QUANTUM GRAPHITE LIMITED — Capital/Financing Update 2019

Nov 26, 2019

MARKET RELEASE For Immediate Release 27 November 2019

UPDATE OF MINING STUDY AND ORE RESERVE ESTIMATE DFS AND GENERAL UPDATE

Quantum Graphite Limited is pleased to announce the results of the update to the Uley 2 Mining Study and Ore Reserve Estimate.

The update, contained in the report attached (Report), represents the last of the key studies required for finalisation of the DFS which is now expected to be released next month.

The results confirm the solid economics of Uley 2 and deliver lower quartile operating costs compared with similar/comparable mineral assets.

The company expects further improvement in the overall economics of Uley 2 as part of the optimisation work undertaken within the DFS which will provide the overall Uley 2 base case scope, schedule and budget.

Mining Study Results Highlights

• Total undiscounted operating cash flow of A$207million at a LOM TGC of 11.89%
• LOM key economic/financial input parameters and modifying factors:

Crusher feed	500,000 tonnes per annum
Graphitic carbon grade	11.89%
Graphitic carbon recovery	84%
Concentrate purity	94% graphitic carbon

Capital expenditure A$79.98 million

Processing cost (PCAF)	A$55.3 per tonne
Mining cost (MCAF)	A$2.5/t milled at surface plus 5c for every 4m
Product price (Ex-works)	US$919 dmt

Ore Reserve Estimate

Classification	Tonnes (kt)	Total Graphitic Carbon (%)
Proved	811	11.66
Probable	3,191	11.95
Total	4,003	11.89

DFS Update

The results of the DFS are expected to be announced next month and will mark the achievement of a major milestone in the Board's plans to resume production at Uley 2. Chairman, Bruno Ruggiero explained, "the building blocks have now fallen into place. With the completion of the Mining Study, the major technical inputs have now been delivered for finalisation of the DFS. The company is now positioned to move preliminary discussions with prospective funders to meaningful discussions based on solid data".

The DFS results will also include certain Uley 2 project opportunities beyond the base case with specific recommendations for further work to improve project economics

Sales and Marketing

Following the announcement of the Memorandum of Understanding between the company and Sunlands, the parties have commenced collaboration on three initiatives involving the commercialisation of Sunlands' thermal battery technology which is expected to utilise Uley 2 concentrate as the battery's critical heat sink material.

Corporate

The Board is also pleased to announce that the sale of the pilot plant has been completed. The consideration comprises A$150,000 plus the completion of certain remediation works at the process plant site. These works will have a material impact, reducing the rehabilitation liabilities associated with the process plant site by at least 50%.

Competent Person Statement – Mining Update

The information in this report that relates to the Uley 2 Ore Reserve estimate is based on information compiled by Ms Karen Lloyd who is a Fellow of the Australasian Institute of Mining and Metallurgy (FAusIMM) and has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity to which she is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the "Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves". Ms Lloyd is an external consultant to QGL and an executive director of Jorvik Resources Pty Ltd and consents to the inclusion in the report of the matters based on this information in the form and context in which it appears.

The information in this report that relates to the Uley 2 Mineral Resource estimate is based on information compiled by Ms Vanessa O'Toole who is a Member of the Australasian Institute of Mining and Metallurgy (MAusIMM) and has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity to which she is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the "Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves". Ms O'Toole is an external consultant to QGL and a full-time employee of Wicklow Resources Pty Ltd and consents to the inclusion in the report of the matters based on this information in the form and context in which it appears.

JORC Code (2012) Table 1 Compliance

Appendix B of the Report includes the relevant extracts (i.e., sections 1, 2, 3 and 4) from Table 1 of the JORC Code (2012).

For further information contact: Company Secretary Quantum Graphite Limited e: info@qgraphite.com

Quantum Graphite Limited

Uley 2 Mining Update - November 2019

Uley Graphite Mine, Port Lincoln South Australia

Jorvik Resources Pty Ltd (Jorvik) was engaged by Quantum Graphite Limited (Quantum) to prepare an update to the Uley 2 Mining Study and Ore Reserve Estimate (Report). The Report is based on the Mineral Resource estimate which was reported to the Australian Securities Exchange (ASX) on 15 July 2019 and as set out in the table below. Quantum has engaged Lycopodium to prepare a definitive feasibility level study (Lycopodium Study) in respect of Uley 2 (Project) and Jorvik acknowledges that the Report will be included as an appendix to the Lycopodium Study.

