day, representing approximately 20.73% of Firetail’s issued capital.

Following the date of the announcement of the Proposed Acquisition, the closing share price of Firetail has fluctuated between a range of $0.066 and $0.087.

From 11 April 2024 up until the announcement of the Proposed Acquisition the closing share price fluctuated between $0.033 and $0.064.

Considering the significant increase in share price on the date of the announcement, as well as the range observed in the months preceding the announcement, this may indicate that if the Proposed Acquisition were to be rejected by Shareholders, Firetail’s share price may revert to pre-announcement levels.

In more recent days the Firetail share price has continued to moderate, signalling a potential lessening of expectations of the Proposed Acquisition.

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13.4 Advantages of approving the Proposed Acquisition

We have considered the following advantages when assessing whether the Proposed Acquisition is reasonable.

Advantage	Description
Transaction structure	The Proposed Acquisition earn-in structure gives flexibility to Firetail. Initially,
provides flexibility to	Firetail is issuing 100 million shares to York Harbour as part of Stage 1
Firetail	consideration, with the objective of making significant discoveries at York Harbour
	through an initial drill program that would trigger completion of Stage 2
	consideration, increasing Firetail’s interest in the York Harbour Project whilst
	increasing the overall value of the York Harbour Project.
	In the scenario where the exploration results are unsuccessful, Firetail can cease
	works and avoid further expenditure and dilution to Shareholders.
Value uplift expected if	In the scenario where the maximum number of shares are issued to York Harbour,
Firetail acquires maximum	Firetail will have completed the exploration programs associated with each of the
80% interest in the York	Stage 2, Stage 3 and Stage 4 earn-ins. This will only be completed where there has
Harbour Project	been successful exploration results through Firetail’s exploration program, likely
	adding value to the York Harbour Project.
	Our valuation in Section 11 does not consider any potential value uplift through the
	exploration programs required to complete the 80% interest earn-in on the York
	Harbour Project as the Independent Technical Specialist does not have a reasonable
	basis to conclude on the quantum of value added by the additional drilling.
Acquisition of the York	If the Proposed Acquisition is approved, the acquisition of the York Harbour Project
Harbour Project may	will, based on the valuation provided by VRM, increase the size of Firetail. The
improve attractiveness and	increased size of the Company may result in greater analyst coverage which may
liquidity of Firetail shares	also lead to improved liquidity. We note that the post announcement pricing
	analysis outlined in Section 13.3 of this Report shows an immediate increase in the
	liquidity of the Firetail shares following the announcement of the Proposed
	Acquisition.
	Greater liquidity would improve Shareholders’ ability to realise their investment on
	market at a premium to the most recently traded price, should they choose to exit
	their position. Further, increased analyst coverage and improved liquidity may
	increase the attractiveness of the Company’s shares and may lead to an
	improvement in its ability to raise capital in the future, should it be required.
Proposed Acquisition is	On a control vs control basis, the Proposed Acquisition is value accretive when
value accretive on a control	comparing the value pre and post-acquisition. The Proposed Acquisition is also
vs control basis (on an	value accretive on a control vs control basis where only the Stage 1 earn in is
undiluted basis)	undertaken.
Exposure to additional	The York Harbour Project will provide additional exposure to copper exploration
copper exploration assets,	assets that may complement Firetail existing portfolio of copper exploration assets.
enhancing geographical	We note the York Harbour Project is located in Canada, enhancing geographical
diversification	diversification to Firetail’s portfolio of mineral assets.

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13.5 Disadvantages of approving the Proposed Acquisition

If the Proposed Acquisition is approved, in our opinion, the potential disadvantages to Shareholders include those listed in the table below:

Disadvantage	Description
Exposure to new geographic	Given that the York Harbour Project is located in Canada, and Firetail does not
region may result in	currently hold any mineral assets in Canada, this may result in higher administrative
additional administrative	expenses to manage the operations in a new country.
overhead costs
Loss of control by	Since York Harbour will hold an interest of up to 43.08% shareholding of the
Shareholders	Company (undiluted basis), this will restrict the remaining shareholders’ ability to
	take decisions requiring Ordinary and Special Resolutions without the approval of
	York Harbour.
Dilution of existing	Pursuant to the Proposed Acquisition being approved, York Harbour’s interest in
shareholders’ interests	Firetail will increase from nil to a maximum of 43.08% in Firetail, diluting
	Shareholders’ current interest in Firetail significantly.
Future takeover bids may be	The existence of a large shareholding which can block special resolutions and may
deterred	be a deterrent to potential future takeover bids, therefore reducing the likelihood
	of Shareholders receiving a takeover premium in the future.
Potential reduction in	The presence of such a large shareholding may reduce liquidity due to the reduced
liquidity	level of free float.

14. Conclusion

We have considered the terms of the Proposed Acquisition as outlined in the body of this report and have concluded that, in the absence of an alternative offer, the Proposed Acquisition is not fair but reasonable to Shareholders of Firetail.

15. Sources of information

This report has been based on the following information:

• Draft Notice of General Meeting and Explanatory Statement on or about the date of this report;

• • Audited financial statements of Firetail for the years ended 30 June 2022 and 30 June 2023;

• Review financial statements of Firetail for the half year ended 31 December 2023;

• Independent Technical Specialist Report dated 25 June 2024 performed by VRM;

• Transaction agreement;

• Share registry information;

• Information in the public domain; and

• Discussions with Directors and Management of Firetail.

52

16. Independence

BDO Corporate Finance (WA) Pty Ltd is entitled to receive a fee of $38,000 (excluding GST and reimbursement of out of pocket expenses). The fee is not contingent on the conclusion, content or future use of this Report. Except for this fee, BDO Corporate Finance (WA) Pty Ltd has not received and will not receive any pecuniary or other benefit whether direct or indirect in connection with the preparation of this report.

BDO Corporate Finance (WA) Pty Ltd has been indemnified by Firetail in respect of any claim arising from BDO Corporate Finance (WA) Pty Ltd's reliance on information provided by Firetail, including the nonprovision of material information, in relation to the preparation of this report.

Prior to accepting this engagement BDO Corporate Finance (WA) Pty Ltd has considered its independence with respect to Firetail and York Harbour and any of their respective associates with reference to ASIC Regulatory Guide 112 ‘Independence of Experts’. In BDO Corporate Finance (WA) Pty Ltd’s opinion it is independent of Firetail and York Harbour and their respective associates.

Neither the two signatories to this report nor BDO Corporate Finance (WA) Pty Ltd, have had within the past two years any professional relationship with Firetail, or their associates, other than in connection with the preparation of this report.

A draft of this report was provided to Firetail and its advisors for confirmation of the factual accuracy of its contents. No significant changes were made to this report as a result of this review.

BDO is the brand name for the BDO International network and for each of the BDO Member firms.

BDO (Australia) Ltd, an Australian company limited by guarantee, is a member of BDO International Limited, a UK company limited by guarantee, and forms part of the international BDO network of Independent Member Firms. BDO in Australia, is a national association of separate entities (each of which has appointed BDO (Australia) Limited ACN 050 110 275 to represent it in BDO International).

17. Qualifications

BDO Corporate Finance (WA) Pty Ltd has extensive experience in the provision of corporate finance advice, particularly in respect of takeovers, mergers and acquisitions.

BDO Corporate Finance (WA) Pty Ltd holds an Australian Financial Services Licence issued by the Australian Securities and Investments Commission for giving expert reports pursuant to the Listing rules of the ASX and the Corporations Act.

The persons specifically involved in preparing and reviewing this report were Sherif Andrawes and Adam Myers of BDO Corporate Finance (WA) Pty Ltd. They have significant experience in the preparation of independent expert reports, valuations and mergers and acquisitions advice across a wide range of industries in Australia and were supported by other BDO staff.

Sherif Andrawes is a Fellow of the Institute of Chartered Accountants in England & Wales and a Fellow of Chartered Accountants Australia & New Zealand. He has over 35 years’ experience working in the audit and corporate finance fields with BDO and its predecessor firms in London and Perth. He has been responsible for over 700 public company independent expert’s reports under the Corporations Act or ASX Listing Rules and is a CA BV Specialist. These experts’ reports cover a wide range of industries in Australia with a focus on companies in the natural resources sector. Sherif Andrawes is the Corporate Finance Practice Group Leader of BDO in Western Australia, the Global Head of Natural Resources for BDO and a former Chairman of BDO in Western Australia.

53

Adam Myers is a member of Chartered Accountants Australia & New Zealand and the Joint Ore Reserves Committee. Adam’s career spans over 25 years in the audit and corporate finance areas. Adam is a CA BV Specialist and has considerable experience in the preparation of independent expert reports and valuations in general for companies in a wide number of industry sectors.

18. Disclaimers and consents

This report has been prepared at the request of Firetail for inclusion in the Notice of Meeting which will be sent to all Firetail Shareholders. Firetail engaged BDO Corporate Finance (WA) Pty Ltd to prepare an independent expert's report to consider whether the Proposed Acquisition is fair and reasonable to Shareholders.

BDO Corporate Finance (WA) Pty Ltd hereby consents to this report accompanying the above Notice of Meeting. Apart from such use, neither the whole nor any part of this report, nor any reference thereto may be included in or with, or attached to any document, circular resolution, statement or letter without the prior written consent of BDO Corporate Finance (WA) Pty Ltd.

BDO Corporate Finance (WA) Pty Ltd takes no responsibility for the contents of the Notice of Meeting other than this Report.

We have no reason to believe that any of the information or explanations supplied to us are false or that material information has been withheld. It is not the role of BDO Corporate Finance (WA) Pty Ltd acting as an independent expert to perform any due diligence procedures on behalf of the Company. The Directors of the Company are responsible for conducting appropriate due diligence in relation to Firetail. BDO Corporate Finance (WA) Pty Ltd provides no warranty as to the adequacy, effectiveness or completeness of the due diligence process.

The opinion of BDO Corporate Finance (WA) Pty Ltd is based on the market, economic and other conditions prevailing at the date of this report. Such conditions can change significantly over short periods of time.

With respect to taxation implications, it is recommended that individual Shareholders obtain their own taxation advice, in respect of the Proposed Acquisition, tailored to their own particular circumstances. Furthermore, the advice provided in this report does not constitute legal or taxation advice to the Shareholders of Firetail, or any other party.

BDO Corporate Finance (WA) Pty Ltd has also considered and relied upon independent valuations for mineral assets held by, and to be acquired by, Firetail. The valuer engaged for the mineral asset valuation, VRM, possesses the appropriate qualifications and experience in the industry to make such assessments. The approaches adopted and assumptions made in arriving at their valuation are appropriate for this report. We have received consent from the valuer for the use of their valuation report in the preparation of this report and to append a copy of their report to this report.

The statements and opinions included in this report are given in good faith and in the belief that they are not false, misleading or incomplete.

The terms of this engagement are such that BDO Corporate Finance (WA) Pty Ltd is required to provide a supplementary report if we become aware of a significant change affecting the information in this report arising between the date of this report and prior to the date of the meeting or during the offer period.

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Yours faithfully

BDO CORPORATE FINANCE (WA) PTY LTD

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Adam Myers Director

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Sherif Andrawes Director

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A endix 1 – Glossar of Terms pp y

Reference	Definition
$	Australian Dollars
Advisor Fees	The combination of the Advisor Shares and the Advisor Options
Advisor Options	The 25 million options to be issued to Private Equity Pty Ltd or its nominees upon successful completion of the Proposed Acquisition
Advisor Shares	The 25 million shares to be issued to Private Equity Pty Ltd or its nominees upon successful completion of the Proposed Acquisition
APES 225	Accounting Professional & Ethical Standards Board professional standard APES 225 ‘Valuation Services’
ASIC	Australian Securities and Investments Commission
ASX	The Australian Securities Exchange
AUD	Australian Dollars
BDO	BDO Corporate Finance (WA) Pty Ltd
BGC	Barrick Gold Corporation
CAGR	Compounded Annual Growth Rate
Capital Raisings	Placement or Entitlement Offer
	The staged earn-in consisting of cash consideration up to $500,000, share consideration up to
Consideration	175 million ordinary Firetail shares and a 2% net smelter royalty over the York Harbour
	Project
Corporations Act	The Corporations Act 2001 Cth
CPI	Consumer Price Index
DCF	Discounted Future Cash Flows
EBIT	Earnings before interest and tax
EBITDA	Earnings before interest, tax, depreciation and amortisation
	The renouncing entitlement offer to existing shareholders of Firetail to raise up to $0.60
Entitlement Offer	million before costs per share through the issue of one share for every ten shares held on the
	record date by eligible shareholders
EV	Electric Vehicle
Exclusivity Fee	The $100,000 exclusivity fee payable by the Company to York Harbour
Firetail	Firetail Resources Limited
FME	Future Maintainable Earnings
Free Carried Interest	The 20% free carried interest that York Harbour will retain
FSG	Financial Services Guide
GDP	Gross Domestic Product
IPO	Initial Public Offering

56

Reference	Definition
IS 214	Information Sheet 214: Mining and Resources: Forward-looking Statements
item 7 s611	item 7 Section 611 of The Corporations Act 2001 Cth
Joint Venture	Means the Joint Venture agreement between Firetail and York Harbour by which Firetail has the right to earn up to 80% interest in the York Harbour Project
Lead Manager Fee	The fee received by 708 Capital to be engaged as the lead manager as part of the Capital Raisings
LIBS	Laser Induced Breakdown Spectroscopy Analysis
LME	London Metals Exchange
NAV	Net Asset Value
	The binding option agreement that Firetail Resources Limited has entered into for the
Option Agreement	exclusive right to acquire up to 80% interest in the York Harbour Project in consideration for
	up to 175 million Firetail shares, up to $500,000 cash and a 2% net smelter royalty
our Report	This Independent Expert’s Report prepared by BDO
Placement	The capital raise of $0.97 million conducted by Firetail via the issue of 24,325,000 ordinary shares to sophisticated investors at a price of $0.04 per share
Private Equity	Private Equity Pty Ltd
Proposed Acquisition	The binding option agreement that Firetail Resources Limited has entered into for the exclusive right to acquire up to 80% interest in the York Harbour Project in consideration for up to 175 million Firetail shares, up to $500,000 cash and a 2% net smelter royalty
QMP	Quoted market price
RBA	Reserve Bank of Australia
RC	Reverse Circulation Drilling Campaign
RG 111	Content of expert reports (March 2011)
RG 112	Independence of experts (March 2011)
RG 74	Acquisitions Approved by Members
Royalty	The 2.00% net smelter returns royalty payable by the Company to York Harbour
Section 606	Section 606 of The Corporations Act 2001 Cth
Section 611	Section 611 of The Corporations Act 2001 Cth
Shareholders	Shareholders of Firetail not associated with the Proposed Acquisition
Sum-of-Parts	A valuation methodology that uses a combination of different methodologies together for a valuation
Technical Specialist	The independent technical specialist, VRM
The Act	The Corporations Act 2001 Cth
The Company	Firetail Resources Limited
the RBA Board	The board of the RBA
TSX-V	TSX Venture Exchange
USGS	United States Geological Survey

57

Reference	Definition
VALMIN Code	The Australasian Code for Public Reporting of Technical Assessments and Valuation of Mineral Assets (2015 Edition)
Valor	Valor Resources Limited
WA	Western Australia
York Harbour	York Harbour Metals Inc

Copyright © 2024 BDO Corporate Finance (WA) Pty Ltd

All rights reserved. No part of this publication may be reproduced, published, distributed, displayed, copied or stored for public or private use in any information retrieval system, or transmitted in any form by any mechanical, photographic or electronic process, including electronically or digitally on the Internet or World Wide Web, or over any network, or local area network, without written permission of the author. No part of this publication may be modified, changed or exploited in any way used for derivative work or offered for sale without the express written permission of the author.

For permission requests, write to BDO Corporate Finance (WA) Pty Ltd, at the address below:

The Directors

BDO Corporate Finance (WA) Pty Ltd Level 9, Mia Yellagonga Tower 2 5 Spring Street Perth, WA 6000 Australia

58

A endix 2 – Valuation Methodolo ies pp g

Methodologies commonly used for valuing assets and businesses are as follows:

1 Net asset value

Asset based methods estimate the market value of an entity’s securities based on the realisable value of its identifiable net assets. Asset based methods include:

• Orderly realisation of assets method

• Liquidation of assets method

• Net assets on a going concern method

The orderly realisation of assets method estimates fair market value by determining the amount that would be distributed to entity holders, after payment of all liabilities including realisation costs and taxation charges that arise, assuming the entity is wound up in an orderly manner.

The liquidation method is similar to the orderly realisation of assets method except the liquidation method assumes the assets are sold in a shorter time frame. Since wind up or liquidation of the entity may not be contemplated, these methods in their strictest form may not be appropriate. The net assets on a going concern method estimates the market values of the net assets of an entity but does not take into account any realisation costs.

Net assets on a going concern basis are usually appropriate where the majority of assets consist of cash, passive investments or projects with a limited life. All assets and liabilities of the entity are valued at market value under this alternative and this combined market value forms the basis for the entity’s valuation.

Often the FME and DCF methodologies are used in valuing assets forming part of the overall Net assets on a going concern basis. This is particularly so for exploration and mining companies where investments are in finite life producing assets or prospective exploration areas.

These asset based methods ignore the possibility that the entity’s value could exceed the realisable value of its assets as they do not recognise the value of intangible assets such as management, intellectual property and goodwill. Asset based methods are appropriate when an entity is not making an adequate return on its assets, a significant proportion of the entity’s assets are liquid or for asset holding companies.

2 Quoted market price basis

A valuation approach that can be used in conjunction with (or as a replacement for) other valuation methods is the quoted market price of listed securities. Where there is a ready market for securities such as the ASX, through which shares are traded, recent prices at which shares are bought and sold can be taken as the market value per share. Such market value includes all factors and influences that impact upon the ASX. The use of ASX pricing is more relevant where a security displays regular high volume trading, creating a liquid and active market in that security.

3 Capitalisation of future maintainable earnings This method places a value on the business by estimating the likely FME, capitalised at an appropriate rate which reflects business outlook, business risk, investor expectations, future growth prospects and other entity specific factors. This approach relies on the availability and analysis of comparable market data.

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The FME approach is the most commonly applied valuation technique and is particularly applicable to profitable businesses with relatively steady growth histories and forecasts, regular capital expenditure requirements and non-finite lives.

The FME used in the valuation can be based on net profit after tax or alternatives to this such as earnings before interest and tax (‘ EBIT ’) or earnings before interest, tax, depreciation and amortisation (‘ EBITDA ’). The capitalisation rate or ‘earnings multiple’ is adjusted to reflect which base is being used for FME.

4 Discounted future cash flows

The DCF methodology is based on the generally accepted theory that the value of an asset or business depends on its future net cash flows, discounted to their present value at an appropriate discount rate (often called the weighted average cost of capital). This discount rate represents an opportunity cost of capital reflecting the expected rate of return which investors can obtain from investments having equivalent risks.

Considerable judgement is required to estimate the future cash flows which must be able to be reliably estimated for a sufficiently long period to make this valuation methodology appropriate.

A terminal value for the asset or business is calculated at the end of the future cash flow period and this is also discounted to its present value using the appropriate discount rate.

DCF valuations are particularly applicable to businesses with limited lives, experiencing growth, that are in a start-up phase, or experience irregular cash flows.

5 Market-based assessment

The market based approach seeks to arrive at a value for a business by reference to comparable transactions involving the sale of similar businesses. This is based on the premise that companies with similar characteristics, such as operating in similar industries, command similar values. In performing this analysis, it is important to acknowledge the differences between the comparable companies being analysed and the company that is being valued and then to reflect these differences in the valuation.

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Appendix 3 – Independent Technical S ecialist Re ort p p

61

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INDEPENDENT TECHNICAL ASSESSMENT REPORT OF MINERAL ASSETS OWNED BY FIRETAIL RESOURCES LTD

Presented To: Firetail Resources Limited

Date Issued: 05/07/2024 Revision: 3

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Document Reference

VRM Firetail ITAR Rev3

Distribution

BDO Corporate Finance (WA) Pty Ltd Firetail Resources Limited

Valuation and Resource Management Pty Ltd

Principal Author

Principal Author Louis Bucci BSc Hons (Geology) PhD Geology MAIG Contributing Authors Rebecca Morgan Paul Dunbar Peer Reviewer Paul Dunbar

Date: 5 July 2024

VRM Approval

Paul Dunbar

Date: 5 July 2024

Effective Report Date 25 June 2024 Valuation Date 6 June 2024

Report Prepared by Valuation and Resource Management Pty Ltd P O Box 1506 WEST PERTH WA 6872

ABN: 12 632 859 780 Tel: +61 (0) 433 761 500 www.varm.com.au

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Executive Summary ....................................................................................................................................................................................... vii	Executive Summary ....................................................................................................................................................................................... vii	Executive Summary ....................................................................................................................................................................................... vii
1.	Introduction ....................................................................................................................................................................................... 1
	1.1	Compliance with JORC and VALMIN Codes and ASIC Regulatory Guides .............................................. 3
	1.2	Scope of Work .................................................................................................................................................................. 3
	1.3	Statement of Independence ....................................................................................................................................... 3
	1.4	Practitioner and Competent Persons Declaration and Qualifications ........................................................ 4
	1.5	Reliance on Experts ........................................................................................................................................................ 4
	1.6	Site Visit ............................................................................................................................................................................... 6
2.	Mineral Tenure .................................................................................................................................................................................. 7
3.	Yalgoo and Dalgaranga Projects Western Australia .......................................................................................................... 8
	3.1	Location and Access ....................................................................................................................................................... 9
	3.2	Regional Geological Setting ........................................................................................................................................ 9
	3.2.1	Yalgoo Project .................................................................................................................................................................. 9
	3.2.2	Dalgaranga Project ......................................................................................................................................................... 9
	3.3	Local Geology and Previous Exploration ............................................................................................................ 10
	3.3.1	Yalgoo ............................................................................................................................................................................... 10
	3.3.2	Dalgaranga ...................................................................................................................................................................... 14
	3.3.3	Exploration Potential ................................................................................................................................................... 16
4.	Paterson Project (Cu-Au) Western Australia ...................................................................................................................... 17
	4.1	Location and Access .................................................................................................................................................... 17
	4.2	Regional Geological Setting ..................................................................................................................................... 18
	4.3	Local Geology and Previous Exploration ............................................................................................................ 18
	4.3.1	Local Geology ................................................................................................................................................................ 18
	4.3.2	Previous Exploration.................................................................................................................................................... 19
	4.4	Exploration Potential ................................................................................................................................................... 21
5.	Regional Western Australian Projects................................................................................................................................... 22
	5.1	Ashburton Tenement (Ni-Cu-PGE) ........................................................................................................................ 22
	5.2	Egerton Tenements (Au) ............................................................................................................................................ 23
6.	Mt Slopeaway Project (Ni-Co-Mn) Queensland ............................................................................................................... 26
	6.1	Location and Access .................................................................................................................................................... 26
	6.2	Regional Geological Setting ..................................................................................................................................... 26
	6.3	Local Geology and Previous Exploration ............................................................................................................ 27
	6.3.1	Local Geology ................................................................................................................................................................ 27
	6.3.2	Previous Exploration and Mineral Resources .................................................................................................... 28
7.	Picha Project Peru ......................................................................................................................................................................... 32
	7.1	Location and Access .................................................................................................................................................... 32
	7.2	Geological Setting ........................................................................................................................................................ 32
	7.3	Local Geology ................................................................................................................................................................ 33
	7.4	Exploration History ...................................................................................................................................................... 33
	7.5	Exploration Potential ................................................................................................................................................... 35
8.	Charaque Project (Cu-Ag) Peru ............................................................................................................................................... 37
	8.1	Location and Access .................................................................................................................................................... 37
	8.2	Geological Setting ........................................................................................................................................................ 37
	8.3	Local Geology & Mineralisation ............................................................................................................................. 38

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	8.4 Exploration History ...................................................................................................................................................... 38
	8.5 Exploration Potential ................................................................................................................................................... 40
9.	York Harbour VMS Project (Cu-Zn-Ag) Canada ............................................................................................................... 41
	9.1 Location and Access .................................................................................................................................................... 41
	9.2 Geological Setting ........................................................................................................................................................ 42
	9.3 Local Geology & Mineralisation ............................................................................................................................. 43
	9.4 Exploration History ...................................................................................................................................................... 46
	9.5 Exploration Results ...................................................................................................................................................... 47
	9.6 Exploration Potential ................................................................................................................................................... 48
	9.7 Mineral Resources ........................................................................................................................................................ 51
	9.8 Metallurgy ....................................................................................................................................................................... 51
	9.9 Historical Production .................................................................................................................................................. 51
	9.10 VRM Comment .............................................................................................................................................................. 51
10.	Valuation Methodology ............................................................................................................................................................. 52
	10.1 Previous Valuations ..................................................................................................................................................... 52
	10.2 Valuation Subject to Change ................................................................................................................................... 52
	10.3 General Assumptions .................................................................................................................................................. 53
	10.4 Commodity Market Analysis .................................................................................................................................... 53
	10.4.1 Lithium Market Analysis............................................................................................................................................. 53
	10.4.2 Copper Market Analysis ............................................................................................................................................. 55
	10.5 Valuation of Advanced Properties ......................................................................................................................... 56
	10.5.1 Comparable Market Based Transactions ............................................................................................................ 56
	10.5.2 Yardstick Valuation ...................................................................................................................................................... 57
	10.6 Exploration Asset Valuation ..................................................................................................................................... 58
	10.6.1 Geoscientific (Kilburn) Valuation ............................................................................................................................ 58
	10.6.2 Prospectivity Enhancement Multiplier (PEM) Valuation ............................................................................... 61
11.	Valuation of the Mineral Assets .............................................................................................................................................. 62
	11.1 Geoscientific Valuation .............................................................................................................................................. 62
	11.1.1 Western Australian Assets ........................................................................................................................................ 63
	11.1.2 Queensland Assets ....................................................................................................................................................... 64
	11.1.3 Peruvian Assets ............................................................................................................................................................. 64
	11.1.4 York Harbour Project .................................................................................................................................................. 65
	11.2 Prospectivity Enhancement Multiplier (PEM) Valuation ............................................................................... 66
	11.3 Transactions on the Subject Mineral Assets ...................................................................................................... 67
	11.3.1 SensOre Lithium Transaction ................................................................................................................................... 67
	11.3.2 Firetail – Mt Slopeaway Acquisition ...................................................................................................................... 67
	11.3.3 Picha Project Transaction .......................................................................................................................................... 67
	11.3.4 Barrick acquisition of the Charaque Project ...................................................................................................... 68
	11.3.5 Phoenix Gold York Harbour Project Acquisition .............................................................................................. 68
12.	Risks and Opportunities ............................................................................................................................................................. 69
	12.1 General Risks and Opportunities ........................................................................................................................... 69
	12.2 Project Specific Risks and Opportunities ............................................................................................................ 70
13.	Preferred Valuations .................................................................................................................................................................... 71
14.	References ....................................................................................................................................................................................... 74
Appendix A Geoscientific ................................................................................................................................................................... 78

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Appendix B	PEM Valuation ............................................................................................................................................................... 81
Appendix C	Tenement Schedule ..................................................................................................................................................... 83
Appendix D	York Harbor Exploration Activities Pre 2020 ..................................................................................................... 85
Glossary ............................................................................................................................................................................................................. 87