Karen Lloyd Director and Principal Jorvik Resources Pty Ltd www.jorvikresources.com

1. Introduction

Jorvik Resources Pty Ltd (Jorvik) was engaged by Quantum Graphite Limited (Quantum) to prepare an update to the Uley 2 Mining Study and Ore Reserve Estimate (Report). The Report is based on the Mineral Resource estimate which was reported to the Australian Securities Exchange (ASX) on 15 July 2019 and as set out in the table below. Quantum has engaged Lycopodium to prepare a definitive feasibility level study (Lycopodium Study) in respect of Uley 2 (Project) and Jorvik acknowledges that the Report will be included as an appendix to the Lycopodium Study.

June 2019 Mineral Resource Estimate Reported using a 3.5% Graphitic Carbon cut off for reporting purposes Graphitic Carbon Grade tonnage distributions subdivided by JORC Code 2012 Resource Categories using ROUNDED figures

Measured		Indicated		Inferred			Total(Measured+Indicated + Inferred)
Tonnes (Mt)	GraphiticC(%)	ContainedGraphite(Kt)	Tonnes(Mt)	GraphiticC(%)	ContainedGraphite(Kt)	Tonnes(Mt)	GraphiticC(%)	ContainedGraphite(Kt)	Tonnes(Mt)	GraphiticC(%)	ContainedGraphite(Mt)
0.8	17.51	125	4.2	10.4	435	1.3	10.5	137	6.3	11.1	697

2. Reliance on other parties

Jorvik has relied on information sourced from the companies presented in Table 1 to determine the modifying factors for use in mine optimisation and Ore Reserve estimation.

Item	Source
Market research and commodity price	Quantum
Mining operating and capital cost	Quantum, based on mining contractor quotations
Metallurgical and processing	Lycopodium
Processing operating and capital costs	Lycopodium
General site operating costs	Quantum
General site infrastructure	Quantum
Geotechnical investigation	Barrett, Fuller and Partners (via Quantum)
Hydro(geo)logical investigation	Quantum
Tailings storage facility	Lycopodium
Social and Environmental	Quantum
Legal tenure	Quantum
Government	Quantum

Table 1 – Reliance on other parties

3. Pit Optimisation

Pit optimisations were carried out on the material classified as Measured and Indicated Mineral Resource using Whittle Four-X pit optimisation software. For a given block model, cost, recovery and slope data, Whittle Four-X software calculates a series of incremental pit shells in which each shell is an optimum for a slightly higher commodity price factor.

The sequence of the pit shell increments is sorted from the economically best (the inner smallest shell viable for the lowest commodity price) to the economically worst (the outer largest pit shell viable for the highest commodity price).

Whittle Four-X provides indicative discounted cashflows for two mining sequences called "best case" and "worst case" scenarios, both using time discounting of cashflows. In the best case, the optimum pit shells are mined bench by bench in increments from inner to the outer shell, resulting in a higher discounted cashflow (DCF) due to lower stripping ratios and/or higher grades in the early years of mine life. The worst-case scenario is based on mining the whole pit outline bench by bench as a single pit, hence resulting in a lower DCF as a result of usually high stripping requirements in the early years of the operation.

Ordinarily, after the selection of the ultimate pit, several practical mining stages are designed and sequenced when developing a final production schedule. This sequence would provide a discounted cashflow somewhere between worst- and best-case scenarios. For this reason, the average discounted cashflows are calculated for each pit shell (mean of the worst and best cases) in order to emulate a practical mining sequence. The cashflows, are exclusive of any capital expenditure or Project start-up costs and should be used for pit optimisation comparison purposes only. No project Net Present Value (NPV) can be derived from these cashflows.

Whittle Four-X requires a regularised block model. As the resource model was a sub-blocked model, containing blocks of varying sizes, regularisation to a uniform block size (12.5 X 12.5 X 4m) was carried out prior to optimisation. The regularised block model file name is 201906uley_2PT5AUD.dm.

Table 2 presents a summary of the economic input parameters used in the pit optimisations.

Item	Unit	Value
Crusher feed	ktpa	500
Graphitic carbon recovery	%	84
Concentrate graphitic carbon grade	%	94
Concentrate moisture content	%	<5%
Product price (Ex-works based on US$919/t at a foreignexchange rate of US$ to A$ of 1.43)	A$/dmt	1,312.86
Cashflow Discount Rate	Real %	10
Government Royalty	%	5.0
Processing cost (PCAF)	$/t milled	55.3
Mining cost (MCAF)	$/t mined	2.5 at surface plus 5c for every 4mvertical advancement

Table 2 – Summary Whittle Four-X Input Parameters

Mining dilution	%	Nil
Mining recovery	%	95
Overall pit wall slope angle	degrees	44

The pit optimisation results are presented in Appendix A. Using a Revenue Factor of 1, Pit Shell 36 provides the best case undiscounted operating cashflow of A$207M. This shell comprises a large single pit (Table 3 and Figure 1).

Pit Shell 36 reaches a depth of 132m (360mRL) and contains approximately 4.0Mt of mill feed at 11.89% TGC (Total Graphitic Carbon).

Table 3 – Selected Pit

Pit	RevenueFactor	Rock (Mt)	Waste (Mt)	Ore (Mt)	StripRatio	TGC(kt)	TGC (%)	undiscountedCashFlow(A$M)
36	1.00	22.55	18.55	4.00	4.63	476	11.89	207

Figure 1: Selected Pit Shell 36

4. Pit design

Pit shell 36 provided guidance for the life of mine (LOM) detailed pit design work. The pit design parameters were informed by the historical mining information taken from the Quantum database and are in keeping with established mining practice (Table 2). The final pit design (Figure 2) reconciles within 5% of the optimisation shell.

Table 2 – Pit Design Criteria

Pit Design Parameter
Pit Wall Parameters	Batter Face Angle	60º
	Berm Width	5m
	Berm Spacing	12m
Haul Road Design	Width- Dual Lane- Single Lane	21.0m12.0m
	Gradient	10%

Figure 2: Life of Mine Pit Design

5. Mining Schedule

The mine production schedule was developed in Microsoft Excel. The schedule was based on annual periods targeting an annual mill throughput rate of 500,000 tonnes (Table 3 and Figure 4: Annual Stockpile Balance

). The schedule is based on bench by bench mining of material classified as clay, carbonate, saprolite, saprock and fresh rock Table 4 and Figure 4). Clay mill feed was delayed until year 6 by Quantum. As such, a re-handle stockpiles will be developed. The mining schedule will be refined prior to the commencement of mining once the process flowsheet has been optimised and the target mill specifications by period are finalised.

		Waste	Strip Ratio	Ore Processed
Year	Ore MinedMovement(Mt)(Mt)		(Waste Mined:Ore Mined)	Tonnes (Mt)	TGC %
1	1.22	10.29	8.43	0.50	10.08
2	0.53	2.08	3.92	0.50	10.48
3	0.75	2.84	3.79	0.50	11.34
4	0.33	0.95	2.88	0.50	11.42
5	0.66	1.51	2.29	0.50	12.84
6	0.41	0.72	1.76	0.50	12.49
7	0.19	0.16	0.84	0.50	12.35
8		0	0	0.50	13.53
TOTAL	4.00	18.55	4.64	4.00	11.89

Table 3 – Summary Mine Production Schedule

Table 4 – Material Mined

Year	Ore Type 500(Clay) (Mt)	Ore Type 400(Carbonate)(Mt)	Ore Type 300(Saprolite) (Mt)	Ore Type 200(Saprock) (Mt)	Ore Type 100(Fresh) (Mt)
1	0.63	0.10	0.06	0.43	0.00
2	0.01	0.00	0.01	0.52	0.00
3	0.00	0.00	0.00	0.67	0.08
4	0.00	0.00	0.00	0.20	0.14
5	0.00	0.00	0.00	0.31	0.36
6	0.00	0.00	0.00	0.05	0.36
7	0.00	0.00	0.00	0.00	0.09
8	0.00	0.00	0.00	0.00	0.00
TOTAL	0.64	0.10	0.07	2.17	1.02