List of Tables

Table	1:	Summary of exploration activities 2021 to 2023 ............................................................................................. 46
Table	2:	VALMIN Code 2015 valuation approaches suitable for mineral Properties. ........................................ 52
Table	3:	Typical Yardstick Multiples used for Projects .................................................................................................... 57
Table	4:	Ranking Criteria used to determine the geoscientific technical valuation. ........................................... 60
Table	5:	Prospectivity Enhancement Multiplier (PEM) ranking criteria. ................................................................... 61
Table	6:	Geopolitical and Market adjustments used to convert the technical values to market values ..... 62
Table	7:	Geoscientific Market Value of the Firetail Western Australian Projects. ................................................ 64
Table	8:	Geoscientific Fair Market Value valuation of the Firetail Queensland Projects. .................................. 64
Table	9:	Geoscientific Market Value of the Firetail Peruvian Projects. ..................................................................... 65
Table	10:	Geoscientific Fair Market Value valuation of the Firetail Canadian Projects. ....................................... 65
Table	11:	PEM Summary by Project .......................................................................................................................................... 66
Table	12:	Valuation Summary Projects by method ............................................................................................................ 72

List of Figures

Figure	1:	Firetail Resources Projects in Australia ................................................................................................................... 1
Figure	2:	Location of the Picha and Charaque Projects, Peru........................................................................................... 2
Figure	3:	Location of the York Harbour Project, Canada .................................................................................................... 2
Figure	4:	Location of the Yalgoo and Dalgaranga Projects in Western Australia ..................................................... 8
Figure	5:	Geological setting of the Yalgoo Project over regional magnetics and mineral occurrences....... 10
Figure	6:	Identified pegmatites and initial sampling results at the Yalgoo Project .............................................. 12
Figure	7:	“Goldilocks Zone” as defined by FTR by mapping, surface sampling and drilling ............................. 13
Figure	8:	Location of drilling at the Johson Well prospect at Yalgoo ........................................................................ 14
Figure	9:	Geological setting of the Dalgaranga Project and distribution of mineral occurrences ................. 15
Figure	10:	Historic drilling at the Dalgaranga Project ......................................................................................................... 16
Figure	11:	Paterson Project Tenements and Prospect locations..................................................................................... 17
Figure	12:	Regional gravity illustrating folding of stratigraphy in Firetails priority area ....................................... 19
Figure	13:	Reduced to pole magnetics (A) and Gravity (B) targets in Firetails priority area ................................ 20
Figure	14:	Location of the Ashburton tenement ................................................................................................................... 22
Figure	15:	Location of the Egerton tenements over regional magnetics .................................................................... 24
Figure	16:	Location of the Mt Slopeaway Ni-Co-Mn Project in Queensland ............................................................ 26
Figure	17:	Schematic cross section at Mt Slopeaway laterite with historic BHP drill holes ................................. 27
Figure	18:	Location of historic (BHP) and confirmatory (FTL) drilling at Mt Slopeaway ........................................ 28
Figure	19:	Cross section of Ni grades from Firetail drilling and historic drilling BHP drilling ............................. 30

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Figure	20:	Map of Mt Slopeaway showing historic (BHP), current (FTL) and proposed drilling locations ..... 31
Figure	21:	Location of the Picha and Charaque Projects in Peru.................................................................................... 32
Figure	22:	Picha Project surface geochemistry with Cu assays overlaid on IP chargeability image ................. 34
Figure	23:	Picha Project drill results announced to date ................................................................................................... 35
Figure	24:	Plan view of drilling and channel sampling at Cumbre Coya Target ....................................................... 36
Figure	25:	Plan view of drillholes at Cumbre Coya Target overlain on Geological Map ....................................... 36
Figure	26:	Charaque Project – Landholdings and location of Huallatani and Arco targets ................................. 37
Figure	27:	Charaque Project Location ....................................................................................................................................... 38
Figure	28:	Charaque Project – Arco prospect – sample locations and stratabound mineralisation ................. 39
Figure	29:	York Harbour Project location ................................................................................................................................. 41
Figure	30:	York Harbour Project tenure map ......................................................................................................................... 42
Figure	31:	Tectonic map of Newfoundland ............................................................................................................................. 43
Figure	32:	Geology of the northeastern portion of the York Harbour Project .......................................................... 44
Figure	33:	Schematic cross section of interpreted stratigraphy, York Harbour Project ........................................ 45
Figure	34:	Various zones with drill results ............................................................................................................................... 48
Figure	35:	Plan of interpreted mineralisation and untested/unexplored areas, York Harbour Project ........... 50
Figure	36:	Three-year lithium carbonate (global average) price (AU$) ........................................................................ 54
Figure	37:	Three-year lithium carbonate (global average) price (US$) ........................................................................ 54
Figure	38:	Three-year spot price for copper (AU$) .............................................................................................................. 55
Figure	39:	Three-year spot price for copper (US$) ............................................................................................................... 56
Figure	40:	Valuation Summary Preferred (Primary) Valuations ....................................................................................... 73

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Executive Summary

Valuation and Resource Management Pty Ltd (VRM) was engaged by Firetail Resources Limited ( Firetail or the Company ) but instructed by BDO Corporate Finance (WA) Pty Ltd ( BDO ) to prepare an Independent Technical Assessment Report ( Report or ITAR ), including valuation for the Mineral Assets of Firetail Resources Ltd ( Firetail ). The ITAR is prepared to assist BDO in completing their Independent Expert Report ( IER ) in relation to the proposed acquisition of the York Harbour Project from York Harbour Metals ( York ) ( Proposed Transaction ).

This Report has been prepared as a public document, in the format of an independent specialist’s report and in accordance with the guidelines of the Australasian Code for Public Reporting of Technical Assessments and Valuations of Mineral Assets – the 2015 VALMIN Code ( VALMIN ) and the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves – the 2012 JORC Code ( JORC ).

VRM understands that BDO will include the Report within its IER relating to the Proposed Transaction.

This Report is a technical review and valuation opinion of the mineral assets of Firetail. Applying the principles of the VALMIN Code, VRM has used several valuation methods to determine the value for the mineral assets. Importantly, as neither the principal author nor VRM hold an Australian Financial Securities License, this valuation is not a valuation of Firetail but rather an asset valuation of the companies’ mineral properties.

The Valuation Date is 6 June 2024, the valuation remains current and applies commodity prices as of 6 June 2024. VRM provided the technical sections of the report to BOD on 13 June 2024 for factual accuracy checking by the company. This report includes updated technical information associated with the factual accuracy checking conducted by the companies.

As commodity prices, exchange rates and cost inputs fluctuate this valuation is subject to change over time. The valuation derived by VRM is based on information provided by Firetail along with publicly available data including ASX releases and published technical information. VRM has made reasonable endeavours to confirm the accuracy, validity and completeness of the technical data which forms the basis of this Report. The opinions and statements in this Report are given in good faith and under the belief that they are accurate and not false nor misleading.

The default currency is Australian dollars (unless otherwise stated). As with all technical valuations the valuation included in this Report is the likely value of the mineral Projects and not an absolute value. A range of likely values for the various mineral assets is provided with that range indicating the accuracy of the valuation.

Yalgoo and Dalgaranga Lithium Projects (Li)

The Yalgoo and Dalgaranga Projects cover ~1,850 km[2] in the Murchison region and are considered by the Company to be prospective for pegmatite-hosted Li mineralisation. The Project includes twentyseven (27) granted tenements and one (1) application where the Company holds the Li mineral rights only. The Dalgaranga Project has seen little exploration by the Company and is known largely historically for its gold and base metals potential via exploration since the late 1960’s. Recently, pegmatites. It remains a lower priority relative to Yalgoo, where the Company has undertaken extensive mapping, surface sampling and drilling since listing in 2022. Early reconnaissance mapping identified numerous pegmatites with highly anomalous rock chip results, leading the Company to

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interpret a broad 25km+ “Goldilocks Zone”, defined as a corridor in which Lithium-Caesium-Tantalum (LCT) pegmatites potentially develop outboard of a causative granitic terrain within Greenstone sequences. Follow up drilling in specific areas within the defined zone confirmed LCT-bearing pegmatites, with drilling at the Company’s Johnson Well prospect intersecting pegmatites over a strike length of ~150m appearing continuous for ~120m down-dip. Initial encouraging assay results included 3m @ 0.83% Li2O from 32m including 1m @ 1.16% Li2O from 34m in JWRC-0005.

VRM has estimated the value of the project on an equity ownership basis considering the technical information supporting its prospectivity. As at the valuation date there are no declared Mineral Resource estimates prepared applying the guidelines of the 2012 JORC Code. The projects were valued using the Prospectivity Enhancement Multiplier (PEM) method as the primary valuation technique with the Geoscientific or Kilburn method as a supporting method. The SensOre lithium rights were valued were valued using the Joint Venture method as the primary valuation technique with the Geoscientific method and the PEM method as supporting methods.

Paterson Copper-Gold Project (Cu-Au)

The Paterson Project comprises five (5) granted Exploration Licenses distributed over three (3) different geological settings, although all being explored predominantly for their Cu-Au potential. The tenements total ~1,559km[2] , with the Company preliminarily focussing on the central tenements (E45/5358 and E45/5391; ~747km2) within the Paleoproterozoic Rudall Metamorphic Complex near Kintyre. The Company’s work to date has focussed on compiling an extensive geochemical and geophysical database from public domain data. The reprocessing of a selection of high priority geophysical datasets is currently underway in order to establish local targets for ground truthing.

VRM has estimated the value of the project on an equity ownership basis considering the technical information supporting its prospectivity. As at the valuation date there are no declared Mineral Resource estimates prepared applying the guidelines of the 2012 JORC Code. The projects were valued using the Geoscientific or Kilburn method as the primary valuation technique with the PEM method as a supporting method. Significant discounts to the technical valuation determined by the Geoscientific method were applied due to the current prohibition on mining uranium in Western Australia and large heritage sites covering large portions of the prospective geological sequences in the three tenements near the Kintyre Uranium deposit.

Regional WA Projects

The Regional WA Projects at Ashburton and Egerton are desk top study stage exploration Projects where the Company hold 100% interest exploring for base and precious metals on the Ashburton Project and Li rights over the Egerton Project over ~291km[2] of tenure. A low priority in the portfolio, the Projects are yet to be see systematic on ground exploration by the Company. Historic exploration in the areas supports Ni-Cu-PGE prospectivity potential at Ashburton, with previous work at Egerton solely focussed on gold.

VRM has estimated the value of the project on an equity ownership basis considering the technical information supporting its prospectivity. As at the valuation date there are no declared Mineral Resource estimates prepared applying the guidelines of the 2012 JORC Code. The Ashburton Project was valued using the Geoscientific or Kilburn method as the primary valuation technique with the PEM

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method as a supporting method. The Egerton Project was valued using the PEM method as the primary valuation technique with the Geoscientific or Kilburn method as a supporting method.

Mt Slopeaway Nickel-Cobalt-Manganese Project (Ni-Co-Mn)

The Mt Slopeaway Project (Ni-Co) is centred on two EPM’s totalling ~188km2 near Marlborough in Queensland, and has been explored for laterite Ni-Co-Mn mineralisation since the 1960’s. The Company has undertaken verification work via twin drilling of five (5) holes to test the data that supported a historic Mineral Resource estimate defined by BHP. This work resulted in the Company reporting a Mineral Resource of 4Mt @ 1% Ni, 0.2% Co, 1% Mn using 0.1% Co cut-off grade, in 2018. Additional drilling (62 holes) is planned to increase confidence in the estimate, and to test possible extensions via step-out drilling.

VRM has estimated the value of the project on an equity ownership basis considering the technical information supporting its prospectivity. As at the valuation date the Mt Slopeaway Project contains a JORC 2012 compliant declared Mineral Resource Estimate. The projects were valued using the Geoscientific or Kilburn method as the primary valuation technique with the PEM method and the normalised transaction valuation methods supporting the Geoscientific method.

Picha Project Peru (Cu-Ag)

The Picha Project comprises 27 mining concessions covering an area of approximately 200km[2] in southern Peru. Firetail entered an agreement Valor Resources in 2023 to acquire up to 80% of XXX which owns the Picha Project. Firetail currently has a 70% equity ownership of the Picha Project. The Projects area is considered prospective for multiple styles of copper mineralisation. Work to date by Firetail has been focused on advancing several identified target areas; Cumbre Coya, Cobremani, and Fundicion. The Project is located approximately 17km east northeast of Buenaventura’s San Gabriel AuCu-Ag Project, which hosts Reserves of 14.9 MT with 4.04 g/t Au and 6.43 g/t Ag, representing 1.94 Moz Au; and resources: 24.86 MT with 2.10 g/t Au and 8.46 g/t Ag

VRM has estimated the value of the project on an equity ownership basis considering the technical information supporting its prospectivity. As at the valuation date there are no declared Mineral Resource estimates prepared applying the guidelines of the 2012 JORC Code. The projects were valued using the Geoscientific or Kilburn method as the primary valuation technique with the PEM method as a supporting method.

Charaque Project Peru (Cu-Ag)

The Charaque Project comprises 8 mining concessions covering an area of approximately 60km[2] in southern Peru approximately 30 km north-east of the Picha Project. Firetail entered an agreement Valor Resources in 2023 to acquire up to 80% of the Charaque Project. Firetail currently owns 21% of the Charaque Project. The Project is currently subject to Earn-In agreement with Barrick Gold Corporation. Barrick has an option to acquire a 70% interest in the property for cash payments totalling US$800,000 and US$3 million of exploration expenditure. All exploration activities are currently under the operation of Minera Barrick Peru S.A., a subsidiary of Barrick Gold Corporation.

VRM has estimated the value of the project on an equity ownership basis considering the technical information supporting its prospectivity. As at the valuation date there are no declared Mineral Resource estimates prepared applying the guidelines of the 2012 JORC Code. The projects were valued

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using the Geoscientific or Kilburn method as the primary valuation technique with the normalised JV transaction method as a supporting method.

York Harbour Project Canada (Cu-Zn)

The York Harbour Project is located on the west coast of the Province of Newfoundland and Labrador, Canada (Figure 25) and consists of six (6) Newfoundland and Labrador mineral licenses comprised of 189 Newfoundland and Labrador mineral claims covering an area of approximately 4725 hectares. Mineralisation at the York Harbour Project is interpreted to be Cyprus-type volcanogenic massive sulphide (VMS) style mineralisation hosted in deep submarine mafic flows. Underground mining took place at the York Harbour mine between 1897 and 1913 producing between 30,000 to 90,000 tonnes of “ore” at grades ranging from 3 to 12% Cu and 7% Zn.

VRM has estimated the value of the project on an equity ownership basis considering the technical information supporting its prospectivity. As at the valuation date there are no declared Mineral Resource estimates prepared applying the guidelines of the 2012 JORC Code. The project was valued using a PEM approach as the primary valuation technique with the Geoscientific or Kilburn method providing support to that valuation. A normalised transaction valuation approach also provides a supporting valuation however significant additional information has been obtained since that transaction was completed which VRM considers has upgraded the value of the project.

Valuation Opinion

VRM has estimated the value of Firetail’s projects considering the technical information available as at the valuation date as described in the body of this report.

This report documents the technical aspects of the tenements along with explaining valuations for the properties applying the principles and guidelines of the VALMIN and JORC Codes.

Conclusions

Based on the rationale outlined in the body of this Report, VRM is of the view that the Mineral Assets owned by Firetail area all early stage exploration projects and have been valued either by a PEM approach or a Geoscientific method as the primary method. The York Harbour Project which is subject to the potential acquisition by Firetail is an advanced, pre Mineral Resource exploration Project is most appropriately valued applying a PEM approach. The rationale for using a PEM approach is due to the additional information obtained since the project was acquired by the current owner and the low mandated base acquisition cost for mineral claims in Canada which results in an artificially low value using a. Geoscientific or Kilburn method.

VRM’s considers the Firetail Projects have a market value of between $3.5 million and $9.4 million with a preferred value of $6.4 million .

The York Harbour Project has a market value of between $12.5 million and $16.4 million with a preferred value of $14.5 million . This valuation has taken into account the 2% NSR royalty associated with the Project.

These valuations and the value of the combined assets is summarised in the table below.

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Project Mineral Rights Method Equity Lower Valuation (A$M) Preferred Valuation (A$M) Upper Valuation (A$M)	Project Mineral Rights Method Equity Lower Valuation (A$M) Preferred Valuation (A$M) Upper Valuation (A$M)	Project Mineral Rights Method Equity Lower Valuation (A$M) Preferred Valuation (A$M) Upper Valuation (A$M)	Project Mineral Rights Method Equity Lower Valuation (A$M) Preferred Valuation (A$M) Upper Valuation (A$M)	Project Mineral Rights Method Equity Lower Valuation (A$M) Preferred Valuation (A$M) Upper Valuation (A$M)	Project Mineral Rights Method Equity Lower Valuation (A$M) Preferred Valuation (A$M) Upper Valuation (A$M)	Project Mineral Rights Method Equity Lower Valuation (A$M) Preferred Valuation (A$M) Upper Valuation (A$M)	Project Mineral Rights Method Equity Lower Valuation (A$M) Preferred Valuation (A$M) Upper Valuation (A$M)
Yalgoo - Dalgaranga	Li rights	PEM	100%	Primary	0.7	1.0	1.4
	Li rights	Geoscientific	100%	Supporting	0.7	1.4	2.1
	Li rights	Area Based on SensOre JV	100%	Supporting	1.8	2.4	3.0
SensOre	Li rights	Acquisition Transaction Normalised	49%	Primary	0.2	0.2	0.3
	Li rights	PEM	49%	Supporting	0.01	0.01	0.02
	Li rights	Geoscientific	49%	Supporting	0.01	0.02	0.03
Paterson	All	Geoscientific	100%	Primary	0.6	1.3	1.9
	All	PEM	100%	Supporting	0.5	0.6	0.7
Ashburton	All	Geoscientific	100%	Primary	0.1	0.1	0.2
	All	PEM	100%	Supporting	0.01	0.02	0.02
Egerton	Li rights	PEM	100%	Primary	0.01	0.02	0.03
	Li rights	Geoscientific	100%	Supporting	0.0	0.1	0.2
Mt Slopeaway	All	Geoscientific	100%	Primary	0.4	0.8	1.2
	All	PEM	100%	Supporting	0.4	0.5	0.6
	All	Acquisition Transaction Normalised	100%	Supporting	2.1	2.8	3.5
Picha	All	Geoscientific	70%	Primary	1.4	2.6	3.8
	All	Acquisition Transaction Normalised	70%	Supporting	3.4	4.5	5.6
	All	PEM	70%	Supporting	2.2	3.2	4.3
Charaque	All	Geoscientific	21%	Primary	0.2	0.4	0.6
	All	Acquisition Transaction Normalised	21%	Supporting	0.4	0.6	0.7
York Harbour	All	PEM	80%	Primary	12.5	14.5	16.4
	All	Geoscientific	80%	Supporting	4.8	7.9	11.0
	All	Acquisition Transaction Normalised	80%	Supporting	3.8	5.1	6.3
**Total Firetail Projects(equity basis) **		VRM Preferred Valuation			3.5	6.4	9.4
**York Harbour Project (equity basis) **		VRM Preferred Valuation			12.5	14.5	16.4

Note appropriate rounding has been applied and the totals may not add due to errors in rounding.

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1. Introduction

Valuation and Resource Management Pty Ltd ( VRM ) was engaged by Firetail Resources Limited ( Firetail or the Company ) and instructed by BDO Corporate Finance (WA) Pty Ltd ( BDO ) to prepare an Independent Technical Assessment Report ( ITAR ), including valuation for the Mineral Assets owned by Firetail Resources Ltd (ASX: FTL) (ACN 651 057 822) ( Firetail ) for inclusion in an Independent Expert’s Report ( IER ) to be prepared by BDO in relation to the proposed acquisition of the York Harbour Project from York Harbour Metals (TSXV: YORK, OTC: YORKF, FRA: 5DEO) ( York ) by Firetail ( Proposed Transaction ).

The Firetail Mineral Assets, described and valued in this ITAR, comprise the Yalgoo and Dalgaranga Lithium (Li) Projects, the Mt Slopeaway Nickel-Cobalt-Manganese (Ni-Co-Mn) Project, the Paterson Copper-Gold (Cu-Au) Project located in Australia (Figure 1); and binding terms sheets relating to the acquisition of the Picha and the Charaque Cu-Silver (Ag) Projects in Peru (the Mineral Assets) (Figure 2).

The York Harbour Cu-Zinc (Zn)-Ag Project includes and surrounds an historical mine in Newfoundland, Canada (Figure 3).

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Figure 1: Firetail Resources Projects in Australia

Source: www.firetailresources.com.au.

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Figure 2: Location of the Picha and Charaque Projects, Peru

Source: ASX: FTL 5 February 2023.

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Figure 3: Location of the York Harbour Project, Canada

Source: ASX: FTL 6 June 2024.

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1.1 Compliance with JORC and VALMIN Codes and ASIC Regulatory Guides

In preparing the ITAR, VRM has applied the guidelines and principles of the Australasian Code for Public Reporting of Technical Assessments and Valuations of Mineral Assets – 2015 VALMIN Code ( VALMIN ) and the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves – the 2012 JORC Code ( JORC ). Both industry codes are mandatory for all members of the Australasian Institute of Mining and Metallurgy ( AusIMM ) and the Australian Institute of Geoscientists ( AIG ). These codes are also requirements under Australian Securities and Investments Commission ( ASIC ) rules and guidelines and the listing rules of the Australian Securities Exchange ( ASX ).

This ITAR is a Public Report as described in the VALMIN Code (Clause 5) and the JORC Code (Clause 9). It is based on, and fairly reflects, the information and supporting documentation provided by Firetail and previous owners and associated Competent Persons as referenced in this ITAR and additional publicly available information.

1.2 Scope of Work

VRM’s primary obligation in preparing this ITAR is to independently describe and value the Mineral Assets of Firetail applying the guidelines of the JORC and VALMIN Codes. These require that the Report contains all the relevant information at the date of disclosure, which investors and their professional advisors would reasonably require in making a reasoned and balanced judgement regarding the Projects.

VRM has compiled the Report based on the principle of reviewing and interrogating both the documentation of Firetail and their consultants, and other previous exploration within the areas. This Report is a summary of the work conducted, completed, and reported by Firetail, from pegging or acquisition of the Projects to 7 June 2024, based on information supplied to VRM by Firetail, and other information sourced in the public domain, to the extent required by the VALMIN and JORC Codes.

VRM understands that its review and report will accompany the Notice of Compulsory Acquisition and as such, it is understood that VRM’s review will be a public document. Accordingly, this report has been prepared in accordance with the requirements of the 2015 VALMIN Code.

1.3 Statement of Independence

VRM was engaged to undertake an ITAR of the Projects that comprise the asset portfolio of Firetail. This work was conducted applying the principles of the JORC and VALMIN Codes, which in turn reference ASIC Regulatory guide 111 Content of expert reports (RG111) and ASIC Regulatory guide 112 Independence of Experts (RG112).

Mr Paul Dunbar of VRM, the authors contributing to this report and VRM have not, within the past two years, had any association with Firetail, its individual employees, or any interest in the securities of Firetail or potential interest, nor are they expected to be employed by either company after the Proposed Transaction, which could be regarded as affecting their ability to give an independent, objective, and unbiased opinion. VRM will be paid a fee for this work based on standard commercial rates for professional services. The fee is not contingent on the results of this review and is estimated to be approximately $45,000 (ex GST).

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1.4 Practitioner and Competent Persons Declaration and Qualifications

This Report was prepared by Ms Rebecca Morgan and Dr Louis Bucci as the primary authors.

The Report and information that relates to geology, Mineral Asset valuations, Mineral Resources and exploration potential is based on information compiled by Ms Rebecca Morgan, BSc (Hons) (Applied Geology), GradDip (Mine Engineering), MScEng (Mine Engineering), a Competent Person who is a Member of the AusIMM. Ms Morgan is an associate of VRM and has sufficient experience relevant to the geology, styles of mineralisation and deposit types under consideration and to the activity being undertaken to qualify as a Competent Person under the 2012 JORC Code. Ms Morgan consents to the inclusion in the report of the matters based on her information in the form and context in which it appears.

The Report and information that relates to geology and exploration potential and Mineral Asset valuations is based on information compiled by Dr Louis Bucci, PhD (Economic Geology), a Competent Person who is a Member of the AIG. Dr Bucci is an associate of VRM and has sufficient experience relevant to the geology, styles of mineralisation and deposit types under consideration and to the activity being undertaken to qualify as a Competent Person under the 2012 JORC Code. Dr Bucci consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

The final version of this Report was peer reviewed by Mr Paul Dunbar, BSc (Hons) (Geol), MSc (MINEX), a Competent Person who is a member of the AusIMM and of the AIG. Mr Dunbar is a Principal of VRM and has sufficient experience relevant to Technical Assessment and Valuation of Mineral Assets under consideration and to the activity being undertaking to qualify as a practitioner as defined in the 2015 VALMIN Code. Mr Dunbar consents to the inclusion in the Report of the matters based on his information in the form and context in which it appears.

Since the Proposed Transaction was announced and the date of this Report, nothing has come to the attention of VRM unless otherwise noted in the Report that would cause any material change to the conclusions. The valuation date for the report is 7 June 2024.

1.5 Reliance on Experts

The authors of this Report are not qualified to provide extensive commentary on the legal aspects of the tenure of the mineral properties or the compliance with the legislative environment and permitting in Australia, Peru, and Canada. In relation to the tenement standing, VRM has relied on publicly available, and client supplied information to 7 June 2024. On this basis VRM has confirmed the tenements which constitute the Projects held by Firetail are in good standing.

The information within this report is extracted from various reports and ASX releases as referenced below. The reports and ASX releases were created on various dates and are available to view on the Firetail company website (https://www.Firetail.com.au/site/content/). Firetail confirm that they are not aware of any new information or data that materially affects the information included in the original market announcements and, in the case of estimates of Mineral Resources, that all material assumptions and technical parameters underpinning the estimates in the relevant market announcements continue to apply and have not materially changed. Firetail confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcements.

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In respect of the information contained in this Report, VRM has relied on Information and Reports obtained from Firetail or the public domain including, but not limited to the following:

Firetail ASX releases for Yalgoo and Dalgaranga Lithium Projects (Li):

• Exploration accelerates at Yalgoo Lithium Project in collaboration with SensOre, 7 November 2023

• Drill Program at Yalgoo confirms continuity of LCT pegmatites at Johnson Well, August 2023.

• Maiden Drill Campaign Confirms High-Grade Rubidium at Yalgoo, 3 April 2023.

• Wide Zones of Pegmatite Intersected in Maiden Drilling at Yalgoo Lithium Project, 28 October 2022.

• High-Grade Lithium Rock Chips Enveloped by +25km Large-Scale "Goldilocks Zone" at Yalgoo, 15 September 2022.

• Further Lithium-Bearing Pegmatites Confirmed by Mapping and Geochemistry at the Yalgoo Project, 30 August 2022.

• Mapping and Geochemistry Confirm Fertile System for Li-Bearing Pegmatites at Yalgoo Lithium Project, 8 August 2022.

• Reconnaissance site visit, 19 May 2022.

• Firetail Prospectus, 2022.

Firetail ASX releases for Paterson Copper-Gold Project (Cu-Au):

• Paterson Copper-Gold Project Update, 24 May 2022.

• Firetail Prospectus, 2022.

Firetail ASX releases for Mt Slopeaway Nickel-Cobalt-Manganese Project (Ni-Co-Mn):

• Mt Slopeaway Ni-Co Project Update 96% Recovery using Traditional Nickel Laterite Flowsheet Preparations for Phase II Drilling Program Underway, 30 October 2023.

• Drilling at Mt Slopeaway Confirms and Exceeds Historical Ni and Co Assay Results, 3 May 2023.

• Firetail to commence drilling at Mt Slopeaway Ni-Co-Mn Project, 25 November 2022.

• Reconnaissance site visit, 19 May 2022.

• Firetail Prospectus, 2022.

Firetail ASX releases for Picha and Charaque Projects Peru (Cu-Ag):

• Mineralised structure at Cumbre Coya extended to over 170m strike length, 13 March 2024.

• Significant polymetallic mineralisation at Cumbre Coya Target, Picha Project, Peru, 5 February 2024.

• Evidence of a porphyry system at Fundicion Target, Picha Project, Peru, 9 January 2024.

Valor ASX releases for Picha and Charaque Projects Peru (Cu-Ag):

• Valor Secures Additional Concessions in Highly Prospective Gold-Copper-Silver Region in Peru, 27 April 2022.

• Significant Cu-Ag Results over 2% Copper and up to 929 g/t Silver, 3 June 2022.

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• Significant New Copper-Silver-Gold Targets Outlined at Picha and Charaque Projects, 14 February 2023.

• Valor Agrees to Sell Picha and Charaque Projects in Peru to Firetail Resources, 5 July 2023.

• Valor Completes Sale of Peruvian Copper Assets to Firetail Resources, 6 September 2023.

• Firetail ASX releases for York Harbour Project Canada (Cu-Zn):

• York Harbour Copper Project Acquisition, 6 June 2024.

• FTL to Acquire York Harbour Copper-Zinc-Silver Project, Newfoundland, Canada, 6 June 2024.

York Harbour TSX releases for York Harbour Project Canada (Cu-Zn):

• York Harbour VMS Project West coast Newfoundland & Labrador Island Canada, 18 February 2024.

A complete list of references is available in Section 14.

All information and conclusions within this Report are based on information that VRM requested from Firetail to assist with this Report and other relevant publicly available data to 7 June 2024. Reference has been made to other sources of information, published and unpublished, including government reports and reports prepared by previous interested parties and joint venturers to the areas, where it has been considered necessary. VRM has, as far as possible and making all reasonable enquiries, attempted to confirm the authenticity and completeness of the technical data used in the preparation of this Report and to ensure that it had access to all relevant technical information. VRM has relied on the information contained within the reports, articles and databases provided by Firetail as detailed in the reference list. VRM has assessed the content of these reports and information and confirm that the contents are reasonable and that they meet the Reasonable Grounds Requirements. VRM has relied on the information contained within the reports, articles and databases provided by Firetail as detailed in the reference list.

A draft of this Report was provided to BDO for the purpose of identifying and addressing any factual errors or omissions prior to finalisation of the Report. The valuation sections of the Report were not provided to Firetail until the technical aspects were validated, and the Report was declared final.

This ITAR contains statements attributable to third parties. These statements are made or based upon statements made in previous technical reports that are publicly available from either government departments or the ASX. The authors of these previous reports have not consented to the statements’ use in this report, and these statements are included in accordance with ASIC Corporations (Consent to Statements) Instrument 2016/72.

1.6 Site Visit

A site visit to the Projects was not undertaken for this ITAR. VRM has considered the activities and current Project status of the Mineral Assets and considers that due to the stage of exploration and development within the tenements that no material information would be obtained from undertaking a site visit that would modify the opinions contained within this report and valuation.

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2. Mineral Tenure

The Mineral Assets are in three (3) different jurisdictions in Australia, as well as in Peru and Canada.

According to the databases of the Western Australian Government tenement administration bodies, the Licenses listed in Appendix C are current and in good order as of 12 June 2024. To the best of VRM’s knowledge, they remain in good standing with all statutory filings, reports and documentation including renewals supplied to the various government departments.

Tenement information for the Peruvian and Canadian Projects was sourced from Firetail, publicly available information, S&P Capital IQ, a subscription based database and government databases.

Firetail has confirmed the status of its tenements.

The authors of this report are not qualified to provide extensive commentary on the legal aspects of the mineral properties or the compliance with the relevant laws governing mining. As VRM and the authors of this report are not experts in mining law, no warranty or guarantee, be it expressed or implied, is made by VRM with respect to the completeness or accuracy of the legal aspects regarding the security of the tenure.

A full list of tenements is provided in Appendix C.

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3. Yalgoo and Dalgaranga Projects Western Australia

The Yalgoo & Dalgaranga Projects cover ~1,850 km[2] in the Murchison region and are considered by the Company to be prospective for Li mineralisation with known Lithium-Caesium-Tantalum (LCT) pegmatites mapped in the region (Figure 4). The Projects consist of nineteen (19) granted Exploration Licenses, one (1) Exploration License application (EL 59/2832), four (4) granted Prospecting Licenses, three (3) granted Mining Licenses, and one (1) Mining License application (M 59/767). The Company holds the Li mineral rights only to these tenements.

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Figure 4: Location of the Yalgoo and Dalgaranga Projects in Western Australia

Source: Firetail Resources.

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3.1 Location and Access

The Yalgoo Project is ~420 km north of Perth and 200km east of Geraldton, north of the township of Yalgoo ~110 km west of Mt Magnet in the Murchison region of Western Australia (Figure 4). Access is via the Geraldton-Mt Magnet Road, State Route 123, and then via pastoral tracks to specific Project sites within tenements. The Dalgaranga Project is located approximately 65km northwest of Mt Magnet.

3.2 Regional Geological Setting

3.2.1 Yalgoo Project

The Yalgoo Project is located within the Yalgoo Greenstone Belt of the Murchison Province, which occupies the western portion of the Yilgarn Craton. Major regional shear zones bound the greenstone belt to the east and west, with the major greenstone sequences of the Murchison Province both present in the Yalgoo Greenstone Belt. The area is typical of granite-greenstone terranes with linear, arcuate and synformal low to medium grade metamorphic greenstone lying between large domal masses of granite and gneiss (see Muhling & Low, 1977) Geochronology by the Geological Society of Australia indicates that the granitic rocks in the western part of the Yalgoo 1:250,000 map sheet are in the order of 2,800 to 3,000 Ma (Arriens, 1971).

Banded iron formation (BIF) units occur within the greenstone belt as sedimentary horizons within a dominant volcanic pile. The volcanics are almost exclusively metabasalts in the north, while coarsegrained variants dominate the south. Early deformation events (resulted in E-W trending folds which were subsequently refolded during a major event responsible for the overall N-S trend of the greenstone belt. These events were followed by longitudinal faulting and associated quartz veining. The rocks in the area have undergone prolonged lateritic weathering during the Tertiary, followed by dessication and deposition of Quaternary sediments in colluvial, alluvial, lacustrine and aeolian settings.

3.2.2 Dalgaranga Project

The Dalgaranga Project occurs within the Dalgaranga Greenstone Belt in the Murchison Province, a northeast-trending belt consisting of high Mg basalt, tholeiitic basalt, intermediate volcanic, felsic intrusive porphyry, and a volcano-sedimentary sequence dominated by black shale and volcaniclastic lithologies. Felsic volcanic rocks outcrop on the western side of the belt, and the greenstone sequence is intruded by large gabbro complexes in the north (Mt Farmer, Mt Charles) and to the west (Dalgaranga Hill).

The stratigraphy has been folded into two regional synforms which plunge in opposite directions, separated by a regional fault/shear along the western side of the Mt Farmer gabbro sill, westwards to the south side of the gabbroic Dalgaranga Hill. A number of post-tectonic granites intrude the Belt, separated by zones of amphibolite and mafic schists, which are in turn intruded by pegmatites. Eastwest trending Proterozoic dykes of dolerite and gabbro also intrude the Greenstone sequences. Geophysical interpretation of the region shows large scale northeast structures and fabric that cross-cut folded stratigraphy and are synonymous with regional mineralised corridors.

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3.3 Local Geology and Previous Exploration

3.3.1 Yalgoo

The Yalgoo Project area is characterised by predominantly mafic volcanic and granitic rocks. The western area is predominantly komatiite-tholeiite sequences with tholeiite, felsic volcanic and iron formation units to the east (Halberg, 2002). The western and eastern sequence are separated along the Morning Star Shear Zone (MSSZ), interpreted to be a crustal scale structure. Lithostructural complexity across the MSSZ is demonstrated by folded stratigraphy adjacent to the structure. To the west, the Noongal Antiform abuts the MSSZ where the eastern limb is overturned and exhibits an SSE-directed axial plunge.

The core of the Noongal Antiform hosts numerous syntectonic, high level, volatile-rich biotite monzogranitic units (Figure 5), with an increase in the metamorphic grade of the metavolcanic sequence close to the contact. Interpretation of magnetics data indicates a set of dykes truncating the antiform.

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Figure 5: Geological setting of the Yalgoo Project over regional magnetics and mineral occurrences

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Source: ASX: FTL 30 August 2022.

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Previous Exploration

The area has seen varied mining and exploration activity since the late 1890’s with predominantly smallscale gold production which continued until the late 1930’s. Modern day exploration commenced in the 1980’s, with a focus largely on gold, base metals and iron ore. Although the geological information gathered by historic exploration has been useful in developing the geological context for Li mineralisation, there has been no analysis / assaying for Li until the commencement of exploration by the Company.

Exploration by the Company commenced with reconnaissance mapping that identified numerous pegmatites with highly anomalous rock chip results including (Figure 6; see ASX: FTL 8 August and CP statement therein):

• 1.35% Li2O, 732ppm Cs and 61ppm Ta in rock chip FFR26168.

• 1.25% Li2O, 1384ppm Cs and 88ppm Ta In rock chip FFR26169.

• 0.40% Li2O, 364ppm Cs and 46ppm Ta in rock chip MZN16765; and

• 0.33% Li2O, 265ppm Cs and 13ppm Ta in rock chip MZN16766.

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Figure 6: Identified pegmatites and initial sampling results at the Yalgoo Project Source: ASX: FTL 8 August 2022

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The early mapping led the Company to interpret a broad 25km+ “Goldilocks Zone” (ASX: FTL 15 September 2022; Figure 7), which is an established nomenclature for a defined corridor in which LCT pegmatites potentially exist outboard of a causative granitic terrain and within Greenstone sequences (see London, 2018). Drilling of forty nine (49) RC holes by the Company in the mapped area confirmed LCT-bearing pegmatites, with results up to 0.28% Li2O, 1860ppm Cs and 92ppm Ta received (22YGRC004 21m-22m). In addition, high-grade rubidium was intersected (see ASX: FTL 3 April 2023 and CP statement therein), including:

• 10m @ 0.44% Rb from 10m (22YGRC004).

• 3m @ 0.32% Rb from 13m (22YGRC043).

• 2m @ 0.31% Rb from 0m (22YGRC006); and

• 8m @ 0.25% Rb from 28m (22YGRC007, 4m composite samples)

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Figure 7: “Goldilocks Zone” as defined by FTR by mapping, surface sampling and drilling Source: ASX: FTL 15 September 2022.

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Following up on the successful initial drilling, the Company shifted focus to the Johnson Well area to the south, with a drilling program comprised of twenty (22) RC holes for 589m with drilling completed on four traverses approximately 80m apart and drill holes 20m or 40m apart (Figure 8). Pegmatites were intersected in 3 of the 4 drill sections over a strike length of ~150m and appear continuous for ~120m down-dip. Initial encouraging assay results included 3m @ 0.83% Li2O from 32m including 1m @ 1.16% Li2O from 34m in JWRC-0005 (see ASX: FTL 23 September 2023 and CP statement therein).

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Figure 8: Location of drilling at the Johson Well prospect at Yalgoo

Source: ASX: FTL 23 September 2023.

3.3.2 Dalgaranga

The area contains high Mg basalts, tholeiitic basalts and sedimentary units including black shales. The metavolcanic sequence is intruded by large gabbro complexes in the north at Mt Farmer and Mt Charles and to the west at Dalgaranga Hill. The stratigraphy has been complexly folded into two regional synforms which plunge in opposite directions separated by a regional shear. A number of post tectonic granites and pegmatites are noted, separated by zones of amphibolite and mafic schist. Narrow localized metamorphic contact aureoles are developed at the margins of mafic intrusions and adjacent to pegmatite-banded gneiss. East-west trending Proterozoic dykes of dolerite and gabbro intrude the metavolcanic sequence. Laterite development and colluvium blanket a large part of the Project area.

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Figure 9: Geological setting of the Dalgaranga Project and distribution of mineral occurrences (Source: Firetail Resources Prospectus)

Previous Exploration

The area has been explored largely for gold and base metals since the late 1960’s. Numerous historic gold and base metal prospects are noted, including the Greencock Gold Prospect, which contains significant gold intersections over strike length of 300m. Some of the better intersections from historical drilling at the prospect include 15m @ 1.5g/t gold from 83m and 19m @ 1.6g/t gold from 106m in GKC012, 15m @ 1.1g/t gold from 53m in GKC009 and 10m @ 1.1g/t gold from 111m in GKC011 (WAMEX Report A115534). Base metal intersections are recorded at the Lasoda prospect which contains Zn, Cu, Pb, Ag and Au mineralisation. Significant results include 6.4m @ 17.5% Zinc, 2.4% Lead, 0.5% Copper and 6m @ 7.4% Zinc, 0.9 % Lead, 0.4% Copper and 23g/t Silver (WAMEX Report A115534). In addition, a historic graphite deposit was defined in the late 1960’s by CRA Exploration and BHP, with the companies also listing the area as prospective for pegmatite hosted tin, tantalum and lithium in the north-western area of the tenement (WAMEX Report A126066).

Recently, field reconnaissance by Unearthed Elements included sampling the Hodden Pegmatite, an approximately 2m wide 350m long SE-striking pegmatite hosted within a gabbroic intrusive rock. The pegmatite is documented to be well zoned, with a core of blocky grey quartz surrounded by a discontinuous, thin zone of cleavelandite and quartz containing minor amounts of massive rubellite, fine grained silvery-green muscovite and lepidolite (WAMEX Report A115534). The wall contact zone consists

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of a finer grained, layered aplitic unit consisting of albite, quartz and mica with a 2cm wide band of finegrained almandine. No Li analysis was logged, although it is noted that the Dalgaranga ground is adjacent to the Niobe Li-Rb Project held by Aldoro Resources Ltd (ASX: ALD; www.aldororesources.com/ niobe-Project/). Exploration efforts by the Company to date have been focussed on desktop review.

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Figure 10: Historic drilling at the Dalgaranga Project

Source: WAMEX report A 115534.

3.3.3 Exploration Potential

The Yalgoo area has demonstrable Li and Rb mineralisation as evidenced in mapping and drilling of pegmatites in the Company-defined Goldilocks Zone that mantles the core of the Noongal antiform. Numerous pegmatite dyke swarms are yet to be assessed and represent drill-ready targets for the Company. The Dalgaranga Project remains untested by the Company due to higher priority Projects in the portfolio. It remains prospective for pegmatite-hosted mineralisation as defined in the nearby Niobe Project of Aldoro.

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4. Paterson Project (Cu-Au) Western Australia

The Paterson Project comprises five (5) granted Exploration Licenses (E45/5358, E45/5391, E45/5396, E45/5397 and E45/5407) and one Exploration License application (E45/6244) and covers 503 blocks or approximately XXX km[2] in the Paterson Province.

4.1 Location and Access

The tenements are collectively located ~100 km to the north and south of the Telfer Gold Deposit and immediately surrounding the Kintyre uranium deposit on the northern margin of the Rudall River National Park (Figure 11). Access is to the southeast from Port Hedland via the all-weather, gravel-sand Telfer haul road, or to the northeast from Newman, through the Rudall River National Park. General access throughout the tenement areas is restricted to the Telfer-Kintyre Road and 4WD tracks.

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Figure 11: Paterson Project Tenements and Prospect locations

Source: Firetail Resources Prospectus.

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4.2 Regional Geological Setting

The Paterson Project lies within the Paterson Orogen, a northwest-trending belt of folded and metamorphosed Proterozoic igneous and sedimentary rocks located at the eastern edge of the Archean Pilbara Craton. The eastern margin of the Paterson Orogen is masked by younger Proterozoic to Phanerozoic sedimentary rocks (Officer and Canning Basins) with sedimentary units of the late Proterozoic Savory Basin on-lapping to the southwest. The main outcropping stratigraphic packages across the bulk of the Paterson Project are the lowermost member of the Mesoproterozoic to Neoproterozoic Yeneena Group, the Coolbro Sandstone, and the Paleoproterozoic Rudall Metamorphic Complex.

The Rudall Metamorphic Complex is composed of three Paleoproterozoic formations (the Larry Formation, the Fingoon Quartzite and the Yandagooge Formation). The Larry Formation is composed of granulite (?) facies granitic gneisses which enclose isolated inliers of quartzo-feldspathic paragneiss, meta-iron formation, and mafic/ultramafic gneisses (Jackson & Andrew, 1990). The Fingoon Quartzite is primarily composed of metamorphosed, intercalated quartzite and meta-arkose, with the remaining Yandagooge Formation comprising a suite of lower to mid amphibolite facies quartzite, biotite-graphite schist, calc-silicate rock, muscovite-quartz schist, chlorite schist and carbonaceous schist.

A period of uplift and erosion was followed by the onset of the deposition of the Yeneena Supergroup during the Mesoproterozoic to Neoproterozoic. The Coolbro Sandstone, the basal unit of the Yeneena Supergroup unconformably overlies the Rudall Metamorphic Complex and is comprised of a thick sequence of metamorphosed silty to fine-grained quartz sandstone. This is overlain by the lower greenschist facies Broadhurst Formation, a sequence of variably carbonaceous and pyrite-pyrrhotite bearing siltstones and shales. The uppermost portion of the Paterson district stratigraphy is the Permian aged Paterson Formation sediments comprising conglomerates, tillite, sandstone and glacial claystone deposited during a regional Permian glaciation event.

4.3 Local Geology and Previous Exploration

4.3.1 Local Geology

Geologically, the tenements are divided into Northern, Central and Southern tenement groups.

The Northern group (E 45/5396 and E 45/5397) are located in the north-eastern zone of the Paterson Province which consists largely of the Yeneena Supergroup, a sequence of low-grade metasedimentary rocks that unconformably overlie the Pilbara Craton, the Rudall Complex and the Bangemall Basin. The Yeneena Supergroup can be subdivided into two geographically separate packages (the Throssell and Lamil groups; Hickman and Bagas, 1994), with the Throssell Group containing the Broadhurst Formation (carbonaceous shale, turbiditic sandstone-shale beds, and limestone) which hosts the Nifty and Maroochydore Cu deposits. The immediate tenement areas are both covered by Late Jurassic to Early Cretaceous fluvial successions of thin-bedded siltstone, and fine-grained sandstone minor amounts of granular conglomerate.

The Central group (E 45/5358, E45/5391 and E 45/6244) cover the Paleoproterozoic Rudall Metamorphic Complex surrounding the Kintyre Uranium deposit. The Complex here is represented by outcropping basal sequence Yandagooge Formation rocks surrounded by Neoproterozoic sandstone and Permian glacial tillite. The basement sequence has undergone up to four deformation events and is unconformably overlain by Neoproterozoic sandstone and conglomerate deposits of the Yeneena Basin. The uranium mineralisation at Kintyre is characterised by garnetiferous calc-silicate magnetite rock in

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contact with the Yandagooge Formation and adjacent carbonate sequences. The Central group tenements are largely covered by aeolian sand Rudall Metamorphic rocks outcropping in the westcentral area and near the south-eastern corner of the tenement group.

Within the Southern tenement (E45/5407), extensive late Tertiary to recent sand cover largely covers a basement of folded and metamorphosed Lower to Mid Proterozoic rocks, unconformably overlain by Upper Proterozoic conglomerates, sandstones and mudstones. The area is predominantly characterised by outcropping Coolbro sandstone, with the southeast portion of the tenement covered by Throssell Group sedimentary sequences as well as Kalkan Supersuite.

4.3.2 Previous Exploration

The broad region has seen exploration efforts since the early 1980’s, with the Firetail technical team largely focussed on the Wanderer Copper-Gold Prospect within the Central Project area of tenement E45/5358 (Figure 12). The area was first discovered by CRA in 1987 targeting basement-unconformity uranium deposits, with geophysical interpretation also highlighting coincident magnetics and gravity targets in nearby areas (Figure 13).

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Figure 12: Regional gravity illustrating folding of stratigraphy in Firetails priority area

Notes: dashed yellow line denotes folded stratigraphy; Source Firetail Resources Prospectus.

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Figure 13: Reduced to pole magnetics (A) and Gravity (B) targets in Firetails priority area

Source Firetail Resources Prospectus.

The Wanderer Prospect was drilled between 1987 and 1990 by CRA as part of its uranium exploration expenditure across its nearby Kintyre Project, with forty two (42) holes completed. The majority of drilling was only drilled to 100m from the surface, with multiple holes logged as ending in mineralisation (Firetail, 2022). The company reported a mineral assemblage of copper, gold and molybdenum in a wide iron‐oxide rich alteration zone, with re-compilation of composited assay by Firetail identifying the following significant intercepts (see Firetail Prospectus and ASX: FTL 24 May 2022):

■ 87WDRC2 17m @ 1.6% Cu, 317ppm Mo

• including 9m @ 2.6% Cu, 456ppm Mo from 84 m

• 87WDRC6 9m @ 2.0% Cu, 272ppm Mo

• including 5m @3.1% Cu, 430ppm Mo from 84 m

• 87WDRC8 11m @ 1.5% Cu, 181ppm Mo

• including 7m @ 2.1% Cu, 250ppm Mo from 83 m

• 87WDRC14 13m @ 1.1% Cu including 6m @ 2.0% Cu from 107 m

• 87WDRC7 8m @ 0.7% Cu, 310ppm Mo

• including 1m @ 3.3% Cu, 560ppm Mo from 98 m

• 87WDRC24 10m @ 0.6% Cu from 70 m and

• 87WDRC13 11m @ 0.5% Cu from 101 m

Firetail continues to undertake comprehensive desktop studies for the Paterson Project and has over 22,000 surface geochemical data points now integrated into a master GIS database. The Company has identified historic geophysical surveys and has engaged a geophysical consultant to reprocess a

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selection of high priority geophysical datasets, with a 2.5D inversion model of the TEMPEST airborne electromagnetic (AEM) currently underway.

4.4 Exploration Potential

The Project remains a lower priority for the Company given the recent focus on its Yalgoo - Dalgaranga and international Projects. As such, the Project is still at an early stage of assessment, with the Central area a priority for any future work. The northern and southern tenements have seen limited historic exploration restricted to geological reconnaissance and remain still at a Project evaluation stage. VRM considers the Central tenement holding within the Paterson Project to be prospective for Kintyre-style uranium systems and potentially intrusion-related base and precious metal mineralisation.

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5. Regional Western Australian Projects

The Company holds two (2) regional exploration-stage Projects in Western Australia, Ashburton (E 08/3472) and Egerton (E52/3894 and E52/3756). Both Projects are only at a desk top study stage of assessment by FTL, and in turn are briefly summarised here.

5.1 Ashburton Tenement (Ni-Cu-PGE)

The Company holds an Exploration Licence (E 08/3472) on the eastern edge of the Yanrey-Ningaloo 1:250,000 map sheet within the Gascoyne Province in Northwest Western Australia. The majority of the tenement is covered by the Cane River Conservation Park (Figure 14).

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Figure 14: Location of the Ashburton tenement

Source Landtracker.com.au

The Gascoyne Province is located at the western end of the Capricorn Orogen, a major zone of tectonism formed between the Archean Yilgarn and Pilbara Cratons (van de Graff et al., 1980). It is characterised by highly deformed and metamorphosed voluminous granite intrusions, mantled gneiss domes, migmatised sedimentary rocks and reworked Archean gneisses (see Morete and Rothery, 2012).

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Locally, the Project area covers a mafic-ultramafic complex including serpentinised peridotite partly exposed through overlying cover sequences of alluvium, colluvium and aeolian sands. The underlying basement consists of a series of Proterozoic gneisses and metasedimentary units interpreted to be part of the Morrissey Metamorphic Group of the Gascoyne Complex, which include carbonates, ultramafic units and amphibolite affected by the Capricorn Orogeny and intruded by various granitoids. The Company has interpreted that the high MgO mafic-ultramafic complex is prospective for intrusionhosted nickel-copper-PGE sulphides (WAMEX Report A135369).

There has been limited Previous exploration in the area, with mapping, IP and magnetic ground surveys first completed by Carpentaria Exploration from 1971-72. Geophysical anomalies were followed by local soil sampling that produced contourable zones of >200ppm Cu anomalism, and seven percussion holes over the core of the intrusive complex, intersected disseminated sulphide mineralisation (see WAMEX Report A59853. Pilbara Nickel (subsidiary of Anaconda Nickel) explored local intrusions for nickel laterite mineralisation between 1997 and 1998 and drilled a total of 16 shallow RC holes, with assay data indicating strongly anomalous pathfinder geochemistry in weathered peridotite in one drill hole (NARC008), including Cu (max. 0.117%) and PGE’s (max. 170 ppb Pt, 785 ppb Pd, and 195 ppb Au) associated with ultramafic rocks (see WAMEX Report A57346). No follow-up for nickel sulphide mineralisation was completed.

The area was explored by Todd River Resources Ltd (2020-2022) who collected fourteen (14) stream sediment samples, carried out mapping and drilled a five (5) hole RC program for 617m. The program designed to follow up the Pilbara Nickel drilling. All holes intersected thick units of peridotite and/or pyroxenite with three of the five holes intersecting contact zones with bedrock (WAMEX Report A135369). Analysis returned a best result of 2m @ 0.3% Ni, 0.1% Cu and 301ppb Pt+Pd from 77m in hole NURC0001. Todd River concluded that the anomalous PGE-Ni-Cu mineralisation intersected validated the historical drill results in the oxide profile and confirmed the fertility and overall prospectivity of the intrusive complex (WAMEX Report A135369). Most recently, Cratonix P/L undertook reconnaissance mapping in the area, confirming an area of silica-cap over high-MgO ultramafic in the northern part of the intrusion, confirming multi-stage and high-MgO intrusive pulses in this contact-margin area (WAMEX Report A135369).

VRM considers the area prospective for magmatic- Ni-Cu-PGE mineralisation.

5.2 Egerton Tenements (Au)

The Company holds two (2) Exploration Licences (E52/3894 and E52/3756) located ~235 km NNW of Meekatharra on the edge of the Proterozoic Egerton Inlier on the Mt Egerton SG50-3 (1:250,000) and Mt Egerton 2448 (1:100,000) geological map sheets (Figure 15). The Company hold the Li exploration rights only for the tenements.