Figure 3: Annual Material Movements

Figure 4: Annual Stockpile Balance

Table 5 – Summary Processing Schedule

Year	Ore Processed		Ore Type500 (Clay)(Mt)	Ore Type400(Carbonate)	Ore Type300(Saprolite)	Ore Type 200(Saprock)(Mt)	Ore Type100 (Fresh)(Mt)
	Tonnes (Mt)TGC %			(Mt)	(Mt)
1	0.50	10.08	0.00	0.10	0.06	0.34	0.00
2	0.50	10.48	0.00	0.00	0.01	0.49	0.00
3	0.50	11.34	0.00	0.00	0.00	0.50	0.00
4	0.50	11.42	0.00	0.00	0.00	0.48	0.02
5	0.50	12.84	0.00	0.00	0.00	0.31	0.19
6	0.50	12.49	0.10	0.00	0.00	0.05	0.35
7	0.50	12.35	0.24	0.00	0.00	0.00	0.26
8	0.50	13.53	0.28	0.00	0.00	0.00	0.22
TOTAL	4.00	11.89	0.62	0.10	0.07	2.17	1.04

6. Ore Reserve Estimate

The Ore Reserve estimate was based on the modifying factors presented in Table 6.

Input	Unit	Value
Mill throughput	Mtpa	0.5
Product Price	A$/t	1,312.86
Royalty	%	5.0
Processing Cost	A$/t milled	55.3
General and Administration	A$/t milled	4.82
Mine supervision, grade control	A$/t milled	0.50
Average Mining Cost	A$/t mined	2.50
Processing recovery(Variable, with average shown)	%	84
Mining recovery	%	95
Mining dilution added	%	Nil
Overall Pit Wall Slope Angle(inclusive of a ramp system)	degrees	44
Initial capital expenditure	A$M	79.98
Sustaining capital	A$/year	4.0
Asset closure and monitoring	A$/year	0.5

Table 6 – Summary Modifying Factors used for Ore Reserve estimation

A detailed summary of the supporting data and modifying factors is provided in Appendix B (Table 1 of the JORC Code 2012). Table 7 provides a summary of the Ore Reserve estimate as of 19 September 2019. The Ore Reserve estimate is inclusive of the Mineral Resource estimate and is stated in dry metric tonnes.

Table 7 – Ore Reserve – As of 19 September 2019 (inclusive of Mineral Resources)

Classification	Tonnes(1)(kt)	Total Graphitic Carbon(%)
Proved	811	11.66
Probable	3,191	11.95
Total	4,003	11.89

Notes: 1. Tonnes are expressed in dry metric tonnes

The reported Ore Reserves have been compiled by Ms Karen Lloyd. Ms Lloyd is a Fellow of the Australasian Institute of Mining and Metallurgy and Principal of Jorvik Resources Pty Ltd. Ms Lloyd has sufficient experience, relevant to the style of mineralisation and type of deposit under consideration and to the activity she is undertaking, to qualify as a Competent Person as defined in the 'Australasian Code for Reporting of Mineral Resources and Ore Reserves' of December 2012 ("JORC Code") as

prepared by the Joint Ore Reserves Committee of the Australasian Institute of Mining and Metallurgy, the Australian Institute of Geoscientists and the Minerals Council of Australia.