The local area contains predominantly quartz-muscovite schist, muscovite schist and phyllite of the Gascoyne Complex, and early Proterozoic Edmond Subgroup metasedimentary mudstone, siltstone, chert, dolomite and sandstone. The stratigraphy is cut by several east-northeast and northeast trending shear zones, interpreted as north-block-up thrusts with left-lateral movement (WAMEX Report A138365).

Previous exploration by Egerton Gold NL included several RC, percussion and diamond drilling programs at Egerton in the mid-1990s and defined an inferred resource of 113,000 tonnes at 4.8 g/t Au for 17,300 ounces (2.0 g/t Au cut-off grade) at the Hibernian deposit (WAMEX Report A105192). North Gascoyne Mining Pty Ltd (NGM) in joint venture with Aviva Corporation Limited explored for gold from

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1999 to 2004 included a detailed aeromagnetic survey and structural mapping of the Hibernian Shear Zone, with two RC 99 hole drilling programs for 4,250m completed. The drilling was designed to target

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Figure 15: Location of the Egerton tenements over regional magnetics

Source Landtracker.com.au

the potential for new resources beneath the old workings at Hibernian, and to test other areas of old workings along strike. Drilling largely confirmed significant high grade gold results with best intersections in including 2m @ 229.70 g/t in EHRCOOI1, 2m @ 55.38 g/t in EHRCO004, 2m @ 28.61 g/t in EHRCO13 and 3m @ 128.64 g/t Au from six metres depth in EHRC037 (WAMEX Report A105192). In 2005, further high grade gold intersections were returned from drilling including 2m @ 71.78 g/t and 3m @ 68.64 g/t, within broader high grade intersections grading 4m @ 36.60 g/t and 12m @ 20.33 g/t.

Gascoyne Resources (2013 – 2021) drilled a 9 hole RC at Gaffney’s Find with results including MERC006 1m@1.7g/t Au & 2m@0.8g/t Au, MERC007 1m@2.2g/t Au & 5m@1.9g/t Au and MERC008 3m@1.4g/t Au. A further 12 RC holes were also drilled on historic tenement E52/2515 confirming an extension to the mineralisation zone (WAMEX Report A11601). Significant intersections include MERC012 2m@13.7 g/t Au, MERC014 4m@9g/t Au including 1m@31.6g/t Au and MERC018 8m@11.4g/t Au including 4m@21.2g/t Au. A further 19 holes were drilled at Gafney's Find with and addition 9 holes drilled at Gafney's Find North with including MERC025 2m @ 5.4 g/t Au & 2m @ 1.1g/t Au, MERC028 2m @ 12.5 g/t Au, MERC030 17m @ 2.3 g/t Au & 9m @ 3.8 g/t Au, MERC033 4m @ 3.6 g/t Au, MERC036 9m @ 2.0 g/t Au and Gafney's Find North MERC047 3m @ 5.9 g/t Au.

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In 2005, a Mineral Resource estimate for the Hibernian deposit was prepared by FinOre Mining Consultants based on holes drilled by NGM and by previous explorers. All of the resource was within 70m of surface beneath the historical Hibernian workings, and totalled 116kt @ 6.4g/t Au for 23,811 oz (WAMEX Report A11601). In 2021, the Hibernian deposit Mineral Resource estimate was updated to 0.3Mt @ 3.1 g/t for 27,000 oz (WAMEX Report A138365).

Mineralisation in the area occurs in shear-hosted, mesothermal quartz-pyrite and quartz-pyritecarbonate veins concentrated at lithological contacts within the shear zones. The wall rocks are reportedly also gold mineralised, associated with pyrite and fine quartz-carbonate veins. VRM considers the area prospective for gold mineralisation similar to that defined at Gaffney’s Find.

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6. Mt Slopeaway Project (Ni-Co-Mn) Queensland

6.1 Location and Access

The Mt Slopeaway Project is located near Marlborough approximately 100km north of Rockhampton in Queensland (Figure 16). The Project comprises two (2) Exploration Permits (EPM 26816 and EPM 26848) for a total of ~188km[2] with access to the Project from Rockhampton via Marlborough on the Bruce Highway and Marlborough-Sarina Road. The immediate Project area has a limited number of welldefined all-weather tracks as well as some indistinct station tracks.

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Figure 16: Location of the Mt Slopeaway Ni-Co-Mn Project in Queensland

Source Firetail Resources Prospectus.

6.2 Regional Geological Setting

The Project is positioned in the New England Fold Belt of southern and central Queensland and comprises three fault bound blocks with distinct tectonostratigraphic sequences. These are referred to as the Gympie, Wandilla and Yarrol terranes. The boundary between the Yarrol and Wandilla terranes is defined by the Yarrol Fault Zone developed in ultramafic rocks of the Marlborough Ultramafic Complex, which also demarcates the location of laterite-hosted Ni-Co-Mn mineralisation. The main ultramafic unit

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hosting mineralisation in the area is a heavily lateritised harzburgite ophiolite within the Marlborough Metamorphics, which manifests as a positive topographic feature.

6.3 Local Geology and Previous Exploration

6.3.1 Local Geology

The area is characterised by multiply thrusted and serpentinised ultramafic units including the Princhester Serpentinite, which have been extensively lateritised (Byrne, 2021). The laterite profile is defined by five (5) geochemically distinct layers, delineated in historic drilling by BHP, from top to bottom as follows (Figure 17):

1. An upper zone characterised by silicification with lesser limonite and clay.

2. Friable fluffy limonite zone with Ni-laterite mineralisation between 0.6 to 1%.

3. A lower limonite zone with manganese-cobalt-nickel mineralisation.

4. A basal saprolite zone defining the footwall of the limonite zone with serpentine and garnierite. This zone hosts the best Ni grades; and

5. A magnesite-clay shear with associated magnesite veined grey serpentine above fresh unaltered ultramafic rock.

In general, the best cobalt mineralisation is associated with manganese at the base of the limonite zone. Although Ni mineralisation is developed within the limonite zone, the higher-grade potential is associated with the garnierite (nickel-rich serpentine) in the saprolite zone below the limonite zone.

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Figure 17: Schematic cross section at Mt Slopeaway laterite with historic BHP drill holes

(Source Byrne, 2021)

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6.3.2 Previous Exploration and Mineral Resources

Previous Exploration

The Marlborough Ultramafic sourced laterite nickel-cobalt mineralisation at Mt Slopeaway was first investigated in 1965 by BHP and is located in the southern part of EPM26816 (Figure 16). The company reportedly initially undertook twenty three (23) rock chip samples at from varying depths (assumed utilising hand-dug trenches or augurs). This work was followed up with the completion of seventeen (17) vertical percussion drill holes (P7-P17, P19-P25 and P60 (Figure 18) using a drilling technique analogous with Rotary Air Blast (RAB) drilling. Sampling was on ~1.5m intervals with drill holes located based on outcrop sampling on the ridgelines within the Project area (Figure 18).

All BHP holes were reportedly logged describing the lithology, weathering, colour and oxidation state, with samples analysed at BHP laboratories in Newcastle and Whyalla as the primary laboratory. Metallurgical testwork was apparently completed by BHP Central Research Laboratories, although results are not available for review. Lateritic mineralisation was reported as horizontal to sub-horizontal and confined to mapped areas of laterite a maximum of 2.1km north-south and 1.6km east-west. A continuous horizontal to sub-horizontal mineralisation zone was interpreted with variable thicknesses averaging 15.6 metres thick with zones varying in the range of 1 to 29 metres thick.

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

Section
line in
Figure 19
----- End of picture text -----

Figure 18: Location of historic (BHP) and confirmatory (FTL) drilling at Mt Slopeaway

Source ASX: FTL 3 May 2023.

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In November 20223, Firetail announced a “Phase I” Reverse Circulation (RC) drilling program at Mt Slopeaway, aimed at confirming the results by “twinning” five (5) of the BHP drill holes (see ASX: FTL 25 November 2022 and CP statement therein).

Mineral Resources

A Mineral Resource estimate (MRE) within the Mt Slopeaway Project was published in the Firetail Prospectus (2022) with accompanying Table 1. The MRE is based on historic exploration data from BHP drilling and is reported following the guidelines of JORC (2012) The current MRE at Mt Slopeaway is reported as 4Mt @ 1% Ni, 0.2% Co, 1% Mn using 0.1% Co cut-off grade. The MRE is classified at the Inferred category and was undertaken by Mr Rob Murdoch of Austex Mining Pty Ltd in July 2018.

VRM has not undertaken an audit or re-assessment of the underlying data that supports the Mineral Resource estimate, nor have the Mineral Resources been re-estimated or re-reported as a part of this ITAR.

The historic holes selected for twin hole drilling by Firetail aimed to in-part confirm some of the BHP drilling that supports the MRE. Firetail’s drilling confirmed laterite Ni (±Co) mineralisation up to 51m thick with high-grade intercepts consistent with, and in places exceeding, historical assays. Significant drill results included the following (Figure 19; ASX: FTL 3 May 2023 and CP statement therein):

• 29m of 0.92% Ni, 0.05% Co from surface in MSRC001, including:

• 7m of 1.41% Ni, 0.15% Co from 1m and

• 8m of 1.0% Ni, 0.02% Co from 21m.

• 30m of 0.5% Ni, 0.05% Co from surface in MSRC002, including

• 5m of 0.84% Ni, 0.02% Co from 22m

• 28m of 0.42% Ni, 0.12% Co from 17m in MSRC003, including

• 2m of 0.59% Ni, 0.0% Co from 17m and

• 2m of 0.67% Ni, 0.04% Co from 43m

• 51m of 0.47% Ni, 0.02% Co from surface in MSRC004, including

• 6m of 0.56% Ni, 0.02% Co from 17m,

• 3m of 0.79% Ni, 0.04% Co from 31m and

• 5m of 0.67% Ni, 0.07% Co, from 45m

• 8m of 0.4% Ni, 0.15% Co from 12m in MSRC005, including

• 5m of 0.47% Ni, 0.22% Co, from 12m

Following the successful completion of the twin drilling program, the Company undertook preliminary metallurgical testwork on four (4) composite samples sourced from the recent drilling. The metallurgical samples were based on lithology and were each made by compositing ten (10) 1m samples of the highest grades relative to the particular lithology of interest (i.e. Laterite, Ferricrete, Serpentinite and Ferricrete-silica; see ASX: FTL 23 October 2023). The results indicate that high nickel extractions (up to 97%) may be achieved using traditional nickel laterite extraction flowsheet, with cobalt extractions more variable ranging from 58% to 96%.

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A Phase II drilling program for a total of sixty two (62) vertical RC and DD holes are proposed (Figure 20), designed along several E-W oriented fence lines to increase confidence in the historical MRE, and also to test possible resource extensions via step-out drilling.

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Figure 19: Cross section of Ni grades from Firetail drilling and historic drilling BHP drilling

Source ASX: FTL 3 May 2023.

VRM Comment

In review of the JORC Table 1 supporting the MRE, and the results of the twin drilling program, VRM considers the estimate to be a reasonable global estimate at the classification category reported. The Company is justified in proposing their Phase II drilling program with the objective to better-define the extents of the currently identified MRE.

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Figure 20: Map of Mt Slopeaway showing historic (BHP), current (FTL) and proposed drilling locations

Source ASX: FTL 23 October 2023.

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7. Picha Project Peru

7.1 Location and Access

The Picha Project is a copper-silver Project located approximately 127km SW of the City of Juliaca, and near the village of Jesus Maria in the San Antonio de Esquilache district, province of Sanchez Cerro and in the Moquegua and Puno Departments of southern Peru (Figure 21). The Project consists of 27 mining concessions covering an area of approximately 200km[2] that is considered prospective for multiple styles of copper mineralisation.

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Figure 21: Location of the Picha and Charaque Projects in Peru

Source: ASX: FTL 5 February 2023.

7.2 Geological Setting

The Picha Project is located within the Tertiary volcanic belt of southern Peru. The oldest rocks of the area are a sequence of folded and faulted marine sediments consisting of limestones, shales, quartzites and arkosic sandstones of the Lagunillas Group (Jurassic‐Cretaceous), and also quartzites of the Tantacollo Formation (ASX: VAL 2 June 2021).

The Tacaza Group (±1000m thickness) is a sequence of andesitic lavas and breccias, basalts and dacites with some pyroclastics separated from the underlying sedimentary rocks by an angular unconformity. Overlaying the Tacaza Group are siltstones, sandstones, shales, and limestones with interbedded felsic to intermediate volcanics and reworked tuffs. Andesitic lavas and tuffs of the ±700m thick Pleistocene Barroso Group conformably overlie both the Tacaza and the Maure Groups and are found in the

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northern part of the region. Intrusive activity during the Miocene emplaced many small stocks of porphyritic andesite, quartz feldspar porphyry, rhyolite, porphyritic microdiorite and diorite within the Pichacani map area. Some of the intrusions are up to 6km long and 2km wide (ASX: VAL 2 June 2021).

Major structural fault lineaments strike NW‐SE and control the windows of Mesozoic sediments in contact with the Tacaza volcanics and the location of intrusive rocks (ASX: VAL 2 June 2021).

7.3 Local Geology

The Project area is covered mostly by andesite lava flows, basaltic andesites, tuffs and agglomerates of the Tacaza Group which are unconformably overlain by lacustrine sediments made up of sandstones, limolites, shales, limestones and some intercalations of andesites, rhyolites and reworked tuffs of the Maure Group of Miocene age (ASX: FTL 10 July 2023).

Picha is considered prospective for multiple styles of copper mineralisation including epithermal, stratabound, carbonate replacement (CRD) and porphyry related. Whilst most of the copper mineralisation at Picha is hosted by the Tacaza Group, some mineralisation extends to the Maure Group rocks suggesting the potential for low sulphidation epithermal and porphyry related mineralisation (ASX: FTL 10 July 2023).

The Project is located approximately 17km east northeast of Buenaventura’s San Gabriel Au-Cu-Ag Project, which hosts Reserves of 14.9 MT with 4.04 g/t Au and 6.43 g/t Ag, representing 1.94MOz Au; and resources: 24.86 MT with 2.10 g/t Au and 8.46 g/t Ag (ASX: VAL 5 July 2023).

7.4 Exploration History

Exploration undertaken by other parties on the Picha Project includes Minera Teck Peru S.A., Minera del Suroeste S.A.C, Maxy Gold Corp and most recently Lara Exploration Ltd. These companies completed surface geochemical sampling and geophysics, including an Induced Polarization survey. Lara Exploration and Maxy Gold Corp proposed drilling programs to test the five target areas, but the drilling was never implemented (ASX: VAL 14 February 2023).

Valor Resources (Valor) undertook geochemical sampling (651 rock chip and channel samples and 289 soil samples), geological mapping, and IP/Resistivity surveys on the project area in 2021 and 2022 which identified several targets. The highest priority targets (Cobremani, Maricate, Cumbre Coya and Fundicion) are located in the central part of the Project.

Results from the Valor 2021 and 2022 exploration activities include:

• Channel sampling results:

• 41.6m @ 1.12% Cu and 22.85 g/t Ag (Cobremani)

• 17.6m @ 1.95% Cu and 29.58 g/t Ag (Maricate)

• 32.85m @ 0.61% Cu and 209.76 g/t Ag (Cumbre Coya)

• 24m @ 1.08% Cu (Ichucollo)

• 13.1m @ 1.38% Cu (Ichucollo)

• 30m @ 0.79% Cu (Ichucollo)

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• A large (2 km long and up to 2 km wide) Induced Polarisation (IP) anomaly identified at the Fundicion target, potentially reflecting sulphide mineralisation or alteration relating a large porphyry body.

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Figure 22: Picha Project surface geochemistry with Cu assays overlaid on IP chargeability image

Source: ASX: FTL 10 July 2023.

Firetail commenced its maiden drill program in 2023. Significant intercepts (to date) from the Firetail 2023 drilling program include (Figure 23) (ASX: FTL 9 January 2024, ASX: FTL 13 March 2024):

• Cobremani Target

• 1.3m @ 18.6 g/t Ag from 64.10m

• 13m @ 2.81% Cu and 27.1g/t Ag from 2m

• Cumbre Coya Target

• 15.5m @ 0.72% Cu, 130g/t Ag 1.92% Pb and 0.16% Zn from 3.25m

• 3.2m @ 0.23% Cu from 111.1m,

• 1.45m @ 0.17% Cu, 15.5g/t Ag, 0.51% Pb and 0.19% Zn from 41.75m

• 3.15m @ 0.16% Cu and 1.6g/t Ag from 65.25m

• 2.85m @ 0.51% Cu and 4.4g/t Ag from 72.7m

• 0.75m @ 1.16% Cu and 7.3g/t Ag from 82.05

• 1.15m @ 2.30% Cu and 11.3g/t Ag from 91.35m

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Figure 23: Picha Project drill results announced to date

Source: ASX: FTL 13 March 2024.

7.5 Exploration Potential

Prospective for epithermal, stratabound, polymetallic carbonate replacement (“CRD”) and porphyry style copper mineralisation, the Picha Project contains several untested significant surface geochemical and geophysical anomalies as well as several drill‐ready targets that were identified by FTL through a review of previous exploration data (ASX: FTL 26 September 2023). Drilling (to date) has demonstrated the presence of a mineralised structure at Cumbre Coya (Figure 24), which is currently 170 m in strike length, and open in all directions (ASX: FTL 13 March 2024) (Figure 25). Results are still pending for several drillholes.

VRM Comment

VRM Considers that the work undertaken to date has confirmed the presence of mineralisation at Picha. Intercept grades, widths, and depths are reasonable and warrant further exploration activities be undertaken. The Picha Project is an early-stage project that requires substantially more drilling to determine whether mineralisation is continuous (and economically viable to mine). In addition, there is the potential for other targets within the concession area to be identified.

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Figure 24: Plan view of drilling and channel sampling at Cumbre Coya Target

Source: ASX: FTL 5 February 2024.

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Figure 25: Plan view of drillholes at Cumbre Coya Target overlain on Geological Map

Source: ASX: FTL 13 March 2024.

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8. Charaque Project (Cu-Ag) Peru

8.1 Location and Access

Located 30 km north-east of the Picha Copper Project, the Charaque Project is comprised of eight (8) claims covering an area of around 6,000 hectares (60km[2] ) (Figure 26).

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Figure 26: Charaque Project – Landholdings and location of Huallatani and Arco targets

Source: ASX: FTL 5 July 2023.

8.2 Geological Setting

The area around Charaque is an active exploration area with major players such as Barrick, Teck Resources Ltd and Fresnillo Plc that have significant landholdings around the project area.

Charaque lies along a regional northwest‐southeast geological trend which encompasses several deposits, including the Arasi and Jessica Gold mines (owned by Aruntani), the El Cofre polymetallic mine (owned by CIEMSA), and several other prospects and historical mine workings (ASX: FTL 10 July 2023) (Figure 27).

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Figure 27: Charaque Project Location

Source: ASX: VAL 27 April 2022.

8.3 Local Geology & Mineralisation

At Charaque, the Project area is covered mostly by andesite lava flows, basaltic andesites, tuffs and agglomerates of the Tacaza Group, and mineralisation is considered similar to other copper-silver stratabound or polymetallic epithermal deposits in Peru and Chile hosted mainly in andesitic volcanics.

The Project lies along a regional northwest-southeast geological trend which includes the Arasi and Jessica mines (owned by Aruntani SAC), the El Cofre polymetallic mine (owned by CIEMSA), the Austral – Challhuani Project and Ichuravi Project (owned by Barrick), Tres Marías Project (formerly owned by Candente Gold, now owned by Teck) and the Surichata Project (owned by Buenaventura), all of which host gold and silver occurrences (ASX: VAL 27 April 2022).

Mineralisation occurs as stratabound mineralisation (manto-type) with manganese oxides, sphalerite, galena and malachite (ASX: VAL 27 April 2022).

8.4 Exploration History

No exploration activities (aside from the historical mine workings) are reported to have taken place at Charaque prior to the work undertaken by Valor Resources. Historical mine workings within the concessions are centred on two main areas, Arco and Huallatani. The historical mine workings are

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believed to date back to the Spanish colonial era and extend over an area of 1km in length (ASX: VAL 27 April 2022).

Valor applied for the Charaque Project concessions in April 2022 and has completed ground reconnaissance exploration work, and channel and soil sampling (Figure 28). Results include anomalous assays from two target areas (Arco and Huallatani) and increased the footprint of the stratabound mineralisation at Arco to almost 3.5km (ASX VAL 29 September 2023).

The most notable sample results include (ASX: VAL 3 June 2022):

• Huallatani Target with a channel sample (0.3m x 0.2m) of 538g/t Ag and 19.5% Pb and dump samples, from historical artisanal mining, up to 43.2g/t Ag and 7.74% Pb

• Arco Target with channel samples (2.0m x 0.2m) up to 929g/t Ag and another up to 0.98% Cu, with five channel samples returning assays greater than 60g/t Ag.

On 26th June 2023, Valor executed an Earn-In agreement with leading global gold and copper producer Barrick Gold Corporation covering the Charaque Project. Under the terms of the Earn-in Agreement, Barrick has been granted a 5-year option to acquire a 70% interest in the property for cash payments totalling US$800,000 and US$3 million of exploration expenditure (ASX: VAL dated 5 July 2023).

All exploration activities are currently under the operation of Minera Barrick Peru S.A., a subsidiary of Barrick Gold Corporation.

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Figure 28: Charaque Project – Arco prospect – sample locations and stratabound mineralisation

Source: ASX: VAL 14 February 2023

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8.5 Exploration Potential

Exploration by Valor has been focused Arco and Huallatani target areas.

The Huallatani target area includes a number of historical workings. Mineralisation occurs as anglesite, galena and iron oxides within irregular stockwork structures in strongly argillic altered andesites. Field work programs conducted at Huallatani to date have provided evidence for epithermal and/or porphyry-related gold and silver mineralisation within this area (ASX VAL 14 February 2023).

The Arco target area also includes a number of historical mine workings. Mineralisation is interpreted as stratabound with manganese oxides, galena, pyrite and malachite within the matrix of an agglomerate, with moderate argillic alteration (ASX VAL 3 June 2022).

VRM Comment

Historical mine workings and exploration work undertaken to date has confirmed the presence of mineralisation at Charaque.

However, the project is very early stage and limited exploration was undertaken by Valor prior to the earn-In agreement that Valor executed with Barrick. Subsequent to the earn-in agreement, all exploration activities are currently under the operation of Minera Barrick Peru S.A., a subsidiary of Barrick Gold Corporation.

VRM has not been provided details (or results) of any exploration activities undertaken by Minera Barrick Peru S.A.

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9. York Harbour VMS Project (Cu-Zn-Ag) Canada

9.1 Location and Access

The York Harbour Project is located on the west coast of the Province of Newfoundland and Labrador, Canada (Figure 29) and consists of six (6) Newfoundland and Labrador mineral licenses comprised of 189 Newfoundland and Labrador mineral claims covering an area of approximately 4725 hectares (Figure 30).

The Property is situated approximately 27 km west of the city of Corner Brook, which serves as a regional service centre for Western Newfoundland, 3 km east of the village of York Harbour, and ~650km northwest of the provincial capital. Access to the Project is via Newfoundland Route 420, a major road which runs through the project area, and a network of abandoned logging tracks. The nearest airport is in Deer Lake, approximately 95 km northeast of the Project area.

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Figure 29: York Harbour Project location

Source: ASX: FTL 6 June 2024.

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Figure 30: York Harbour Project tenure map

Source: ASX: FTL 6 June 2024.

9.2 Geological Setting

The York Harbour Project lies within the Dunnage tectonic zone of the Appalachian geological province. The Project is underlain by an ophiolitic sequence of basaltic, gabbroic and ultramafic rocks with their fragmental equivalents plus pyroclastic sedimentary rocks that belong to the Lower Ordovician Bay of Islands Ophiolite Complex (Longford Exploration Services, 2022)

The Humber Arm Allochthon is approximately 200 km long by about 50 km at its widest along the western coast of Newfoundland. Sedimentary rocks of lower structural slices of the Humber Arm Allochthon are assigned to the Humber Arm Supergroup which is divided from structurally lowest to highest into 1) Skinner Cove Formation, Fox Island Group and related volcanic rocks, 2) Old Man Cover Formation, 3) Little Fort Complex and related Mount Barren Complex, and 4) Bay of Islands Complex” (Dahrouge Geological Consulting, 2024).

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Figure 31: Tectonic map of Newfoundland

Source: Longford Exploration Services, 2022.

9.3 Local Geology & Mineralisation

The rocks in the York Harbour Project area are folded into a broad syncline with a northerly trending axial surface with VMS mineralization occurring near the contact between hydrothermally altered pillow basalt (lower basalt) and an overlying unaltered upper basalt unit (Figure 32; Dahrouge Geological Consulting, 2024). The axis of the syncline is interpreted to lie approximately 600 m west of the York Harbour mine area, and the central part of the syncline consists of conformable and extrusive (flow) equivalents to the gabbroic dykes, mafic flows and pillow lavas with some pyroclastics, and minor sedimentary rocks (Longford Exploration Services, 2022). The mafic volcanics are cut and moderately displaced by north-northeast-trending shears and fault zones.

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Mineralisation at the York Harbour Project is interpreted to be Cyprus-type volcanogenic massive sulphide (VMS) style mineralisation hosted in deep submarine mafic flows (Figure 33; Dahrouge Geological Consulting, 2024) and near the contact between hydrothermally altered pillow basalt (lower basalt) and an overlying unaltered upper basalt unit. The volcanic stratigraphy of the Bay of Islands Ophiolite Complex has locally been divided into three main units by previous workers: namely Upper Basalt, Marker Unit, and Lower Basalt (Longford Exploration Services, 2022).

Mineralisation consists of multiple, irregular horizons of massive and semi-massive pyrite, sphalerite, chalcopyrite with minor pyrrhotite and rare galena. Colloform textures are commonly preserved with the lenses commonly bounded by narrow hanging wall and footwall shear zones, whilst the massive sulphide lenses are often brecciated and are underlain by a variably developed copper- to zinc-rich stringer zone typically associated with intense hydrothermal brecciation (Longford Exploration Services, 2022).

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Figure 32: Geology of the northeastern portion of the York Harbour Project

Source: ASX: FTL ASX 6 June 2024.

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Figure 33: Schematic cross section of interpreted stratigraphy, York Harbour Project

Source: ASX: FTL ASX 6 June 2024.

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9.4 Exploration History

Cu-Zn rich massive sulphide mineralization was discovered on the York Harbour property in 1897.

Exploration activities that have taken place on the York Harbour Project since 2020 are summarised by Dahrouge Geological Consulting (2024) (Table 1). Exploration activities and the history of the York Harbour Property prior 2020 has been summarised by Longford Exploration Services (2022) in Appendix D.

Table 1: Summary of exploration activities 2021 to 2023

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Source: Dahrouge Geological Consulting, 2024.

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9.5 Exploration Results

The York Harbor Project area contains eleven (11) known VMS deposits called Z Zone to K Zone (Figure 34). The majority of exploration activities have been focused on Zones A, B, D, and H. During the period 1969 to 2004, 10,994.34 m (210 holes) of underground and 8,235.25 m (45 holes) of surface diamond drilling totalling 19,229.59 m were drilled. York Harbour Metals Inc. and its predecessor Phoenix Gold Resources Corp. drilled 122 diamond drill holes totalling 21,655 m between 2021 to 2023 (Dahrouge Geological Consulting, 2024).

Some significant intercepts include (see ASX: FTL 6 June 2024 and CP statement therein):

• 29.0m at 5.25% Cu, 9g/t Ag from 147 m (YH21-24 H Zone), including

• 3.24 m at 9.54% Cu, 3.5% Zn, 10g/t Ag from 167.8 m.

• 24.3m at 2.77% Cu 9.3% Zn, 18g/t Ag from 93 m (YH21-18 D Zone).

• 22.56 m at 4.34% Cu from 68.88m (Y-8).

• 24.54m at 2.14% Cu, 12.78% Zn from 21.03 m (LU133).

• 14.88m at 3.08% Cu from 30.88 m (LU120).

• 13.58m at 2.98% Cu, 7.23% Zn, 21g/t Ag from 115.34 m (YH22-61)

• 6.8m at 6.34% Cu, 7.45% Zn from 82.51 m (4-48)

• 8.97m at 4.73% Cu, 10.19% Zn, 23g/t Ag from 124.13 m (YH22-107)

• 7.17m at 6.56% Cu from 42.21 m (LU136) including

• 2.29m at 15.88% Cu from 42.21 m

• 6.71m at 4.16% Cu, 10.5% Zn from 76.2 m (4-44)

• 9.87m at 2.50% Cu, 14.41% Zn from 22.22 m (LU100)

• 20.06m at 2.50% Cu, 6.33% Zn from 107.9 m (YH21-20)

• 11.86m at 4.83% Cu, 5.57% Zn from 18.04 m (LU96)

• 11.25m at 2.67% Cu, 9.12% Zn, 20g/t Ag from 111.78 m (YH22-82) including

• 4m at 4.76% Cu, 2.17% Zn and 25g/t Ag from 115.78 m

• 19.38m at 1.76% Cu, 12.46% Zn, 19g/t Ag from 166.62 m (YH21-22 H Zone) including

• 7.14 m at 2.39% Cu, 29.09% Zn and 47g/t Ag from 166.62 m

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Figure 34: Various zones with drill results

Source: ASX: FTL 6 June 2024.

9.6 Exploration Potential

The alteration and mineralization within the York Harbour project area is typical VMS style in maficdominated settings (i.e., Cyprus-type systems), and the presence of both chlorite and chalcopyrite indicates that locally there was high temperature alteration (i.e., >300 °C). VMW mineralisation widespread in the ophiolitic rocks of central and western Newfoundland, and for a brief period in the late 1800’s, Newfoundland was the world’s third-largest copper producer. There are more than 175 showings, prospects, and 14 past-producing deposits in the region.

VMS mineralization in the area of the past-producing York Harbour Mine is associated with the contact between lower pillow basalt (Lower Basalt) and upper non-pillowed basalt (Upper Basalt) with

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mineralization hosted in the uppermost Lower Basalt. However, volcanogenic mineralisation generally occurs at all stratigraphic levels within the ophiolitic complexes.

The favourable horizon extends in a northerly direction for about 8 km within the project area, and the Lower Basalt and Upper Basalt stratigraphic sequence is folded about a northerly trending syncline resulting in the favourable stratigraphy reappearing at (or near) surface about one km west of the mine area. This western contact extends for about 8 km across the York Harbour Property, meaning that in total, there is approximately 16 km strike length of the favourable stratigraphic horizon on the York Harbour Property (Dahrouge Geological Consulting, 2024).

The York Harbor Project area contains eleven (11) known VMS deposits called A Zone to K Zone (Figure 35) within the York Harbour mine area, and several more reported VMS showings elsewhere on the project area.

Most of the historical mining and exploration drilling have been focused on four (4) of the known VMS Zones: A, B, D, and H, and exploration results suggest that the favourable horizon for mineralization can be traced for 300 m north of the old mine site, at the end of the Sea Level adit, and for at least 1,800 m south. More than 85% of the past exploration work (surface and underground drilling and development) was carried out in less than 350 m of strike length, and to between 150 to 250 m below surface.

A Noranda Exploration Company report written in 1993 recommended no further work on the York Harbour Property be undertaken due to limited lateral extents and relatively small thicknesses of the known massive sulphide lenses (Dahrouge Geological Consulting, 2024). However, reviews by other (such as Longford Exploration Services 2022), disagree and are of the opinion that “grade and mineralization continuity demonstrate excellent potential.”

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Figure 35: Plan of interpreted mineralisation and untested/unexplored areas, York Harbour Project

Source: Dahrouge Geological Consulting 2024.

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9.7 Mineral Resources

There are no JORC (2012), or NI 43-101 compliant Mineral Resources estimated for the York Harbor Project. VRM is aware that various companies have reported historical estimates however cautions that these do not comply with the required reporting standards, and it is uncertain if additional work would result in the estimation of a Mineral Resource on the Project. VRM has not reviewed the previous estimates, nor have they been used as part of this valuation.

9.8 Metallurgy

Mineralisation testwork was carried out by SHS Lakfield on a composite sample (YM-MC) compiled from 57 assay reject samples from the York Harbor drilling which determined the main sulphide minerals to be pyrite (28.8%), pyrrhotite (4.6%), chalcopyrite (9.4%), and sphalerite (10.7%) (Dahrouge Geological Consulting, 2024.)

Flotation testwork (using the same composite) showed good floatation performance using typical floatation conditions and reagents resulting in grades of >20% Cu, and 50% Zn.

9.9 Historical Production

Underground mining took place at the York Harbour mine between 1897 and 1913. There are no accurate details regarding the total tonnes and grade produced from the York Harbour Mine. Estimates vary from 30,000 to up to 90,000 tonnes of “ore” was produced from the mine at grades ranging from 3 to 12% Cu and 7% Zn (Longford Exploration Services 2022). “Significant gold and silver” were also reportedly produced, but no information regarding gold and silver grades has been sighted.

The historical workings consisted of a main shaft that was inclined at 70° (to the east) to the 45m level, then 78° (to the east) to the bottom level (114m) that intersected a total of six (6) levels. Mine production ceased in 1913 and remained idle until the 1950’s. In 1953, Independent Mining Corp. Ltd dewatered the shaft and extended Level 4 by 300m to the south, and 432m to the north northeast to a portal entrance at surface (Dahrouge Geological Consulting 2024).

9.10 VRM Comment

Previous work has confirmed the presence of VMS mineralisation at York Harbor and demonstrated grade and mineralisation continuity. Figures included in the supplied and sourced documentation indicate that there are several untested zones around the “Main Mine Area” which warrant further investigation (e.g. Figure 35). In addition, according to available documentation, there are a number of untested targets located on the project area which warrant ground truthing.

In VRM’s opinion, the strike length of the interpreted favourable horizon, and more than 85% of the past exploration work (surface and underground drilling and development) being undertaken in less than 350m of strike length, and to between 150 to 250 m below surface, there is merit in further exploration both with and outside of the existing mine area. However, in VRM’s opinion, a detailed 3-D geological, alteration, and mineralisation model based on existing data is required prior to commencing the next phase of “on-ground” exploration activities. In addition, given the lack of sample and drillhole information (sample recovery, downhole survey’s, sample preparation, chain of custody, QAQC information etc) regarding the pre-2021 drilling some measures are required to attempt to validate the historical drilling e.g. twin holes, re-entering holes (if possible) to downhole survey.

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10. Valuation Methodology

The VALMIN Code outlines various valuation approaches that are applicable for properties at various stages of the development pipeline. These include valuations based on market-based transactions, income or costs as shown in Table 2 and provides a guide as to the most applicable valuation techniques for different assets. As none of the projects have Ore Reserves or Mineral Resource Estimates undertaken the projects are not advanced enough to be valued by an income approach, this method has not being adopted.

Table 2: VALMIN Code 2015 valuation approaches suitable for mineral Properties.

	Valuation Approaches suitable for mineral properties	Valuation Approaches suitable for mineral properties	Valuation Approaches suitable for mineral properties
Valuation	Exploration	Pre-development	Development	Production
Approach	Projects	Projects	Projects	Projects
Market	Yes	Yes	Yes	Yes
Income	No	In some cases	Yes	Yes
Cost	Yes	In some cases	No	No

In accordance with the definitions used in the VALMIN Code the York Harbour Project is best described as Advanced Exploration Projects while the remaining Projects are considered as Early Exploration Projects.

In VRM’s opinion, the York Harbor Project should be valued using a PEM method as the primary valuation method, with a secondary valuation methods of a normalised Previous Transaction on the project and a Geoscientific or Kilburn method.

All other projects have been valued using should be valued using either a the Geoscientific or Kilburn and/ or the PEM method with support from normalised previous transactions on the assets.

10.1 Previous Valuations

VRM is not aware of any previous valuations for the Mineral Assets owned by Firetail.

10.2 Valuation Subject to Change

The valuation of any mineral Property is subject to several critical inputs most of these change over time and this valuation is using information available as of 6 June 2024 being the valuation date of this Report and considering information up to 6 June 2024. This valuation is subject to change due to updates in the geological understanding, variable assumptions and mining conditions, climatic variability that may impact on the development assumptions, the ability and timing of available funding to advance the properties, the current and future metal prices, exchange rates, political, social, environmental aspects of a possible development, a multitude of input costs including but not limited to fuel and energy prices, steel prices, labour rates and supply and demand dynamics for critical aspects of the potential development like mining equipment. While VRM has undertaken a review of several key technical aspects that could impact the valuation there are numerous factors that are beyond the control of VRM.

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As at the date of this Report in VRM’s opinion there have been no significant changes in the underlying inputs or circumstances that would make a material impact on the outcomes or findings of this Report.

10.3 General Assumptions

The Mineral Assets of Firetail are valued using appropriate methodologies as described Table 2 and in the following sections. The valuation is based on several specific assumptions detailed above, including the following general assumptions.

That all information provided to VRM is accurate and can be relied upon.

• The valuations only relate to the Mineral Assets located within the tenements controlled by the respective Companies, and not the Companies, their shares or market value.

• That the mineral rights, tenement security and statutory obligations were fairly stated to VRM and that the mineral license will remain active.

• That all other regulatory approvals for exploration and mining are either active or will be obtained in the required and expected timeframe.

• That the owners of the mineral assets can obtain the required funding to continue exploration activities.

• The commodity prices assumed (where used / considered in the valuation) are as of 6 June 2024, being

• Gold USD$2,370.33

• Copper USD$10,036.51

• Nickel USD$18,301.62

(source S&P Capital IQ).

• The lithium carbonate (global average) price assumed (where used / considered in the valuation) is as of 29 May 2024, being USD$14,327.90 (source S&P Capital IQ). The 29 May 2024 is the latest lithium carbonate pricing data available in S&P Capital IQ (as of the date of this report).

• A USD to AUD exchange rate of 0.6567 as of 6 June 2024 (www.xe.com).

All currency in this report are Australian Dollars or AUS, unless otherwise noted, if a particular value is in United States Dollars, it is prefixed with US$ or USD.

10.4 Commodity Market Analysis

10.4.1 Lithium Market Analysis

Several Projects being valued in this Report are dominantly prospective for lithium. The current market conditions and supply and demand fundamentals of the lithium market is summarised below (S&P Capital IQ 2024):

• Lithium carbonate prices are largely driven by the EV market (lithium-ion batteries).

• Lithium carbonate prices have been on a downward trend since the beginning of 2023.

• Lithium prices in 2024 continue to be low as a result of market oversupply, weak demand in exChina markets, and lacklustre sentiment

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Figure 36: Three-year lithium carbonate (global average) price (AU$)

(Source: S&P Capital IQ)

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Figure 37: Three-year lithium carbonate (global average) price (US$)

(Source: S&P Capital IQ)

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10.4.2 Copper Market Analysis

Several Projects being valued in this Report are dominantly prospective for copper. The current market conditions and supply and demand fundamentals of the copper market is summarised below (S&P Capital IQ 2024):

• Copper prices are notoriously volatile and driven largely by technology, infrastructure development, and manufacturing.

• Copper prices climbed to record highs on 20 May (2024) as intensifying geopolitical tensions combined with stronger macroeconomic indicators in China, a softer US dollar and supply constraints. Robust US demand and shipping delays from Latin America sent US warehouse stocks to a four-month low, driving a short squeeze on the COMEX futures market.

• However, while the copper price had been on an upward trend for the majority of 2024, prices have been begun to trend downwards from the end of May (2024) (Figure 38 and Figure 39).

• The refined copper market is expected to be oversupplied through 2026, a concentrate deficit is anticipated through 2028, exacerbated by the expected delay in FQM’s Cobre Panama mine restart.

• As a result of lingering mine supply tightness, the consensus copper price forecasts have been raised by 2.0% annually through 2026, then by 5.1% in 2027–28 when the demand, fuelled by the energy transition, is projected to outpace supply.

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Figure 38: Three-year spot price for copper (AU$)

Source: S and P Capital IQ

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Figure 39: Three-year spot price for copper (US$)

Source: S and P Capital IQ

10.5 Valuation of Advanced Properties

There are several valuation methods that are suitable for advanced Properties including the following:

• Financial modelling including discounted cash flow (DCF) valuations (generally limited to Properties with published Ore Reserves),

• Comparable Market Based transactions including Resource and Reserve Multiples

• Joint Venture Transactions

• Yardstick valuations

At the Valuation Date there are no current Ore Reserves estimated for the Project, therefore incomebased valuation techniques are not considered appropriate.

10.5.1 Comparable Market Based Transactions

A comparable transactional valuation is a simple and easily understood valuation method which is broadly based on the real estate approach to valuation. It can be applied to a transaction based on the contained metal for Projects with MRE’s reported or the area of the Projects. Advantages of this type of valuation method include that it is easily understood and applied, especially where the resources or tenement area is comparable, and the resource or exploration work is reported according to an industry standard (like the JORC Code or NI43-101).

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However, it is not as robust for Projects where the resources are either historic in nature, reported according to a more relaxed standard, or are using a cut-off grade that reflects a commodity price that is not justified by the current market fundamentals. If the Projects being valued are in the same or a comparable jurisdiction, then it removes the requirement for a geopolitical adjustment. Finally, if the transaction being used is recent then it should reflect the current market conditions.

Difficulties arise when there are a limited number of transactions, where the Projects have subtle but identifiable differences that impact the economic viability of one of the Projects. For example, the requirement for a very fine grind required to liberate gold from a sulphide rich ore or where the ore is refractory in nature and requires a non-standard processing method.

The information for the comparable transactions has been derived from various sources including the ASX and other securities exchange releases associated with these transactions, a database compiled by VRM for exploration stage Projects (with resources estimated) and development ready Projects.

This valuation method is the primary valuation method for exploration or advanced (pre-development) Projects where Mineral Resources have been estimated. More advanced Projects would typically be valued using an income approach due to the modifying factors for a mining operation being better defined while earlier stage projects can be valued based on the Project area however this method is more subjective where the prospectivity of a Project is highly variable and challenging to compare to the subject assets.

The preference is to limit the transactions and resource multiples to completed transactions from the past two to five years but can be up to ten years in either the same geopolitical region or same geological terrain.

10.5.2 Yardstick Valuation

A yardstick valuation can be undertaken as a check of the comparable transactions. This yardstick valuation is based on a rule of thumb as supported by a large database of transactions where resources and reserves at various degrees of confidence are multiplied by a percentage of the spot commodity price. The yardstick valuation factors used in this report are in line with other yardstick valuation factors commonly used by other independent specialists and used in other VALMIN reports (Table 3). The US$AUS$ exchange rate, nickel, gold, lithium, and copper prices as of 6 June 2024 as documented above have been used to determine the yardstick valuation.

Table 3: Typical Yardstick Multiples used for Projects

	Lower
Resource or Reserve Classification	Yardstick Multiple (% of Spot Price)	Upper Yardstick Multiple (% of Spot Price)
Ore Reserves	5%	10%
Measured Resources (less Proved Reserves)	2%	5%
Indicated Resources (less Probable Reserves)	1%	2%
Inferred Resources	0.5%	1%

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10.6 Exploration Asset Valuation

To generate a value of an early-stage exploration Property or the exploration potential away from a mineral deposit it is important to value all the separate parts of the mineral assets under consideration. In the case of the advanced Properties the most significant value drivers for the overall Property are the declared Mineral Resources or Ore Reserves, while for earlier stage Properties a significant contributor to the Property’s value is the exploration potential. There are several ways to determine the potential of pre-resource Properties, these being:

• Recent transactions on the Mineral Assets being valued

• A Geoscientific (Kilburn) Valuation.

• Comparable transactions (purchase) based on the Properties’ area or MRE’s (both current and historic).

• Joint Venture terms based on the Properties’ area; and

• A prospectivity enhancement multiplier (PEM).

The methodology to determine the Comparable transactions based on a Projects area is undertaken using the same methodology as that described for the Comparable transactions’ valuation for advanced Projects section; however transactional value is applied to the Project’s area rather than the Mineral Resources or Ore Reserves. The Joint Venture terms valuation is similar to the comparable transactions based on the Project area, other than a discount to the Joint Venture terms is applied to account for the time value of money (an appropriate discount rate is applied) and a discount to the earn-in expenditure to account for the chance that the Joint Venture earn-in expenditure is not completed in the agreed timeframe.

VRM considers a Geoscientific or Kilburn valuation as a robust valuation method. The area based comparable transaction multiples can also be useful in valuations but are strongly related to the Projects tenement area so can be conservative for small areas and overstated for large areas. It is the view of VRM that the least transparent and most variable valuation method is a PEM valuation as this depends on an assessment of the effectiveness of the expenditure.

10.6.1 Geoscientific (Kilburn) Valuation

One valuation technique that is widely used to determine the value of a Project that is at an early exploration stage without any Mineral Resources or Ore Reserve estimates was developed and is described in an article published in the CIM bulletin by Kilburn (1990). This method is widely termed the geoscientific method where a series of factors within a Project are assessed for their potential.

While this technique is somewhat subjective and open to interpretation it is a method that when applied correctly by a suitably experienced specialist enables an accurate estimate of the value of the Project. There are five critical aspects that need to be considered when using a Kilburn or Geoscientific valuation, these are the base acquisition cost, which put simply is the cost to acquire and continue to retain the tenements being valued. The other aspects are the proximity to both adjacent to and along strike of a major deposit (Off Property Factors), the occurrence of a mineral system on the tenement (On Property Factors), the success of previous exploration within the tenement (Anomaly Factors) and the geological prospectivity of the geological terrain covered by the mineral claims or tenements (Geological Factors). In early-stage Projects often the anomaly factors and geological factors have limited information.

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While this valuation method is robust and transparent it can generate a very wide range in valuations, especially when the ranking criteria are assigned to a large tenement. This method was initially developed in Canada where the mineral claims are generally small therefore reducing the potential errors associated with spreading both favourable and unfavourable ranking criteria to be spread over a large tenement. Therefore, VRM either values each tenement or breaks down a larger tenement into areas of higher and lower prospectivity.

Table 4 documents the ranking criteria that were used in conjunction with the base acquisition cost (BAC) for the Project tenements to determine the technical valuation of the Project.

VRM determines the BAC based on the holding cost of maintaining the tenement for the next year. That cost is determined by the minimum exploration commitment required on the tenement. For the Western Australian tenements owed by Firetail the BAC has been determined using the exploration commitments for the tenement. These commitments were confirmed from DMIRS for the tenements in Western Australia. The BAC for the Queensland Tenements was based on $1000 per block while the Peruvian and Canadian costs were initially based on the required expenditures to maintain the tenements or mineral claims. For the Canadian Mineral claims that contained previous mining operations the BAC were considered to be comparable to a mining lease in Western Australia and where therefore assigned a BAC of $100/ha, for the tenements surrounding the more prospective areas the Canadian required expenditures were used.

The technical valuation derived from the Kilburn ranking factors are frequently adjusted to reflect the geopolitical risks and or execution risks associated with the location of the Project and the current market conditions toward a specific commodity or geological terrain. These adjustments can either increase or decrease the technical value to derive the fair market valuation.

Using the ranking criteria from Table 4 along with the base acquisition costs tabulated in the appendices an overall technical valuation is determined.

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Table 4: Ranking Criteria used to determine the geoscientific technical valuation.

	Geoscientific Ranking Criteria	Geoscientific Ranking Criteria	Geoscientific Ranking Criteria
Rating	Off-propertyfactor	On-propertyfactor	Anomalyfactor	Geological factor
0.1				Generally unfavourable geological setting
0.5			Extensive previous exploration with poor results	Poor geological setting
0.9			Poor results to date	Generally unfavourable geological setting, under cover
1.0	No known mineralisation in district	No known mineralisation within	No targets defined	Generally favourable geological setting
1.5	Mineralisation identified	Mineralisation identified	Target identified; initial indications positive
2.0	Resource targets identified	Exploration targets identified		Favourable geological setting
2.5			Significant intersections – not correlated on section
3.0	Along strike or adjacent to known mineralisation	Mine or abundant workings with significant previous production		Mineralised zones exposed in prospective host rocks
3.5			Several significant ore grade intersections that can be correlated
4.0	Along strike from a major mine(s)	Major mine with significant historical production
5.0	Along strike from world class mine

The total technical valuation was adjusted to derive a market valuation by making a market factor adjustment and a locational adjustment. A market factor was derived to account for the status of the market which is currently considered to be elevated for copper and uranium while lithium is depressed. On that basis, the technical valuations were adjusted up by 20% for the copper, gold and uranium Projects and down by 10% for the lithium Projects while no premium or discount was applied to the nickel Projects. A nominal discount of 5% was applied to the Projects in Queensland, Canada and Peru while a larger discount of between 80% and 50% was applied to the lithium projects due to the prospectivity of the various tenement areas and a discount of 50% - 60% was applied to the uranium projects in Western Australia due to heritage sites impacting several of the tenements and the current restrictions on the exploitation of uranium mineralisation in Western Australia..

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For early-stage Projects (where there are no Mineral Resources estimated), VRM considers the Geoscientific (Kilburn) Valuation method to be the most robust and is commonly the primary valuation method used for the surrounding exploration potential.

10.6.2 Prospectivity Enhancement Multiplier (PEM) Valuation

As outlined in Table 2 and in the VALMIN Code a cost – based or appraised value method is an appropriate valuation technique for early-stage exploration Properties. Under this method, the previous exploration expenditure is assessed as either improving or decreasing the potential of the Property. The prospectivity enhancement multiplier (PEM) involves a factor which is directly related to the success of the exploration expenditure to advance the Property. There are several alternate PEM factors that can be used depending on the specific Property and commodity being evaluated. Onley, (1994) included several guidelines for the use and selection of appropriate PEM criteria. The PEM ranking criteria used in this report are outlined in Table 5 below. VRM considers the PEM valuation method as a secondary valuation method. In the opinion of the author, it is preferable to use resource multiples for comparable transactions once a JORC 2012 resource has been estimated however if there are no comparable transactions then a PEM is a viable valuation method.

Table 5: Prospectivity Enhancement Multiplier (PEM) ranking criteria.

PEM Ranking Criteria	PEM Ranking Criteria
Range	Criteria
0.2 – 0.5	Exploration downgrades the potential
0.5 – 1	Exploration has maintained the potential
1.0 – 1.3	Exploration has slightly increased the potential
1.3 – 1.5	Exploration has considerably increased the potential
1.5 – 2.0	Limited Preliminary Drilling intersected interesting, mineralised
	intersections
2.0 – 2.5	Detailed Drilling has defined targets with potential economic interest
2.5 – 3.0	A Mineral Resource has been estimated at an Inferred category

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11. Valuation of the Mineral Assets

The Mineral Assets owned by Firetail that are valued as a part of this ITAR are Yalgoo, Dalgaranga and Egerton lithium Projects in Western Australia where Firetail holds the lithium exploration rights and the Paterson copper gold and uranium Project and the Ashburton Project all in Western Australia along with the Mount Slopeaway nickel project in Queensland and the Picha copper Project in Peru and the Charaque copper gold Joint Venture in Peru. Also valued in this report is the proposed acquisition of the York Harbour Project from York Harbour Metals.

11.1 Geoscientific Valuation

There are several specific inputs that are critical in determining a valid geoscientific or Kilburn valuation, these are ensuring that the specialist undertaking the valuation has a good understanding of the mineralisation styles within the overall region, the tenements and has access to all the exploration and geological information to ensure that the rankings are based on a thorough knowledge of the Project. In addition to ensuring the rankings are correct deriving the base acquisition costs (BAC) is critical as that is the primary driver of the final value. In this case the BAC is derived by the exploration commitment to maintain the tenement in good standing. The costs of tenement applications and targeting have not been included in determining the BAC.

Various discounts for each Project or portions of the Projects were applied to convert the technical valuations determined by the various ranking criteria and the BAC with Table 6 below detailing the range of discounts or premia and rationale for the adjustment.

Table 6: Geopolitical and Market adjustments used to convert the technical values to market values

Project	Factor	Discount / Premium Range	Rationale	Portion of Project
			High uranium,
Paterson	Market	+20%	copper and gold	All
			Prices
	Geopolitical / Location	-50% to -60%	Heritage sites, uranium exploitation ban in Western Australia	Tenements near the Kintyre Uranium deposit
	Geopolitical / Location	-5%	Permitting and approvals risks	Regional tenements
Ashburton	Market	+20%	High Copper price	All
	Geopolitical / Location	-5%	Permitting and approvals risks	Regional tenements
SensOre JV	Market	-10%	Low lithium price	All

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Project	Factor	Discount / Premium Range	Rationale	Portion of Project
	Geopolitical / Location	50%	Prospective area smaller than the	All
			tenement
Yalgoo,
Dalgaranga and	Market	-10%	Low lithium price	All
Egerton
	Geopolitical / Location	-50%	Prospective area smaller than the tenement	Tenements in “goldilocks zone”
	Geopolitical / Location	-80%	Not Prospective	Tenements away from “goldilocks zone”
			Nickel price near
Mt Slopeaway	Market	No adjustment	long term average	All
			price
	Geopolitical / Location	-5%	Permitting and approvals risks	All
Picha & Charaque Projects	Market	+20%	High copper price	All
	Geopolitical / Location	-5%	Permitting and approvals risks	All
York Harbour	Market	+20%	High copper price	All
	Geopolitical / Location	-5%	Permitting and approvals risks	All

11.1.1 Western Australian Assets

The Geoscientific rankings were derived for each tenement using the ranking criteria with the OffProperty Criteria considered to be between 1.0 and 3.5 the On-Property Criteria between 0.9 and 2.0, the Anomaly Factor between 0.9 and 1.5 while the Geology Criteria are considered to be between 0.5 and 2.0. When these ranking criteria are combined with the base acquisition cost, as detailed in Appendix A, this has determined the technical value. Discounts or premia have been applied as outlined in Table 6 above to adjust the technical value to a market value. The technical valuation is the base acquisition cost multiplied by the ranking factors outlined in Appendix A while the Market Value is the Technical Value multiplied by the geopolitical risk and market adjustment. The Market Values are shown in Table 7

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Table 7: Geoscientific Market Value of the Firetail Western Australian Projects.

			Lower	Preferred	Upper
Project	Equity		Valuation	Valuation	Valuation
			($M)	($M)	($M)
Yalgoo and Dalgaranga		100% Lithium Rights	0.6	1.2	1.8
Egerton		100% Lithium Rights	0.0	0.0	0.1
SensOre JV		49% Lithium Rights	0.01	0.02	0.03
Paterson		100%	0.6	1.3	1.9
Ashburton		100%	0.1	0.1	0.2
Total WA Projects			1.4	2.7	4.0

Appropriate rounding to the total valuation has been undertaken.

The Firetail exploration Projects in Western Australia are considered by VRM to have a market value using the Geoscientific method of between $1.4 million and $4.0 million with a preferred value of $2.7 million.

11.1.2 Queensland Assets

The Geoscientific rankings were derived for each tenement using the ranking criteria with the OffProperty Criteria considered to be between 1.0 and 2.0, the On-Property Criteria between 1.0 and 2.5, the Anomaly Factor between 1.0 and 3.0 while the Geology Criteria are considered to be between 1.0 and 2.0. When these ranking criteria are combined with the base acquisition cost of $1000/block as detailed in Appendix A, this has determined the technical value. A discount of 5% has been applied to the tenements due to the permitting and environmental risks associated with Projects in Queensland and no discount was applied for the current nickel market conditions. The technical valuation is the base acquisition cost multiplied by the ranking factors outlined in Appendix A while the Market Value is the Technical Value multiplied by the geopolitical risk and market adjustment. The Market Value is shown in Table 8.

Table 8: Geoscientific Fair Market Value valuation of the Firetail Queensland Projects.

		Lower	Preferred	Upper
Project	Tenement	Valuation	Valuation	Valuation
		($M)	($M)	($M)
Mt Slopeaway	EPM26816	0.34	0.74	1.14
Mt Slopeaway	EPM26848	0.02	0.05	0.09
Total		0.4	0.80	1.2

Appropriate rounding to the total valuation has been undertaken.

The Firetail exploration Projects in Queensland are considered by VRM to have a market value using the Geoscientific method of between $0.4 million and $1.2 million with a preferred value of $0.8 million .

11.1.3 Peruvian Assets

The Geoscientific rankings were derived for each tenement using the ranking criteria with the OffProperty Criteria considered to be between 1.0 and 3.5, the On-Property Criteria between 1.0 and 2.5, the Anomaly Factor between 1.0 and 2.0 while the Geology Criteria are considered to be between 1.0 and 2.5. When these ranking criteria are combined with the base acquisition cost, as detailed in

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Appendix A, this has determined the technical value. A discount of 5% has been applied to the tenements due to Country risk and a premium of 20% applied to the technical value to account for the current copper market conditions. The technical valuation is the base acquisition cost multiplied by the ranking factors outlined in Appendix A while the Market Value is the Technical Value multiplied by the geopolitical risk and market adjustment. The Market Values are shown in Table 9..

Table 9: Geoscientific Market Value of the Firetail Peruvian Projects.

			Lower	Preferred	Upper
Project	Equity		Valuation	Valuation	Valuation
			($M)	($M)	($M)
Picha Project		70%	1.4	2.6	3.8
Charaque Project		21%	0.2	0.4	0.6
Total Valuation			1.6	3.0	4.4

Appropriate rounding to the total valuation has been undertaken.

The Firetail exploration Projects in Peru are considered by VRM to have a market value using the Geoscientific method of between $1.6 million and $4.4 million with a preferred value of $3.0 million .

11.1.4 York Harbour Project

The Geoscientific rankings were derived for each tenement using the ranking criteria with the OffProperty Criteria considered to be between 2.0 and 3.5, the On-Property Criteria between 2.0 and 4.0, the Anomaly Factor between 1.5 and 4.0 while the Geology Criteria are considered to be between 2.0 and 3.5. When these ranking criteria are combined with the base acquisition cost, as detailed in Appendix A, this has determined the technical value. A discount of 5% has been applied to the tenements due to Country risk and a premium of 20% applied to the technical value to account for the current copper market conditions. The BAC for the tenements which cover the core of the Project have been determined based on an exploration commitment of $100/ha with a minimum expenditure of $10,000 per tenement while the tenements surrounding the core tenements have used the actual expenditure commitments as per department’s expenditures per claim. The technical valuation is the base acquisition cost multiplied by the ranking factors outlined in Appendix A while the Market Value is the Technical Value multiplied by the geopolitical risk and market adjustment. The Market Values are shown in Table 10.

Table 10: Geoscientific Fair Market Value valuation of the Firetail Canadian Projects.

		Lower	Preferred	Upper
Project	Equity	Valuation	Valuation	Valuation
		($M)	($M)	($M)
York Harbour	80%	4.85	7.94	11.03

Appropriate rounding to the total valuation has been undertaken.

The York Harbour Project in Canada are considered by VRM to have a market value using the Geoscientific method of between $4.8 million and $11.0 million with a preferred value of $7.9 million . VRM considers that this valuation includes the 2% NSR royalty associated with the Project.

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11.2 Prospectivity Enhancement Multiplier (PEM) Valuation

VRM has undertaken a PEM valuation of the tenements based on the exploration expenditure provided by the company. Other than for the Picha Project the acquisitions costs were excluded from the analysis as these are considered sunk costs and not contributing to geological / prospectivity knowledge. The Picha Project acquisition cost was included due to the recent nature of the acquisition.

This expenditure has been multiplied by the PEM as detailed in Table 5. To generate a range in the PEM valuation VRM has assessed the effectiveness of the exploration expenditure and therefore used an upper and lower PEM multiple to generate a range of likely values of the Projects. The preferred valuation is the average of the upper and lower PEM valuation. Table 11 details the expenditure and the valuations for the Exploration Projects. The individual tenement expenditures and assigned PEM multiples are detailed in the Appendix B to this report. As the expenditure was not attributed to each tenement for the Picha or York Harbour Projects for expenditure was attributed slightly differently for each of the Projects. All of the Picha Project expenditures and the acquisition costs were combined and assigned a range of PEM multiples for the Project to generate a whole of project value while the York Harbour expenditures were assigned to the various mineral claims based on the area of the various claims, for the York Harbour project different PEM multiples were assigned to the various mineral claims after an assessment of the progress and effectiveness of the exploration activities was undertaken. As no recent expenditure information is available for the Charaque Project VRM has not undertaken a PEM valuation for the Project.

Table 11: PEM Summary by Project

Project	Equity	Valuation Priority	Expenditure (A$M)	Lower Valuation ($M)	Preferred Valuation ($M)	Upper Valuation ($M)
Western Australia
Yalgoo & Dalgaranga	100% Li rights	Primary	$1.43	0.7	1.0	1.4
Egerton	100% Li rights	Primary	$0.03	0.01	0.02	0.03
Paterson	100%	Supporting	$0.57	0.5	0.6	0.7
Ashburton	100%	Supporting	$0.01	0.01	0.02	0.02
Yalgoo SensOre JV	49%	Supporting	$0.03	0.01	0.01	0.02
Queensland
Mt Slopeaway	100%	Supporting	$0.42	0.4	0.5	0.6
Peru
Picha	70%	Supporting	$6.16	2.2	3.2	4.3
Charaque	21%			N/A	N/A	N/A
Firetail Valuation Combined				3.8	5.4	7.1
York Harbour	80%	Primary	10.65	12.5	14.5	16.4

Note Appropriate rounding has been undertaken.

For the Firetail Projects, the market valuation as determined by the PEM valuation method has resulted in a value between $3.8 million and $7.1 million with a preferred valuation of $5.4 million while the York Harbour Project has a value of between $12.5 million and $16.4 million with a preferred valuation of $14.5 million . VRM considers that the York Harbour Project valuation includes the 2% NSR royalty associated with the Project.

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11.3 Transactions on the Subject Mineral Assets

There are five recent transactions on the Mineral Assets which are valued as a part of this report, these are.

11.3.1 SensOre Lithium Transaction

SensOre acquiring up to 80% of one of E59/2252 for A$3.5million in exploration expenditure. This transaction was announced on 7 November 2023. This equates to a non-normalised value for 100% of the project at $0.875 million at the transaction date. The normalisation was based on a SC6 lithium price (the price for a 6% lithium concentrate) at or around the transaction date of US$2,450 and a lithium price close to the Valuation Date of US$1,175 or a normalisation ratio of 0.4796. VRM has then assumed that for the purposes of this valuation that Firetail will hold a 49% interest in the project with therefore determines a value for E59/2252 of $0.2 million after the transaction is normalised. VRM considers that this is a reasonable reflection of the value of the 49% of E59/2252 and has generated a range of values based on +/- 25% of this preferred value. VRM does however note that this valuation is significantly higher than the valuations generated by the other methods.

This has also been used on an area basis to generate an area based normalised comparable transaction multiple of $3.981 per km2. When this multiple is applied the tenements of the Yalgoo Project that are within the “goldilocks zone” it generates a valuation of $2.4 million which VRM considers does not reflect the market value due to the significant difference between this value and the other valuation methods.

11.3.2 Firetail – Mt Slopeaway Acquisition

As a part of the prospectus and formation of Firetail the Mt Slopeaway project was acquired on 29 December 2021. 100% of the Project was acquired for $3 million in shares and $0.08 million in reimbursed expenses, providing a total non-normalised Project value of $3.08 million. When this is normalised based on the nickel price of US$20,138 at 29 December 2021 and the nickel price at the Valuation Date of US$18,302 the normalised Project value is $2.8 million. VRM considers does not reflect the market value due to the significant difference between this value and the other valuation methods.

11.3.3 Picha Project Transaction

Firetail acquired a 60% interest in Kiwanda S.A.C., a company owned by Valor Resources Limited. This acquisition also had performance shares where Firetail could increase its equity in the Kiwanda to 80% buy a two stage earn-in. For the assessment of this transaction VRM has not included the performance rights. The total payments for acquiring the 60% of Kiwanda were cash and shares to the value of $2.25 million which was completed on 6 September 2023. This generates a non-normalised value of 100% of the Project of $3.75 million. When the copper price at the transaction date (6 September 2023) of US$8,359 is compared to the copper price at the Valuation Date of US$10,037 the normalisation ratio is 1.20 which results in a value for 100% of the project of $4.5 million. When the current 70% ownership of the project is applied to this normalised valuation the Project has a value of $3.15 million. VRM notes that this is close to the valuations generated by the Geoscientific and PEM valuation methods however

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this does not account for the additional expenditure that was required to earn the current equity, therefore this is considered to be a supporting valuation.

11.3.4 Barrick acquisition of the Charaque Project

On 26 June 2023 Kiwanda executed an earn-in agreement with Barrick Gold Corporation (Barrick) whereby Barrick can acquire up to 70% of the Charaque Project for total exploration expenditure of US$3.0 million and cash payments totalling US$0.8 million. The initial cash payment was US$0.2 million. VRM has assessed that based on the agreement that at the transaction date the value of 100% if the Project was $2.26 million (US$1.49 million). When this valuation is normalised (based on a transaction date gold price of US$1,926/oz and a gold price at the Valuation Date of $2,370 for a normalisation ratio of 1.231) and the equity position 21% which VRM considers is reasonable then the Project is valued at $0.6 million. The range of valuations has been estimated at +/- 25%.

11.3.5 Phoenix Gold York Harbour Project Acquisition

Pheonix Gold, now ne-named York Harbour Metals, acquired the York Harbour Project for cash and shares valued (on completion) at $1.799 million with exploration expenditure of $3.325 million which results in a non-normalised value of $5.124 million. When this is normalised using the copper price at the transaction completion date of US$10,151 and at the Valuation Date of US$10,036 the resulting normalisation ration is 0.989. This results in a valuation of the Project of $5.1 million, with the range determined based on +/- 25%. VRM does not consider that this valuation represents the market value of the Project at the Valuation Date due to the additional exploration that has occurred subsequent to the initial transaction and the exploration expenditure required for Pheonix Gold to acquire the Project. Therefore, VRM considers this valuation as a supporting valuation to the preferred PEM valuation.

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12. Risks and Opportunities

12.1 General Risks and Opportunities

There are JORC 2012 MRE’s within the Firetail Projects.

Mineral exploration, by its very nature has significant risks, particularly for early-stage Projects, of which many of the Project areas are considered. Based on the industry-wide exploration success rates it is possible that no additional significant economic mineralisation will be located within any of the Projects. Even in the event significant mineralisation does exist within the Projects, factors both in and out of the control of the Company may prevent the identification or development of such mineralisation.

There are often environmental, safety and regulatory risks associated with exploration. This may include, but is not limited to, factors such as community consultation and agreements, as well as environmental considerations. Once more advanced, Projects are assessed for risks associated with mining, metallurgical and processing facilities requirements and services, ability to develop infrastructure appropriately, and mine closure processes. Assessment of these risks would be addressed in successive technical-economic studies, which generally commence once a Project has initiated Mineral Resource definition drilling and estimation activities. A risk exists that fatal flaws may be identified during these studies, that impede Project development.

The data included in this Report and the basis of the interpretations herein have been derived from a compilation of data included in annual and quarterly technical reports and ASX releases sourced from the companies and other public data. In addition, company presentations and academic literature has been utilised to evaluate the historic exploration data, and to ascertain the prospectivity potential and possible mineralisation systems present within the tenement holdings.

There are two potential sources of uncertainty associated with this type of information compilation; 1. significant material information may not have been identified in the data compilation, and 2. there is a potential risk associated with the timely release of the exploration reports related to the areas of interest. That is, under the current regulations associated with annual technical reporting, any report linked to a current tenement that is less than five years old remains confidential and the company can also make submissions to ensure the reports remain confidential for longer periods. In addition, historical reports are not all digitally available. Therefore, obtaining the historical reports often requires extremely timeconsuming and costly searches. There could also be duplication and compilation errors associated with several of the publicly available data compilations; this is commonly associated with multiple reporting of the exploration activities by different tenement managers using different grid references for the exploration activities. As such, these data may not be available and may have material errors that could have a material impact on potential exploration decisions.

Often the historical exploration reports do not include or discuss the use of quality assurance and quality control (QAQC) procedures as part of the sampling programs. Therefore, it is difficult to determine the validity and reliability of much of the historical samples, even where original assays are reported. The inability to properly validate all the exploration data reported herein, which has an impact on the proposed exploration, increases the exploration risk.

Global economics such as changes to commodity prices and access to capital to fund exploration can be considered as both risks and opportunities. These are factors that are outside of the control of the Company, as are broader societal issues. There has also been a recent increase in the recognition of the need for a rapid transition of the global energy requirements and there has been a significant push

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toward a change toward a lower carbon intensity power generation. This shift has dramatically changed the demand profile for several “green” or “future facing” commodities including lithium, nickel, copper in the electrification of vehicles and uranium in power generation.

12.2 Project Specific Risks and Opportunities

All of the Western Australian Projects excluding Yalgoo and the Paterson Projects, are relatively early stage in term of their assessment for Li potential. With the recent recognition of LCT-bearing pegmatites in most Archean greenstone terranes of WA, a material opportunity exists to define such intrusive rocks at Dalgaranga and Egerton in particular. At Mt Slopeaway in Queensland, initial confirmatory drilling by the Company indicates correlation with historic hoes that support a MRE by BHP, and potential exists with additional drilling to better-define the extents of the laterite profile to the north and east of the current estimate area.

The Canadian and Peru Projects all have additional exploration potential either adjacent to or along strike of the current targets that require additional evaluation and assessment. These extensions are a material opportunity on each of these projects.

There is a potential risk of legacy environmental liabilities associated with the York Harbour Project. It is unlikely that environmental monitoring and environmental management was undertaken at the property when mining took place between 1897 and 1913 and again in the 1950s and 1960s. Given that the project is a VMS type with massive pyrite, sphalerite, chalcopyrite, pyrrhotite and galena, and as there are old mine workings and dumps at surface, there is the likelihood that some potential site contamination exists and may represent a future liability.

For the regional and early-stage Projects there are the typical risks associated with early-stage exploration projects. While there are risks that no additional material that may be exploitable would be delineated, VRM considers that these risks are minimal and that there is a significant opportunity associated with the potential to delineate additional mineralisation with the Projects.

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13. Preferred Valuations

Based on the valuation techniques detailed above, Table 12 provides a summary of the valuations derived for the exploration potential within the Projects by the various techniques.

Figure 40 graphically shows the valuation range and preferred valuation for the exploration potential within the Projects and the combined valuation range and preferred valuation for the Mineral Assets.

VRM considers that for the Firetail Projects the PEM approach is the preferred or primary valuation method for the Yalgoo, Dalgaranga and Egerton Projects while the Geoscientific method is considered the primary method for the Paterson Ashburton, Mt Slopeaway, Picha and Charaque Projects

For the York Harbour Project VRM considers that the PEM method is the most accurate valuation method due to the additional exploration undertaken on the Project since the York Harbour Metals acquired the Project.

On this basis in VRM’s opinion, as detailed in Table 12 the likely market value of the Firetail Projects is between $3.5 million and $9.4 million with a preferred valuation of $6.4 million. This range is determined based on the primary valuations of the various Projects as highlighted in bold in Table 12 below. The York Harbour Project is considered to have a market value of valuation between $12.5 million and $16.4 million with a preferred valuation of $14.5 million. VRM considers that the York Harbour Project valuation includes the 2% NSR royalty associated with the Project.

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Table 12: Valuation Summary Projects by method

Project	Mineral Rights	Method	Equity		Lower Valuation (A$M)	Preferred Valuation (A$M)	Upper Valuation (A$M)
Yalgoo - Dalgaranga	Li rights	PEM	100%	Primary	0.7	1.0	1.4
	Li rights	Geoscientific	100%	Supporting	0.6	1.2	1.8
	Li rights	Area Based on SensOre JV	100%	Supporting	1.8	2.4	3.0
SensOre	Li rights	Acquisition Transaction Normalised	49%	Primary	0.2	0.2	0.3
	Li rights	PEM	49%	Supporting	0.01	0.01	0.02
	Li rights	Geoscientific	49%	Supporting	0.01	0.02	0.03
Paterson	All	Geoscientific	100%	Primary	0.6	1.3	1.9
	All	PEM	100%	Supporting	0.5	0.6	0.7
Ashburton	All	Geoscientific	100%	Primary	0.1	0.1	0.2
	All	PEM	100%	Supporting	0.01	0.02	0.02
Egerton	Li rights	PEM	100%	Primary	0.01	0.02	0.03
	Li rights	Geoscientific	100%	Supporting	0.0	0.0	0.2
Mt Slopeaway	All	Geoscientific	100%	Primary	0.4	0.8	1.2
	All	PEM	100%	Supporting	0.4	0.5	0.6
	All	Acquisition Transaction Normalised	100%	Supporting	2.1	2.8	3.5
Picha	All	Geoscientific	70%	Primary	1.4	2.6	3.8
	All	Acquisition Transaction Normalised	70%	Supporting	3.4	4.5	5.6
	All	PEM	70%	Supporting	2.2	3.2	4.3
Charaque	All	Geoscientific	21%	Primary	0.2	0.4	0.6
	All	Acquisition Transaction Normalised	21%	Supporting	0.4	0.6	0.7
York Harbour	All	PEM	80%	Primary	12.5	14.5	16.4
	All	Geoscientific	80%	Supporting	4.8	7.9	11.0
	All	Acquisition Transaction Normalised	80%	Supporting	3.8	5.1	6.3
Total Firetail Projects(equity basis)		VRM Preferred Valuation			3.5	6.4	9.4
York Harbour Project(equity basis)		VRM Preferred Valuation			12.5	14.5	16.4

Note the totals may not add due to rounding in the valuations.

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Figure 40: Valuation Summary Preferred (Primary) Valuations

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14. References

The reference list below includes public domain and unpublished company reports obtained either directly from the Company or ASX releases of previous Joint Venture holders or previous holders of the tenements.

• Arriens P.A., 1971. Archaean Geochronology of Australia: Geol. Soc. Australia Special Publication No. 2, p. 11-23.

• Byrne, P. 2021. EPM 26816 “Mountain Maid” Annual Report for The Period 19 March 2020 to 18 March 2021. 13 pp.

• Byrne, P. 2020. EPM 26816 “Mountain Maid” Annual Report for The Period 20 March 2019 to 19 March 2020. 15 pp.

• Dahrouge Geological Consulting, 2024. Due Diligence Review of the York Harbour Property, Newfoundland and Labrador, Division No. 5, Canada, prepared for Geonomics Australia Pty Ltd. Report dated 13 May 2024.

• Firetail Resources, 2024. York Harbour Copper Project Acquisition. ASX Investor Presentation 6 June 2024. Sourced from https://www.investi.com.au/api/announcements/ftl/0f44ba27-023.pdf

• Firetail Resources, 2024. FTL to Acquire York Harbour Copper-Zinc-Silver Project, Newfoundland, Canada. ASX Announcement 6 June 2024. Sourced from: www.investi.com.au/api/ announcements/ftl / 5fcecbd2-b48.pdf.

• Firetail Resources, 2024. Mineralised structure at Cumbre Coya extended to over 170m strike length. ASX announcement dated 13 March 2024. Sourced from: www.investi.com.au/api/ announcements/ftl / 83da0350-594.pdf

• Firetail Resources, 2024. Significant polymetallic mineralisation at Cumbre Coya Target, Picha Project, Peru. ASX announcement dated 5 February 2024. Sourced from: chromeextension://efaidnbmnnnibpcajpcglclefindmkaj/https://www.investi.com.au/api/announcements/f tl/aa39f198-ad5.pdf

• Firetail Resources, 2024. Evidence of a porphyry system at Fundicion Target, Picha Project, Peru. ASX announcement dated 9 January 2024. Sourced from: chromeextension://efaidnbmnnnibpcajpcglclefindmkaj/https://www.investi.com.au/api/announcements/f tl/20d09363-d60.pdf

• Firetail Resources, 2023. Exploration accelerates at Yalgoo Lithium Project in collaboration with SensOre. ASX Announcement 7 November 2023. Sourced from: www.investi.com.au/api/ announcements/ftl / 8aca770e-1c2.pdf.

• Firetail Resources, 2023. Drill Program at Yalgoo confirms continuity of LCT pegmatites at Johnson Well. ASX Announcement 23 August 2023. Sourced from: www.investi.com.au/api/ announcements/ftl / 7c524057-f5e.pdf.

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• Firetail Resources, 2023. Mt Slopeaway Ni-Co Project Update 96% Recovery using Traditional Nickel Laterite Flowsheet Preparations for Phase II Drilling Program Underway. ASX Announcement 30 October 2023. Sourced from: www.investi.com.au/api/announcements/ftl/bfbc172e-057.pdf.

• Firetail Resources, 2023. Drilling at Mt Slopeaway Confirms and Exceeds Historical Ni and Co Assay Results. ASX Announcement 3 May 2023. Sourced from: www.investi.com.au/api/ announcements/ ftl/d9a9ebfb-b4e.pdf.

• Firetail Resources, 2023. Maiden Drill Campaign Confirms High-Grade Rubidium at Yalgoo. ASX Announcement 3 April 2023. Sourced from: www.investi.com.au/api/ announcements/ ftl/ 35dabb79-5c5.pdf.

• Firetail Resources, 2022. Firetail to commence drilling at Mt Slopeaway Ni-Co-Mn Project. ASX Announcement 25 November 2022. Sourced from: www.investi.com.au/ api/ announcements/ ftl/f67134f4-37d.pdf.

• Firetail Resources, 2022. Wide Zones of Pegmatite Intersected in Maiden Drilling at Yalgoo Lithium Project. ASX Announcement 28 October 2022. Sourced from: www.investi.com.au/ api/ announcements/ ftl/ a9d78f3d-0f3.pdf.

• Firetail Resources, 2022. High-Grade Lithium Rock Chips Enveloped by +25km Large-Scale "Goldilocks Zone" at Yalgoo. ASX Announcement 15 September 2022. Sourced from: www.investi.com.au/ api/ announcements/ ftl/ 0fb588b7-60b.pdf.

• Firetail Resources, 2022. Further Lithium-Bearing Pegmatites Confirmed by Mapping and Geochemistry at the Yalgoo Project. ASX Announcement 30 August 2022. Sourced from: www.investi.com.au/ api/ announcements/ ftl/ 1c510109-413.pdf.

• Firetail Resources, 2022. Mapping and Geochemistry Confirm Fertile System for Li-Bearing Pegmatites at Yalgoo Lithium Project. ASX Announcement 8 August 2022. Sourced from: www.investi.com.au/ api/ announcements/ ftl/84326c64-7b8.pdf.

• Firetail Resources, 2022. Paterson Copper-Gold Project Update. ASX Announcement 24 May 2022. Sourced from: www.investi.com.au/api/announcements/ftl/6cf59869-67c.pdf.

• Firetail Resources, 2022. Reconnaissance site visit. ASX Announcement 19 May 2022. Sourced from: www.investi.com.au/api/announcements/ftl/1af4866e-dda.pdf.

• Firetail Resources, 2022. Firetail Prospectus dated 25 February 2022. Sourced from: h//www.firetailresources.com.au/prospectus-disclaimer/.

Halberg, J., 2002. Yalgoo Greenstone Belt Mapping Project. Geologic Survey of Western Australia.

• Hickman, A., and Bagas, L., 1994. Tectonic Evolution and Economic Geology of the Paterson Orogen - A Major Reinterpretation Based on Detailed Geologic Mapping. Annual Review 1993-1994, Geologic Survey of Western Australia.

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Jackson, D., and Andrew, R., 1990. Kintyre Uranium Deposit. In F. Hughes, Geology of the Mineral Deposits of Australia and Papua New Guinea (pp. 653-658). Melbourne: Australasian Institute of Mining and Metallurgy.

• Joint Ore Reserves Committee, 2012. Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code) [online]. Available from: http://www.jorc.org (The Joint Ore Reserves Committee of The Australasian Institute of Mining and Metallurgy, Australian Institute of Geoscientists and Minerals Council of Australia).

• London, D., 2018. Ore-forming processes within granitic pegmatites. Ore Geology Reviews 101 (2018) 349– 383.

• Longford Exploration Services, 2022. National Instrument 43-101 Technical Report on the York Harbour Property Western Newfoundland, Canada; prepared for York Harbour Metals Inc. Report dated 24 February 2022.

• Morete, S. and Rothery, J., 2012. C288/2011 Combined Annual Reporting Group, Gascoyne Project, Weaner Bore E08/1969, Deep Bore E08/2001, Armstrong Bore E08/2044, Gascoyne Province, Western Australia. 1st June 2001 to 31st May 2012. Gondwana Resources Limited.

• Muhling, P., and Low, G., 1977. Yalgoo, Western Australia: sheet SH/50-2 international index. Geologic Survey of Western Australia.

• Muhling, P., Baxter, J., and Playford, P., 1975. Yalgoo 1:250 000 Geological Map. Geological Survey of Western Australia.

• Onley, P.G; 1994. Multiples of Exploration Expenditure as a Basis for Mineral Valuation; Proceedings of VALMIN 94; pages 191 to 197; The Australasian Institute of Mining and Metallurgy, Carlton, Australia; ISBN 1 875776 036.

• VALMIN Committee, 2015. Australasian Code for Public Reporting of Technical Assessments and Valuations of Mineral Assets (The VALMIN Code) [online]. Available from: http://www.valmin.org (The VALMIN Committee of the Australasian Institute of Mining and Metallurgy and Australian Institute of Geoscientists).

• Valor Resources, 2022. Valor Secures Additional Concessions in Highly Prospective Gold-Copper-Silver Region in Peru. ASX announcement dated 27 April 2022.

• Valor Resources, 2022. Significant Cu-Ag Results over 2% Copper and up to 929 g/t Silver. ASX announcement dated 3 June 2022.

• Valor Resources, 2023. Significant New Copper-Silver-Gold Targets Outlined at Picha and Charaque Projects. ASX announcement dated 14 February 2023.

• Valor Resources, 2023. Valor Agrees to Sell Picha and Charaque Projects in Peru to Firetail Resources. ASX announcement dated 5 July 2023.

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• Valor Resources, 2023. Valor Completes Sale of Peruvian Copper Assets to Firetail Resources. ASX announcement dated 6 September 2023.

• Van de Graff, W. J. E., Denman, P. D., Hocking, R., M. and Baxter, J, L., 1980. Explanatory Notes on the Yanrey-Ningaloo Geological Sheet. Geological Survey of Western Australia, Department of Mines.

• WAMEX Report A138365, 2024. Egerton Exploration Pty Ltd Partial Surrender Report Mt Egerton Partial Surrender for the Period 1 January 2023 to 31 December 2023 E52/3574 Partial Surrender.

• WAMEX Report A135369, 2023. Annual Report Nanutarra Project for the Period 1 April 2022 to 31 March 2023 Fourth Annual Technical Report - Nanutarra Project E08/2942.

• WAMEX Report 126066, 2021. Dalgaranga Project Surrender Report for E59/2053 for the period ending 31 October 2014 to 30 October 2020.

• WAMEX Report A116001, 2018. Gascoyne Resources Limited ANNUAL REPORT For the Period 1 January 2017 to 31 December 2017 Mt Egerton Annual Report 2017.

• WAMEX Report A115534, 2018. Dalgaranga Project E59/2053 Annual Technical Report for the 12 Months Ending October 30 2017.

• WAMEX Report A108180, 2016. Surrender Report Bobs Bore Project E08/1969 For the period from 3™ May 2011 to 23 December 2015.

• WAMEX Report A105192, 2015. E52/2866 Mount Egerton Project Partial Surrender Report 10/04/2013 - 05/03/2015.

• WAMEX Report A59853, 2000. Technical Report TR 749 Tenement E08/1039 Surrender Report From 3 December 1998- to 2 December 1999 Date 02 February 2000.

• WAMEX Report A57346. Nanutarra Project E08/1039 First Annual Technical Report for the Period 3rd December 1997 to 2nd December 1998.

• York Harbor, 2024. York Harbour VMS Project West coast Newfoundland & Labrador Island Canada Presentation. Dated 18 February 2024.

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Appendix A Geoscientific

															Location	Market
Project	Tenement	Equity	Off Property		On Property		Anomaly		Geology		BAC (A$)	Technical Valuation			Discount /	Discount /	Market Low	Market Mid	Market High
															Premium	Premium
			Low	High	Low	High	Low	High	Low	High		Low	Mid	High
Paterson	E45/5358	100%	3.0	3.5	1.0	1.5	1.0	1.3	1.0	1.5	102,000	0.31	0.68	1.04	40%	120%	0.15	0.32	0.50
Paterson	E45/5391	100%	1.5	2.0	1.0	1.5	1.0	1.3	0.9	1.0	259,500	0.35	0.68	1.01	50%	120%	0.21	0.41	0.61
Paterson	E45/5396	100%	1.0	1.3	1.0	1.3	1.0	1.3	0.9	1.0	114,000	0.10	0.18	0.25	95%	120%	0.12	0.20	0.29
Paterson	E45/5397	100%	1.0	1.3	1.0	1.3	1.0	1.3	0.9	1.0	76,500	0.07	0.12	0.17	95%	120%	0.08	0.14	0.19
Paterson	E45/5407	100%	1.00	1.5	1.0	1.5	1.0	1.3	1.0	1.3	130,500	0.13	0.31	0.50	50%	120%	0.08	0.19	0.30
Paterson	E45/6244	100%	2.0	2.5	1.0	1.5	1.0	1.5	1.0	1.5	TBC	0.00	0.00	0.00	50%	120%	0.00	0.00	0.00
Total Paterson Valuation																	0.63	1.26	1.88
Ashburton	E/08/3472	100%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.3	66,000	0..07	0.13	0.19	95%	120%	0.08	0.15	0.21
Total Ashburton Valuation																	0.08	0.15	0.21
SensOre JV	E59/2252	49%	1.0	1.5	0.9	1.0	0.9	1.0	1.0	1.5	68,000	0.03	0.05	0.07	50%	90%	0.01	0.02	0.03
Yalgoo	E59/2478	0%	1.0	1.5	1.0	1.5	0.9	1.0	0.5	0.9	46,000	0.00	0.00	0.00	20%	90%	0.00	0.00	0.00
Yalgoo	E59/2543	100%	1.0	1.5	0.9	1.0	0.9	1.0	0.5	0.9	35,000	0.01	0.03	0.05	20%	90%	0.00	0.01	0.01
Yalgoo	E59/2830	100%	1.0	1.5	0.9	1.0	0.9	1.0	0.5	0.9	41,000	0.02	0.04	0.06	20%	90%	0.00	0.01	0.01
Yalgoo	E59/2140	100%	1.0	1.5	1.5	2.0	1.5	1.5	1.5	2.0	70,000	0.24	0.43	0.63	50%	90%	0.11	0.19	0.28
Yalgoo	E59/2284	100%	1.0	1.5	1.0	1.5	0.9	1.0	1.0	1.5	50,000	0.05	0.11	0.17	50%	90%	0.02	0.05	0.08
Yalgoo	E59/2077	100%	1.0	1.5	1.5	2.0	1.5	1.5	1.5	2.0	102,000	0.34	0.63	0.92	50%	90%	0.15	0.28	0.41
Yalgoo	E59/2456	100%	1.0	1.5	1.5	2.0	1.5	1.5	0.5	0.9	20,000	0.02	0.05	0.08	20%	90%	0.00	0.01	0.01
Yalgoo	E59/2458	100%	1.0	1.5	1.5	2.0	1.5	1.5	0.5	0.9	38,000	0.04	0.10	0.15	20%	90%	0.01	0.02	0.03
Yalgoo	E59/2295	100%	1.0	1.5	1.5	2.0	1.5	1.5	1.5	2.0	94,000	0.32	0.58	0.85	50%	90%	0.14	0.26	0.38
Yalgoo	E59/2469	100%	1.0	1.5	1.0	1.5	0.9	1.0	0.5	0.9	15,000	0.01	0.02	0.03	20%	90%	0.00	0.00	0.01
Yalgoo	E59/2364	100%	1.0	1.5	1.5	2.0	1.5	1.5	1.5	2.0	67,500	0.23	0.42	0.61	50%	90%	0.10	0.19	0.27
Yalgoo	E59/2363	100%	1.0	1.5	1.0	1.5	0.9	1.0	1.0	1.5	10,000	0.01	0.02	0.03	50%	90%	0.00	0.01	0.02
Yalgoo	E59/2534	100%	1.0	1.5	1.0	1.5	0.9	1.0	0.5	0.9	50,000	0.02	0.06	0.10	20%	90%	0.00	0.01	0.02
Yalgoo	E59/2831	100%	1.0	1.5	1.5	2.0	1.5	1.5	1.5	2.0	40,000	0.14	0.25	0.36	50%	90%	0.06	0.11	0.16
Yalgoo	E59/2544	0%	1.0	1.5	1.0	1.5	0.9	1.0	0.5	0.9	24,000	0.00	0.00	0.00	20%	90%	0.00	0.00	0.00
Yalgoo	E59/2832	100%	1.0	1.5	1.0	1.5	0.9	1.0	0.5	0.9	TBC	0.00	0.00	0.00	20%	90%	0.00	0.00	0.00
Yalgoo	P59/2158	100%	1.0	1.5	1.0	1.5	0.9	1.0	1.0	1.5	2,000	0.00	0.00	0.01	50%	90%	0.00	0.00	0.00
Yalgoo	P59/2134	100%	1.0	1.5	1.0	1.5	0.9	1.0	1.0	1.5	2,000	0.00	0.00	0.01	50%	90%	0.00	0.00	0.00
Yalgoo	P59/2086	100%	1.0	1.5	1.0	1.5	0.9	1.0	1.0	1.5	2,000	0.00	0.00	0.01	50%	90%	0.00	0.00	0.00

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															Location	Market
Project	Tenement	Equity	Off Property		On Property		Anomaly		Geology		BAC (A$)	Technical Valuation			Discount /	Discount /	Market Low	Market Mid	Market High
															Premium	Premium
Yalgoo	P59/2087	100%	1.0	1.5	1.0	1.5	0.9	1.0	1.0	1.5	4,760	0.00	0.01	0.02	50%	90%	0.00	0.00	0.01
Yalgoo	M59/358	100%	1.0	1.5	1.0	1.5	0.9	1.0	1.0	1.5	19,000	0.02	0.04	0.06	50%	90%	0.01	0.02	0.03
Yalgoo	M59/384	100%	1.0	1.5	1.0	1.5	0.9	1.0	1.0	1.5	10,000	0.01	0.02	0.03	50%	90%	0.00	0.01	0.02
Yalgoo	M59/57	100%	1.0	1.5	1.0	1.5	0.9	1.0	1.0	1.5	10,000	0.01	0.02	0.03	50%	90%	0.00	0.01	0.02
Yalgoo	M59/767	100%	1.5	2.0	1.0	1.5	0.9	1.0	0.5	0.9	TBC	0.00	0.00	0.00	20%	90%	0.00	0.00	0.00
Total Yalgoo Valuation																	0.6	1.2	1.8
Dalgaranga	E59/2150	100%	1.0	1.5	1.0	1.5	0.9	1.0	0.5	0.9	50,000	0.02	0.06	0.10	20%	90%	0.00	0.01	0.02
Dalgaranga	E59/2053	100%	1.0	1.5	1.0	1.5	0.9	1.0	0.5	0.9	78,000	0.04	0.10	0.16	20%	90%	0.01	0.02	0.03
Dalgaranga	E59/2289	100%	1.0	1.5	1.0	1.5	0.9	1.0	0.5	0.9	50,000	0.02	0.06	0.10	20%	90%	0.00	0.01	0.02
Total Dalgaranga Valuation																	0.01	0.04	0.06
Egerton	E52/3894	100%	1.0	1.5	1.0	1.5	1.0	1.5	1.0	1.5	36,000	0.04	0.11	0.18	20%	90%	0.01	0.02	0.03
Egerton	E52/3756	100%	1.0	1.5	1.0	1.5	1.0	1.5	1.0	1.5	20,000	0.02	0.06	0.10	20%	90%	0.00	0.01	0.02
Total Egerton Valuation																	0.01	0.03	0.05
Mt Slopeaway	EPM26816	100%	1.5	2.0	2.0	2.5	2.0	3.0	1.5	2.0	40,000	0.36	0.78	1.20	95%	100%	0.34	0.74	1.14
Mt Slopeaway	EPM26848	100%	1.0	1.5	1.0	1.5	1.0	1.5	1.0	1.5	19,000	0.02	0.06	0.10	95%	100%	0.02	0.05	0.09
Total Mt Slopeaway Valuation																	0.36	0.8	1.23
Total Firetail Australian Assets Valuation																	1.72	3.47	5.21
Picha	01-03853-05	70%	2.5	3.0	1.5	2.0	1.5	2.0	2.0	2.5	15,089	0.12	0.22	0.32	95%	120%	0.14	0.25	0.36
Picha	01-03854-05	70%	2.5	3.0	1.5	2.0	1.5	2.0	2.0	2.5	15,089	0.12	0.22	0.32	95%	120%	0.14	0.25	0.36
Picha	01-00578-07	70%	2.5	3.0	1.5	2.0	1.5	2.0	2.0	2.5	1,676	0.01	0.02	0.04	95%	120%	0.02	0.03	0.04
Picha	01-04638-08	70%	2.5	3.0	1.5	2.0	1.5	2.0	2.0	2.5	1,676	0.01	0.02	0.04	95%	120%	0.02	0.03	0.04
Picha	01-01161-21	70%	2.5	3.0	1.5	2.0	1.5	2.0	2.0	2.5	15,086	0.12	0.22	0.32	95%	120%	0.14	0.25	0.36
Picha	01-01162-21	70%	2.5	3.0	1.5	2.0	1.5	2.0	2.0	2.5	15,084	0.12	0.22	0.32	95%	120%	0.14	0.25	0.36
Picha	01-01163-21	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	15,089	0.01	0.02	0.03	95%	120%	0.01	0.03	0.04
Picha	01-01164-21	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	15,091	0.01	0.02	0.03	95%	120%	0.01	0.03	0.04
Picha	01-01165-21	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	15,086	0.01	0.02	0.03	95%	120%	0.01	0.03	0.04
Picha	01-01166-21	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	15,083	0.01	0.02	0.03	95%	120%	0.01	0.03	0.04
Picha	01-01167-21	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	15,089	0.01	0.02	0.03	95%	120%	0.01	0.03	0.04
Picha	01-01168-21	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	6,764	0.01	0.03	0.04	95%	120%	0.01	0.03	0.04
Picha	01-01169-21	70%	2.5	3.0	1.5	2.0	1.5	2.0	2.0	2.5	16,765	0.13	0.24	0.35	95%	120%	0.15	0.28	0.40
Picha	01-01170-21	70%	2.5	3.0	1.5	2.0	1.5	2.0	2.0	2.5	16,765	0.13	0.24	0.35	95%	120%	0.15	0.28	0.40
Picha	01-01171-21	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	16,760	0.01	0.03	0.04	95%	120%	0.01	0.03	0.04
Picha	01-01172-21	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	16,770	0.01	0.03	0.04	95%	120%	0.01	0.03	0.04
Picha	01-01173-21	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	16,764	0.01	0.03	0.04	95%	120%	0.01	0.03	0.04
Picha	01-01174-21	70%	2.5	3.0	1.5	2.0	1.5	2.0	2.0	2.5	16,769	0.13	0.24	0.35	95%	120%	0.15	0.28	0.40

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															Location	Market
Project	Tenement	Equity	Off Property		On Property		Anomaly		Geology		BAC (A$)	Technical Valuation			Discount /	Discount /	Market Low	Market Mid	Market High
															Premium	Premium
Picha	01-01175-21	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	16,764	0.01	0.03	0.04	95%	120%	0.01	0.03	0.04
Picha	01-01176-21	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	3,354	0.00	0.01	0.01	95%	120%	0.00	0.01	0.01
Picha	01-00151-22	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	16,772	0.01	0.03	0.04	95%	120%	0.01	0.03	0.04
Picha	01-00150-22	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	16,762	0.01	0.03	0.04	95%	120%	0.01	0.03	0.04
Picha	01-00152-22	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	16,767	0.01	0.03	0.04	95%	120%	0.01	0.03	0.04
Picha	01-00149-22	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	8,382	0.01	0.01	0.02	95%	120%	0.01	0.01	0.02
Picha	01-02253-22	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	16,762	0.01	0.03	0.04	95%	120%	0.01	0.03	0.04
Picha	01-02254-22	70%	1.0	1.3	1.0	1.3	1.0	1.3	1.0	1.5	16,762	0.01	0.03	0.04	95%	120%	0.01	0.03	0.04
Picha	01-02255-22	70%	2.5	3.0	1.5	2.0	1.5	2.0	2.0	2.5	16,764	0.13	0.24	0.35	95%	120%	0.15	0.28	0.40
Total Picha Valuation																	1.38	2.59	3.80
Charaque	01-00653-22	21%	3.0	3.5	2.0	2.5	1.0	1.5	1.5	2.0	13,413	0.03	0.05	0.07	95%	120%	0.03	0.06	0.08
Charaque	01-00652-22	21%	3.0	3.5	2.0	2.5	1.0	1.5	1.5	2.0	16,765	0.03	0.06	0.09	95%	120%	0.04	0.07	0.11
Charaque	01-00655-22	21%	3.0	3.5	2.0	2.5	1.0	1.5	1.5	2.0	16,770	0.03	0.06	0.09	95%	120%	0.04	0.07	0.11
Charaque	01-00656-22	21%	3.0	3.5	2.0	2.5	1.0	1.5	1.5	2.0	11,739	0.02	0.04	0.06	95%	120%	0.03	0.05	0.07
Charaque	01-00657-22	21%	3.0	3.5	2.0	2.5	1.0	1.5	1.5	2.0	13,417	0.03	0.05	0.07	95%	120%	0.03	0.06	0.08
Charaque	01-00658-22	21%	3.0	3.5	2.0	2.5	1.0	1.5	1.5	2.0	10,061	0.02	0.04	0.06	95%	120%	0.02	0.04	0.06
Charaque	01-00659-22	21%	3.0	3.5	2.0	2.5	1.0	1.5	1.5	2.0	10,058	0.02	0.04	0.06	95%	120%	0.02	0.04	0.06
Total Charaque Valuation																	0.20	0.39	0.58
Total Firetail Assets Valuation																	3.30	6.45	9.59
York Harbour	031681M	80%	3.0	3.5	2.0	2.5	1.5	2.0	2.0	2.5	10,000.00	0.14	0.25	0.35	95%	120%	0.16	0.28	0.40
York Harbour	031682M	80%	3.0	3.5	2.0	2.5	1.5	2.0	2.0	2.5	47,918.49	0.69	1.18	1.68	95%	120%	0.79	1.35	1.91
York Harbour	026938M	80%	3.0	3.5	2.0	2.5	1.5	2.0	2.0	2.5	2,500.00	0.04	0.06	0.09	95%	120%	0.04	0.07	0.10
York Harbour	026561M	80%	3.0	3.5	2.0	2.5	1.5	2.0	2.0	2.5	5,000.00	0.07	0.12	0.18	95%	120%	0.08	0.14	0.20
York Harbour	026228M	80%	2.0	2.5	3.0	4.0	3.5	4.0	3.0	3.5	62,530.00	3.15	5.08	7.00	95%	120%	3.59	5.79	7.98
York Harbour	033541M	80%	3.0	3.5	2.0	2.5	1.5	2.0	2.0	2.5	10,930.72	0.16	0.27	0.38	95%	120%	0.18	0.31	0.44
Total York Harbour Valuation																	4.85	7.94	11.03

Note appropriate rounding has been applied to the totals which may not add due to the rounding.

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Appendix B PEM Valuation

Project Tenement Company Equity Total Exploration Expenditure (A$) PEM Low PEM High PEM Valuation Low (A$ M) PEM Mid- Point (A$ M) PEM Valuation High (A$ M)	Project Tenement Company Equity Total Exploration Expenditure (A$) PEM Low PEM High PEM Valuation Low (A$ M) PEM Mid- Point (A$ M) PEM Valuation High (A$ M)
Paterson	E45/5358 100% 110,364.23 1.0 1.3 0.11 0.13 0.14
Paterson E45/5391 100% 196,654.76 1.0 1.3 0.20 0.23 0.26
Paterson	E45/5396 100% 88,271.37 0.5 1.0 0.04 0.07 0.09
Paterson E45/5397 100% 91,618.65 0.5 1.0 0.05 0.07 0.09
Paterson	E45/5407 100% 89,505.26 1.0 1.3 0.09 0.10 0.12
Paterson E45/6244 100% 0 0.5 1.0 0.00 0.00 0.00 Total Paterson Valuation 0.49 0.59 0.70 Ashburton E08/3472 100% 14,321.46 1.0 1.3 0.01 0.02 0.02 Total Ashburton Valuation 0.01 0.02 0.02 SenseOre JV E59/2252 49% 34,198.71 0.50 1.00 0.01 0.01 0.02
Yalgoo	E59/2478 0% 0 0.20 0.50 0.00 0.00 0.00
Yalgoo E59/2543 100% 12,948.87 0.20 0.50 0.00 0.00 0.01
Yalgoo	E59/2830 100% 6,901.79 0.20 0.50 0.00 0.00 0.00
Yalgoo E59/2140 100% 49,823.57 0.50 1.00 0.02 0.04 0.05
Yalgoo	E59/2284 100% 19,143.87 0.50 1.00 0.01 0.01 0.02
Yalgoo E59/2077 100% 618,835.38 0.50 1.00 0.31 0.46 0.62
Yalgoo	E59/2456 100% 19,875.60 0.20 0.50 0.00 0.01 0.01
Yalgoo E59/2458 100% 26,133.20 0.20 0.50 0.01 0.01 0.01
Yalgoo	E59/2295 100% 48,251.62 0.50 1.00 0.02 0.04 0.05
Yalgoo E59/2469 100% 15,773.51 0.20 0.50 0.00 0.01 0.01
Yalgoo	E59/2364 100% 196,219.39 0.50 1.00 0.10 0.15 0.20
Yalgoo E59/2363 100% 18,983.94 0.50 1.00 0.01 0.01 0.02
Yalgoo	E59/2534 100% 31,613.77 0.20 0.50 0.01 0.01 0.02
Yalgoo E59/2831 100% 6,952.44 0.50 1.00 0.00 0.01 0.01
Yalgoo	E59/2544 0% 0 0.20 0.50 0.00 0.00 0.00
Yalgoo E59/2832 100% 6,892.14 0.20 0.50 0.00 0.00 0.00
Yalgoo	P59/2158 100% 10,864.28 0.50 1.00 0.01 0.01 0.01
Yalgoo P59/2134 100% 10,528.74 0.50 1.00 0.01 0.01 0.01
Yalgoo	P59/2086 100% 12,711.60 0.50 1.00 0.01 0.01 0.01
Yalgoo P59/2087 100% 16,807.01 0.50 1.00 0.01 0.01 0.02

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Project Tenement Company Equity Total Exploration Expenditure (A$) PEM Low PEM High PEM Valuation Low (A$ M) PEM Mid- Point (A$ M) PEM Valuation High (A$ M)	Project Tenement Company Equity Total Exploration Expenditure (A$) PEM Low PEM High PEM Valuation Low (A$ M) PEM Mid- Point (A$ M) PEM Valuation High (A$ M)
Yalgoo	M59/358 100% 80,739.05 0.50 1.00 0.04 0.06 0.08
Yalgoo M59/384 100% 23,672.27 0.50 1.00 0.01 0.02 0.02
Yalgoo	M59/57 100% 25,125.23 0.50 1.00 0.01 0.02 0.03
Yalgoo M59/767 100% 4,263.73 0.20 0.50 0.00 0.00 0.00 Total Yalgoo Valuation 0.59 0.90 1.20 Dalgaranga E59/2150 100% 44,270.46 0.50 1.00 0.02 0.03 0.04
Dalgaranga	E59/2053 100% 95,680.78 0.50 1.00 0.05 0.07 0.10
Dalgaranga E59/2289 100% 30,715.11 0.50 1.00 0.02 0.02 0.03 Total Dalgaranga Valuation 0.09 0.13 0.17 Egerton E52/3894 100% 18,422.87 0.50 1.00 0.01 0.01 0.02
Egerton	E52/3756 100% 9,701.73 0.50 1.00 0.00 0.01 0.01
Total Egerton Valuation 0.01 0.02 0.03
Mt Slopeaway	EPM26816 100% 274,218.96 1.0 1.5 0.27 0.34 0.41
Mt Slopeaway EPM26848 100% 147,613.25 1.0 1.5 0.15 0.18 0.22 Total Mt Slopeaway Valuation 0.42 0.53 0.63 Total Firetail Australian Assets Valuation 1.62 2.18 2.75
Picha	01-03853-05 70% 5,540,747.40 0.5 1.0 1.94 2.91 3.88
Picha 01-01163-21 70% 615,638.60 0.5 1.0 0.22 0.32 0.43 Total Picha Valuation 2.15 3.23 4.31 Charaque Project not valued by the PEM method Total Firetail Assets Valuation 3.77 5.41 7.06 York Harbour 031681M 80% 225,319.01 1.3 1.5 0.23 0.25 0.27
York Harbour	031682M 80% 6,989,620.97 1.5 2.0 8.39 9.79 11.18
York Harbour 026938M 80% 56,329.75 1.3 1.5 0.06 0.06 0.07
York Harbour	026561M 80% 112,659.50 1.3 1.5 0.12 0.13 0.14
York Harbour 026228M 80% 1,408,919.76 2.0 2.5 2.25 2.54 2.82
York Harbour	033541M 80% 1,860,008.42 1.0 1.3 1.49 1.71 1.93
Total York Harbour Valuation 12.54 14.47 16.41

Note the Charaque Project has not been valued by the PEM method as there are no current or up to date exploration expenditures for the Project and VRM considers that the other valuation methods used accurately reflect the Market Value of the Project.

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Appendix C Tenement Schedule

Project Tenement Holder Expiry	Area Equity Status Rent Minimum
Paterson E45/5358 Firetail Resources 17/08/2025	68 BL 100% Live 19,652 102,000
Paterson E45/5391 Firetail Resources 17/08/2025	173 BL 100% Live 49,997 259,500
Paterson E45/5396 Firetail Resources 29/07/2025	76 BL 100% Live 21,964 114,000
Paterson E45/5397 Firetail Resources 17/08/2025	51 BL 100% Live 14,739 76,500
Paterson E45/5407 Firetail Resources 17/08/2025	87 BL 100% Live 25,143 130,500
Paterson E45/6244 Firetail Resources TBC	48 BL 100% Pending - -
Ashburton E08/3472 Firetail Resources 26/02/2029	66 BL 100% Live 10,626 66,000
Yalgoo E59/2478 Firetail Resources 17/03/2027	46 BL 100% Li rights Live 13,294 46,000
Yalgoo E59/2543 Lightning Bug Resources 22/03/2027	35 BL 100% Li rights Live 10,115 35,000
Yalgoo E59/2830 Yalgoo Exploration 28/11/2028	41 BL 100% Li rights Live 6,601 41,000
Yalgoo E59/2140 Yalgoo Exploration 21/02/2026	22 BL 100% Li rights Live 16,434 70,000
Yalgoo E59/2252 Yalgoo Exploration 21/05/2028	34 BL 100% Li rights Live - 68,000
Yalgoo E59/2284 Yalgoo Exploration 6/12/2028	6 BL 100% Li rights Live 2,370 50,000
Yalgoo E59/2077 Yalgoo Exploration 30/06/2026	34 BL 100% Li rights Live 25,398 102,000
Yalgoo E59/2456 Firefly Resources 4/07/2026	8 BL 100% Li rights Live 2,312 20,000
Yalgoo E59/2458 Firefly Resources 4/07/2026	38 BL 100% Li rights Live 10,982 38,000
Yalgoo E59/2295 Yalgoo Exploration 5/07/2028	47 BL 100% Li rights Live 18,565 94,000
Yalgoo E59/2469 Firefly Resources 16/08/2026	3 BL 100% Li rights Live 867 15,000
Yalgoo E59/2364 Yalgoo Exploration 12/09/2024	45 BL 100% Li rights Live 17,775 67,500
Yalgoo E59/2363 Yalgoo Exploration 11/10/2024	1 BL 100% Li rights Live 447 10,000
Yalgoo E59/2534 Lightning Bug Resources 26/10/2026	50 BL 100% Li rights Live 14,450 50,000
Yalgoo E59/2831 Yalgoo Exploration 25/03/2029	40 BL 100% Li rights Live 6,440 40,000
Yalgoo E59/2544 Lightning Bug Resources 29/11/2026	24 BL 100% Li rights Live 6,936 24,000
Yalgoo E59/2832 Yalgoo Exploration TBC	52 BL 100% Li rights Pending - -
Yalgoo P59/2158 Yalgoo Exploration 14/10/2026	43.74 100% Li rights Live 176 2,000
Yalgoo P59/2134 Firetail Resources 1/05/2026	4.04 HA 100% Li rights Live 37 2,000
Yalgoo P59/2086 Firetail Resources 11/12/2024	39 HA 100% Li rights Live 156 2,000
Yalgoo P59/2087 Firetail Resources 11/12/2024	119 HA 100% Li rights Live 476 4,760
Yalgoo M59/358 Firetail Resources 14/02/2037	189.15 100% Li rights Live 4,940 19,000
Yalgoo M59/384 Firefly Resources 30/05/2038	98.185 100% Li rights Live - 10,000
Yalgoo M59/57 Firefly Resources 12/10/2029	76.535 100% Li rights Live 2,002 10,000
Yalgoo M59/767 Yalgoo Exploration TBC	338.17 100% Li rights Pending - -
Dalgaranga E59/2150 GNT Resources 9/10/2026	2 BL 100% Li rights Live 1,494 50,000
Dalgaranga E59/2053 Dalgaranga Exploration 30/10/2024	26 BL 100% Li rights Live 19,422 78,000
Dalgaranga E59/2289 Dalgaranga Exploration 2/07/2024	11 BL 100% Li rights Live 4,345 50,000
Egerton E52/3894 Egerton Exploration 4/01/2026	24 BL 100% Li rights Live 6,936 36,000
Egerton E52/3756 Egerton Exploration 10/02/2025	4 BL 100% Li rights Live 1,580 20,000
Mt Slopeaway EPM26816 Super Cruser 18/03/2024	40 BL 100% Live - -
Mt Slopeaway EPM26848 Super Cruser 18/03/2024	19 BL 100% Live - -
Picha 01-03853- Kiwanda S.A.C. Peru 2039	900.30 70% Live - -

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Project	Tenement Holder Expiry Area Equity Status Rent Minimum
Picha	01-03854- Kiwanda S.A.C. Peru 2039 900.30 70% Live - -
Picha	01-00578- Kiwanda S.A.C. Peru 2039 100.00 70% Live - -
Picha	01-04638- Kiwanda S.A.C. Peru 2039 100.00 70% Live - -
Picha	01-01161- Kiwanda S.A.C. Peru 2053 900.10 70% Live - -
Picha	01-01162- Kiwanda S.A.C. Peru 2053 900.00 70% Live - -
Picha	01-01163- Kiwanda S.A.C. Peru 2052 900.30 70% Live - -
Picha	01-01164- Kiwanda S.A.C. Peru 2052 900.40 70% Live - -
Picha	01-01165- Kiwanda S.A.C. Peru 2052 900.10 70% Live - -
Picha	01-01166- Kiwanda S.A.C. Peru 2052 899.90 70% Live - -
Picha	01-01167- Kiwanda S.A.C. Peru 2053 900.30 70% Live - -
Picha	01-01168- Kiwanda S.A.C. Peru 2053 1000.20 70% Live - -
Picha	01-01169- Kiwanda S.A.C. Peru 2052 1000.30 70% Live - -
Picha	01-01170- Kiwanda S.A.C. Peru 2053 1000.30 70% Live - -
Picha	01-01171- Kiwanda S.A.C. Peru 2052 1000.00 70% Live - -
Picha	01-01172- Kiwanda S.A.C. Peru 2053 1000.60 70% Live - -
Picha	01-01173- Kiwanda S.A.C. Peru 2052 1000.20 70% Live - -
Picha	01-01174- Kiwanda S.A.C. Peru 2052 1000.50 70% Live - -
Picha	01-01175- Kiwanda S.A.C. Peru 2053 1000.20 70% Live - -
Picha	01-01176- Kiwanda S.A.C. Peru 2052 200.10 70% Live - -
Picha	01-00151- Kiwanda S.A.C. Peru 2054 1000.70 70% Live - -
Picha	01-00150- Kiwanda S.A.C. Peru 2054 1000.10 70% Live - -
Picha	01-00152- Kiwanda S.A.C. Peru 2054 1000.40 70% Live - -
Picha	01-00149- Kiwanda S.A.C. Peru 2054 500.10 70% Live - -
Picha	01-02253- Kiwanda S.A.C. Peru 2054 1000.10 70% Live - -
Picha	01-02254- Kiwanda S.A.C. Peru 2054 1000.10 70% Live - -
Picha	01-02255- Kiwanda S.A.C. Peru 2054 1000.20 70% Live - -
Charaque	01-00653- Kiwanda S.A.C. Peru 2054 800.30 21% Live - -
Charaque	01-00652- Kiwanda S.A.C. Peru 2054 1000.30 21% Live - -
Charaque	01-00655- Kiwanda S.A.C. Peru 2054 1000.60 21% Live - -
Charaque	01-00656- Kiwanda S.A.C. Peru 2054 700.40 21% Live - -
Charaque	01-00657- Kiwanda S.A.C. Peru 2053 800.50 21% Live - -
Charaque	01-00658- Kiwanda S.A.C. Peru 2054 600.30 21% Live - -
Charaque	01-00659- Kiwanda S.A.C. Peru 2054 600.10 21% Live - -
Charaque	01-00654- Kiwanda S.A.C. Peru 2054 500.30 21% Live - -
York Harbour	031681M R. Keats 14/12/205 100 Ha 80% Live - -
York Harbour	031682M 91306 NL Inc. 14/12/205 3100 Ha 80% Live - -
York Harbour	026938M 91306 NL Inc. 7/03/2019 25 Ha 80% Live - -
York Harbour	026561M 91306 NL Inc. 13/11/2028 50 Ha 80% Live - -
York Harbour	026228M 91306 NL Inc. 02/08/2028 625 Ha 80% Live - -
York Harbour	033541M 91306 NL Inc. 29/10/2029 825 Ha 80% Live - -

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Appendix D York Harbor Exploration Activities Pre 2020

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Source: Longford Exploration Services 2022.

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Glossary

Below are brief descriptions of some terms used in this report. For further information or for terms that are not described here, please refer to internet sources such as Webmineral [Mineralogy Database (webmineral.com)] and Wikipedia (Wikipedia).

The terms listed below are taken from the 2015 VALMIN Code (The VALMIN Code - 2015 Edition).

Annual Report means a document published by public corporations on a yearly basis to provide shareholders, the public and the government with financial data, a summary of ownership and the accounting practices used to prepare the report.

Australasian means Australia, New Zealand, Papua New Guinea, and their offshore territories.

Code of Ethics means the Code of Ethics of the relevant Professional Organisation or Recognised Professional Organisations.

Corporations Act means the Australian Corporations Act 2001 (Cth).

Experts are persons defined in the Corporations Act whose profession or reputation gives authority to a statement made by him or her in relation to a matter. A Practitioner may be an Expert. Also see Clause 2.1 of the VALMIN Code.

Exploration Results is defined in the current version of the Australasian Code for the Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code). Refer to https://www.jorc.org/ for further information.

Feasibility Study means a comprehensive technical and economic study of the selected development option for a mineral Project that includes appropriately detailed assessments of applicable Modifying Factors together with any other relevant operational factors and detailed financial analysis that are necessary to demonstrate at the time of reporting that extraction is reasonably justified (economically mineable). The results of the study may reasonably serve as the basis for a final decision by a proponent or financial institution to proceed with, or finance, the development of the Project. The confidence level of the study will be higher than that of a Pre-feasibility Study.

Financial Reporting Standards means Australian statements of generally accepted accounting practice in the relevant jurisdiction in accordance with the Australian Accounting Standards Board (AASB) and the Corporations Act .

Independent Expert Report means a Public Report as may be required by the Corporations Act , the Listing Rules of the ASX or other security exchanges prepared by a Practitioner who is acknowledged as being independent of the Commissioning Entity. Also see ASIC Regulatory Guides RG 111 and RG 112 as well as Clause 5.5 of the VALMIN Code for guidance on Independent Expert Reports.

Information Memoranda means documents used in financing of Projects detailing the Project and financing arrangements.

Investment Value means the benefit of an asset to the owner or prospective owner for individual investment or operational objectives.

Life-of-Mine Plan means a design and costing study of an existing or proposed mining operation where all Modifying Factors have been considered in sufficient detail to demonstrate at the time of reporting that extraction is reasonably justified. Such a study should be inclusive of all development and mining activities proposed through to the effective closure of the existing or proposed mining operation.

Market Value means the estimated amount of money (or the cash equivalent of some other consideration) for which the Mineral Asset should exchange on the date of Valuation between a willing buyer and a willing seller in an arm’s length transaction after appropriate marketing wherein the parties each acted knowledgeably, prudently and without compulsion. Also see Clause 8.1 of the VALMIN Code for guidance on Market Value.

Materiality or being Material requires that a Public Report contains all the relevant information that investors and their professional advisors would reasonably require, and reasonably expect to find in the report, for the purpose of making a reasoned and balanced judgement regarding the Technical Assessment or Mineral Asset Valuation being reported. Where relevant information is not supplied, an explanation must be provided to justify its exclusion. Also see Clause 3.2 of the VALMIN Code for guidance on what is Material.

Member means a person who has been accepted and entitled to the post-nominals associated with the AIG or the AusIMM or both. Alternatively, it may be a person who is a member of a Recognised Professional Organisation included in a list promulgated from time to time.

Mineable means those parts of the mineralised body, both economic and uneconomic, that are extracted or to be extracted during the normal course of mining.

Mineral Asset means all property including (but not limited to) tangible property, intellectual property, mining and exploration Tenure and other rights held or acquired in connection with the exploration, development of and production from those Tenures. This may include the plant, equipment and infrastructure owned or acquired for the development, extraction, and processing of Minerals in connection with that Tenure.

Most Mineral Assets can be classified as:

(a) Early-stage Exploration Projects – Tenure holdings where mineralisation may or may not have been identified, but where Mineral Resources have not been identified;

(b) Advanced Exploration Projects – Tenure holdings where considerable exploration has been undertaken and specific targets identified that warrant further detailed evaluation, usually by drill testing, trenching or some other form of detailed geological

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sampling. A Mineral Resource estimate may or may not have been made, but sufficient work will have been undertaken on at least one prospect to provide both a good understanding of the type of mineralisation present and encouragement that further work will elevate one or more of the prospects to the Mineral Resources category;

(c) Pre-Development Projects – Tenure holdings where Mineral Resources have been identified and their extent estimated (possibly incompletely), but where a decision to proceed with development has not been made. Properties at the early assessment stage, properties for which a decision has been made not to proceed with development, properties on care and maintenance and properties held on retention titles are included in this category if Mineral Resources have been identified, even if no further work is being undertaken;

(d) Development Projects – Tenure holdings for which a decision has been made to proceed with construction or production or both, but which are not yet commissioned or operating at design levels. Economic viability of Development Projects will be proven by at least a Pre-Feasibility Study;

(e) Production Projects – Tenure holdings – particularly mines, wellfields, and processing plants – that have been commissioned and are in production.

Mine Design means a framework of mining components and processes taking into account mining methods, access to the Mineralisation, personnel, material handling, ventilation, water, power, and other technical requirements spanning commissioning, operation, and closure so that mine planning can be undertaken.

Mine Planning includes production planning, scheduling and economic studies within the Mine Design taking into account geological structures and mineralisation, associated infrastructure and constraints, and other relevant aspects that span commissioning, operation, and closure.

Mineral means any naturally occurring material found in or on the Earth’s crust that is either useful to or has a value placed on it by humankind, or both. This excludes hydrocarbons, which are classified as Petroleum.

Mineralisation means any single mineral or combination of minerals occurring in a mass, or deposit, of economic interest. The term is intended to cover all forms in which mineralisation might occur, whether by class of deposit, mode of occurrence, genesis, or composition.

Mineral Project means any exploration, development, or production activity, including a royalty or similar interest in these activities, in respect of Minerals.

Mineral Securities means those Securities issued by a body corporate or an unincorporated body whose business includes exploration, development or extraction and processing of Minerals.

Mineral Resource is defined in the current version of the Australasian Code for the Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code). Refer to http://www.jorc.org for further information.

Mining means all activities related to extraction of Minerals by any method (e.g. quarries, open cast, open cut, solution mining, dredging, etc.).

Mining Industry means the business of exploring for, extracting, processing, and marketing Minerals.

Modifying Factors is defined in the current version of the Australasian Code for the Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code). Refer to https://www.jorc.org/ for further information.

Ore Reserve is defined in the current version of the Australasian Code for the Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code). Refer to https://www.jorc.org/ for further information.

Petroleum means any naturally occurring hydrocarbon in a gaseous or liquid state, including coal-based methane, tar sands and oilshale.

Petroleum Resources and Petroleum Reserves are defined in the current version of the Petroleum Resources Management System (PRMS) published by the Society of Petroleum Engineers, the American Association of Petroleum Geologists, the World Petroleum Council, and the Society of Petroleum Evaluation Engineers. Refer to Society of Petroleum Engineers (SPE) | Oil & Gas Membership Association for further information.

Practitioner is an Expert as defined in the Corporations Act, who prepares a Public Report on a Technical Assessment or Valuation Report for Mineral Assets. This collective term includes Specialists and Securities Experts.

Preliminary Feasibility Study (Pre-Feasibility Study) means a comprehensive study of a range of options for the technical and economic viability of a mineral Project that has advanced to a stage where a preferred mining method, in the case of underground mining, or the pit configuration, in the case of an open pit, is established and an effective method of mineral processing is determined. It includes a financial analysis based on reasonable assumptions on the Modifying Factors and the evaluation of any other relevant factors that are sufficient for a Competent Person, acting reasonably, to determine if all or part of the Mineral Resources may be converted to an Ore Reserve at the time of reporting. A Pre-Feasibility Study is at a lower confidence level than a Feasibility Study.

Professional Organisation means a self-regulating body, such as one of engineers or geoscientists or of both, that:

(a) admits members primarily on the basis of their academic qualifications and professional experience;

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(b) requires compliance with professional standards of expertise and behaviour according to a Code of Ethics established by the organisation; and

(c) has enforceable disciplinary powers, including that of suspension or expulsion of a member, should its Code of Ethics be breached. Public Presentation means the process of presenting a topic or Project to a public audience. It may include, but not be limited to, a demonstration, lecture or speech meant to inform, persuade, or build goodwill.

Public Report means a report prepared for the purpose of informing investors or potential investors and their advisers when making investment decisions, or to satisfy regulatory requirements. It includes, but is not limited to, Annual Reports, Quarterly Reports, press releases, Information Memoranda, Technical Assessment Reports, Valuation Reports, Independent Expert Reports, website postings and Public Presentations. Also see Clause 5 of the VALMIN Code for guidance on Public Reports.

Quarterly Report means a document published by public corporations on a quarterly basis to provide shareholders, the public and the government with financial data, a summary of ownership and the accounting practices used to prepare the report.

Reasonableness implies that an assessment which is impartial, rational, realistic, and logical in its treatment of the inputs to a Valuation or Technical Assessment has been used, to the extent that another Practitioner with the same information would make a similar Technical Assessment or Valuation.

Royalty or Royalty Interest means the amount of benefit accruing to the royalty owner from the royalty share of production. Securities has the meaning as defined in the Corporations Act .

Securities Experts are persons whose profession, reputation or experience provides them with the authority to assess or value Securities in compliance with the requirements of the Corporations Act , ASIC Regulatory Guides and ASX Listing Rules.

Scoping Study means an order of magnitude technical and economic study of the potential viability of Mineral Resources. It includes appropriate assessments of realistically assumed Modifying Factors together with any other relevant operational factors that are necessary to demonstrate at the time of reporting that progress to a Pre-Feasibility Study can be reasonably justified.

Specialists are persons whose profession, reputation, or relevant industry experience in a technical discipline (such as geology, mine engineering or metallurgy) provides them with the authority to assess or value Mineral Assets.

Status in relation to Tenure means an assessment of the security of title to the Tenure.

Technical Assessment is an evaluation prepared by a Specialist of the technical aspects of a Mineral Asset. Depending on the development status of the Mineral Asset, a Technical Assessment may include the review of geology, mining methods, metallurgical processes and recoveries, provision of infrastructure and environmental aspects.

Technical Assessment Report involves the Technical Assessment of elements that may affect the economic benefit of a Mineral Asset.

Technical Value is an assessment of a Mineral Asset’s future net economic benefit at the Valuation Date under a set of assumptions deemed most appropriate by a Practitioner, excluding any premium or discount to account for market considerations.

Tenure is any form of title, right, License, permit or lease granted by the responsible government in accordance with its mining legislation that confers on the holder certain rights to explore for and/or extract agreed minerals that may be (or is known to be) contained. Tenure can include third-party ownership of the Minerals (for example, a royalty stream). Tenure and Title have the same connotation as Tenement.

Transparency or being Transparent requires that the reader of a Public Report is provided with sufficient information, the presentation of which is clear and unambiguous, to understand the report and not be misled by this information or by omission of Material information that is known to the Practitioner.

Valuation is the process of determining the monetary Value of a Mineral Asset at a set Valuation Date.

Valuation Approach means a grouping of valuation methods for which there is a common underlying rationale or basis.

Valuation Date means the reference date on which the monetary amount of a Valuation in real (dollars of the day) terms is current. This date could be different from the dates of finalisation of the Public Report or the cut-off date of available data. The Valuation Date and date of finalisation of the Public Report must not be more than 12 months apart.

Valuation Methods means a subset of Valuation Approaches and may represent variations on a common rationale or basis.

Valuation Report expresses an opinion as to monetary Value of a Mineral Asset but specifically excludes commentary on the value of any related Securities.

Value means the Market Value of a Mineral Asset.

89

1300 138 991

AUDIT • TAX • ADVISORY

www.bdo.com.au

NEW SOUTH WALES NORTHERN TERRITORY QUEENSLAND

BDO Corporate Finance (WA) Pty Ltd ABN 27 124 031 045 AFS Licence No 316158 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Corporate Finance (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.

SOUTH AUSTRALIA

TASMANIA

VICTORIA

WESTERN AUSTRALIA

Schedule 3 Licences

Licence Number(1)	Current Holder(2)	Area (ha)	Claims
026228M	91306 NL Inc.	625	25
026561M	91306 NL Inc.	50	2
026938M	91306 NL Inc.	25	1
031681M	Robert Keats	100	4
031682M	91306 NL Inc.	3100	124
033541M	91306 NL Inc.	825	33

Notes :

1. 031661M is in the process of being transferred to the Vendor.

2. 91306 NL Inc. is a predecessor in name to the Vendor.

Page 33

3458-0461-0349, v. 13

Schedule 4 Terms and conditions of Advisor Options

The terms and conditions of the Advisor Options (referred to in this Section as “ Options ”) are as follows:

• (a) ( Entitlement ) Each Option gives the holder the right to subscribe for one Share.

• (b) ( Expiry Date ): The Options will expire at 5:00pm (AWST) on the date that is 2.5 years from the date of issue ( Expiry Date ). An Option not exercised before the Expiry Date will automatically lapse on the Expiry Date.

• (c) ( Exercise Price ) The amount payable upon exercise of each Option is $0.10 per Option ( Exercise Price ).

• (d) ( Exercise ) A holder may exercise their Options by lodging with the Company, before the Expiry Date:

• (i) a written notice of exercise of Options specifying the number of Options being exercised; and

• (ii) an electronic funds transfer for the Exercise Price for the number of Options being exercised.

• (e) ( Exercise Notice ) An Exercise Notice is only effective when the Company has received the full amount of the Exercise Price in cleared funds. The Options held by each holder may be exercised in whole or in part, and if exercised in part, at least 100,000 must be exercised on each occasion.

• (f) ( Timing of issue of Shares on exercise ) Within 5 Business Days of receipt of the Exercise Notice accompanied by the Exercise Price, the Company will:

• (i) allot and issue the number of Shares required under these terms and conditions in respect of the number of Options specified in the Notice of Exercise and for which cleared funds have been received by the Company;

• (ii) if required, and subject to paragraph (g), give ASX a notice that complies with section 708A(5)(e) of the Corporations Act; and

• (iii) if admitted to the official list of ASX at the time, apply for official quotation on ASX of Shares issued pursuant to the exercise of the Options.

• (g) ( Restrictions on transfer of Shares ): If the Company is required but unable to give ASX a notice under paragraph 1.1(f)(ii), or such a notice for any reason is not effective to ensure that an offer for sale of the Shares does not require disclosure to investors, Shares issued on exercise of Options may not be traded and will be subject to a holding lock until 12 months after their issue unless the Company, at its sole discretion, elects to issue a prospectus pursuant to section 708A(11) of the Corporations Act.

• (h) ( Transferability ) The Options are transferable with the prior written consent of the Company (which may be withheld at the Company's sole discretion).

• (i) ( Ranking of Shares ) All Shares allotted upon the exercise of Options will upon allotment be fully paid and rank equally in all respects with other Shares.

• (j) ( Quotation ) The Company will not apply for quotation of the Options on ASX.

• (k) ( Adjustments for reorganisation ) If there is any reorganisation of the issued share capital of the Company, the rights of the holders of Options will be varied in accordance with the Listing Rules.

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3458-0461-0349, v. 13

• (l) ( Dividend rights ) An Option does not entitle the holder to any dividends.

• (m) ( Voting rights ) An Option does not entitle the holder to vote on any resolutions proposed at a general meeting of the Company, subject to any voting rights provided under the Corporations Act or the Listing Rules where such rights cannot be excluded by these terms.

• (n) ( Entitlements and bonus issues ) Holders of Options will not be entitled to participate in new issues of capital offered to shareholders such as bonus issues and entitlement issues.

• (o) ( Adjustment for bonus issues of Shares ) If the Company makes a bonus issue of Shares or other securities to existing Shareholders (other than an issue in lieu or in satisfaction of dividends or by way of dividend reinvestment):

• (i) the number of Shares which must be issued on the exercise of an Option will be increased by the number of Shares which the holder of Options would have received if the holder had exercised the Option before the record date for the bonus issue; and

• (ii) no change will be made to the Exercise Price.

• (p) ( Return of capital rights ) The Options do not confer any right to a return of capital, whether in a winding up, upon a reduction of capital or otherwise.

• (q) ( Rights on winding up ) The Options have no right to participate in the surplus profits or assets of the Company upon a winding up of the Company.

• (r) ( Takeovers prohibition )

• (i) the issue of Shares on exercise of the Options is subject to and conditional upon the issue of the relevant Shares not resulting in any person being in breach of section 606(1) of the Corporations Act; and

• (ii) the Company will not be required to seek the approval of its members for the purposes of item 7 of section 611 of the Corporations Act to permit the issue of any Shares on exercise of the Options.

• (s) ( No other rights ) An Option does not give a holder any rights other than those expressly provided by these terms and those provided at law where such rights at law cannot be excluded by these terms.

Page 35

3458-0461-0349, v. 13

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8 July 2024

SAVE TIME & VOTE ONLINE: Go to the address below or scan the QR code.

 registrydirect.com.au/investor

* ADDRESS STARTS HERE * Investor Name(s) C/O Example Ltd PO BOX 0000 MELBOURNE VIC 3000

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
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HIN/SRN:

PROXY FORM

Please complete and return this form if you wish to appoint a proxy and/or direct how you want your votes cast at the General Meeting of Firetail Resources Limited (ABN 67 651 057 822) (the Company) to be held at 11:00 a.m. AWST on Thursday, 8 August 2024 at Level 8, London House, 216 St Georges Terrace, Perth WA 6000 and at any adjournment or postponement of the meeting. This form must be completed and returned by 11:00 a.m. AWST on Tuesday, 6 August 2024.

Alternatively, you can appoint a proxy and/or direct how you want your votes cast online at https:// www.registrydirect.com.au/investor/.

Step 1 - Appoint your Proxy

I/We are or represent a member/s of Firetail Resources Limited and entitled to attend and vote hereby appoint:

the Chair of the Meeting (mark OR box with 'X')

Write here the name of the person (or body corporate) you are appointing if this person is someone other than the Chair of the Meeting

or failing attendance at the meeting of the person or body corporate named above, or if no person is named, the Chair of the Meeting, to act generally at the meeting on my/our behalf and to vote in accordance with the directions on this proxy form or, if no directions have been given and to the extent permitted by law, as he or she sees fit, at the General Meeting of Firetail Resources Limited to be held at 11:00 a.m. AWST on Thursday, 8 August 2024 at Level 8, London House, 216 St Georges Terrace, Perth WA 6000 and at any adjournment or postponement of the meeting.

This form authorises our proxy to vote on the lesser of

all our securities OR ___ securities

The Chair of the Meeting intends to vote all available proxies in the manner set out with each Resolution.

Step 2 - Direct how your votes are to be cast

Resolution 1
APPROVAL OF ISSUE OF CONSIDERATION	FOR	AGAINST	ABSTAIN	PROXY’S DISCRETION
SHARES TO YORK HARBOUR METALS INC.
Resolution type:Ordinary
Board recommendation:For
Chair's voting intention:For
Resolution 2
RATIFICATION OF ISSUE OF TRANCHE 1	FOR	AGAINST	ABSTAIN	PROXY’S DISCRETION
PLACEMENT SHARES
Resolution type:Ordinary
Board recommendation:For
Chair's voting intention:For
Resolution 3
APPROVAL OF ISSUE OF TRANCHE 2	FOR	AGAINST	ABSTAIN	PROXY’S DISCRETION
PLACEMENT SHARES TO DIRECTOR
Resolution type:Ordinary
Board recommendation:For
Chair's voting intention:For

Note: Board recommendation - For (excluding Brett Grosvenor who has a material personal interest)

Resolution 4
APPROVAL OF ISSUE OF ADVISOR	FOR	AGAINST	ABSTAIN	PROXY’S DISCRETION
SECURITIES
Resolution type:Ordinary
Board recommendation:For
Chair's voting intention:For
Resolution 5
APPROVAL OF ISSUE OF LEAD MANAGER	FOR	AGAINST	ABSTAIN	PROXY’S DISCRETION
SHARES
Resolution type:Ordinary
Board recommendation:For
Chair's voting intention:For

Step 3 - Sign this form

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Shareholder 1 (individual) Joint Shareholder 2 (individual) Joint Shareholder 3 (individual)
Sole Director & Sole Company Secretary Director/Company Secretary (Delete one) Director
Date
Contact name Mobile number
Email
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By providing an email you agree to receive future communications electronically

SIGNING INSTRUCTIONS FOR THE PROXY FORM

Individual:

Where the holder is an individual, the security holder must sign.

Joint holding:

Where the holding is in more than one name, all of the security holders should sign.

Power of Attorney:

If you are executing the Proxy Form under a Power of Attorney and have not previously supplied a copy, please attach a certified copy of the Power of Attorney to the Proxy Form when you return it.

Companies:

When the holder is a company, and the company has a sole director who is also the sole company secretary, the Proxy Form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a company secretary, a sole director can also sign alone. Otherwise the Proxy Form must be signed by a director jointly with either another director or a company secretary. Please sign in the appropriate place to indicate the office held and delete titles as applicable.

RETURNING THE PROXY FORM

Please note our preference is you appoint your proxy and direct how you require your vote/s be cast online. If you perform these actions online, you will not need to complete or return the Proxy Form. You can complete these actions by logging in to your account at www.registrydirect.com.au/investor.

You can return the Proxy Form by:

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EMAIL:

registry@registrydirect.com.au

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POST: FAX:

PO Box 572 +61 3 9111 5652 Sandringham Victoria 3191