Figure 6: Plan View, Uley 2 Ore Reserve Estimate – September 2019

Pit	RevenueFactor	Rock (Mt)	Waste (Mt)	Ore (Mt)	StripRatio	TGC(kt)	TGC (%)	undiscountedCash Flow (A$)
1	0.30	0.01	0.01	0.00	6.31	0	30.09	0.23
2	0.32	0.03	0.02	0.00	6.78	1	27.79	0.93
3	0.34	0.27	0.24	0.03	8.35	8	27.04	6.48
4	0.36	0.59	0.52	0.07	7.98	17	25.87	14.72
5	0.38	0.67	0.59	0.08	7.38	20	24.94	16.88
6	0.40	0.71	0.62	0.09	7.03	22	24.29	18.07
7	0.42	1.49	1.31	0.18	7.17	41	22.35	33.15
8	0.44	2.29	1.98	0.31	6.44	63	20.60	49.36
9	0.46	4.12	3.60	0.53	6.81	104	19.76	81.83
10	0.48	4.66	4.04	0.62	6.51	119	19.15	89.22
11	0.50	5.32	4.58	0.74	6.18	137	18.49	99.87
12	0.52	5.55	4.74	0.81	5.84	146	18.01	103.22
13	0.54	5.82	4.94	0.88	5.60	155	17.59	106.75
14	0.56	10.66	9.43	1.24	7.61	217	17.52	139.36
15	0.58	11.92	10.53	1.39	7.58	238	17.14	148.96
16	0.60	14.03	12.43	1.60	7.78	268	16.79	161.01
17	0.62	14.22	12.55	1.67	7.51	276	16.50	162.78
18	0.64	14.73	12.97	1.76	7.38	286	16.26	165.75
19	0.66	14.97	13.15	1.83	7.20	293	16.03	167.55
20	0.68	17.25	15.10	2.14	7.05	329	15.34	181.71
21	0.70	18.22	15.83	2.38	6.65	352	14.78	189.81
22	0.72	18.95	16.37	2.58	6.36	370	14.37	194.45
23	0.74	19.38	16.66	2.72	6.13	383	14.08	197.48
24	0.76	19.54	16.71	2.83	5.91	391	13.83	198.55
25	0.78	20.15	17.14	3.01	5.70	406	13.51	201.20
26	0.80	20.64	17.48	3.17	5.52	419	13.23	203.20
27	0.82	21.02	17.71	3.30	5.37	429	13.00	204.55
28	0.84	21.29	17.89	3.40	5.27	436	12.85	205.14
29	0.86	21.41	17.92	3.49	5.14	443	12.69	205.45
30	0.88	21.66	18.08	3.58	5.05	449	12.54	205.89
31	0.90	21.84	18.17	3.67	4.95	455	12.40	206.22
32	0.92	22.32	18.55	3.77	4.93	462	12.27	206.64
33	0.94	22.39	18.56	3.82	4.86	466	12.18	206.74
34	0.96	22.46	18.57	3.90	4.77	470	12.06	206.79
35	0.98	22.51	18.56	3.95	4.69	473	11.97	206.81
36	1.00	22.55	18.55	4.00	4.63	476	11.89	206.82
37	1.02	22.68	18.60	4.07	4.57	480	11.79	206.80
38	1.04	22.91	18.78	4.13	4.54	484	11.70	206.76
39	1.06	22.94	18.76	4.18	4.48	486	11.63	206.74
40	1.08	23.04	18.80	4.24	4.43	490	11.54	206.68

APPENDIX A - Pit Optimisation Results

Pit	RevenueFactor	Rock (Mt)	Waste (Mt)	Ore (Mt)	StripRatio	TGC(kt)	TGC (%)	undiscountedCash Flow (A$)
41	1.10	23.21	18.90	4.30	4.40	493	11.46	206.57
42	1.12	23.28	18.92	4.36	4.34	496	11.37	206.48
43	1.14	23.34	18.94	4.41	4.30	498	11.31	206.41
44	1.16	23.43	18.98	4.45	4.26	501	11.24	206.31
45	1.18	23.58	19.07	4.51	4.23	503	11.17	206.09
46	1.20	25.29	20.58	4.72	4.36	516	10.95	203.72
47	1.22	25.57	20.80	4.77	4.36	519	10.89	203.43
48	1.24	25.74	20.93	4.80	4.36	521	10.85	203.29
49	1.26	26.01	21.16	4.84	4.37	523	10.81	203.03
50	1.28	26.23	21.33	4.90	4.36	526	10.75	202.68
51	1.30	26.31	21.38	4.93	4.34	528	10.70	202.56
52	1.32	26.34	21.39	4.95	4.32	529	10.67	202.50
53	1.34	26.41	21.42	4.99	4.29	530	10.63	202.35
54	1.36	26.55	21.53	5.02	4.29	532	10.59	202.08
55	1.38	26.56	21.52	5.04	4.27	533	10.57	202.06
56	1.40	26.71	21.65	5.06	4.27	534	10.54	201.82
57	1.42	26.74	21.66	5.08	4.26	534	10.52	201.76
58	1.44	26.78	21.68	5.10	4.25	535	10.50	201.69
59	1.46	26.82	21.71	5.11	4.25	536	10.48	201.63
60	1.48	26.84	21.72	5.12	4.24	536	10.47	201.58
61	1.50	26.86	21.73	5.13	4.23	537	10.45	201.54
62	1.52	26.95	21.81	5.15	4.24	537	10.43	201.37
63	1.54	26.96	21.81	5.16	4.23	537	10.42	201.35
64	1.56	27.15	21.98	5.17	4.25	538	10.40	201.02
65	1.58	27.16	21.98	5.18	4.24	539	10.40	201.01
66	1.60	27.16	21.97	5.19	4.23	539	10.38	200.99
67	1.62	27.20	22.00	5.20	4.23	539	10.37	200.93
68	1.64	27.34	22.12	5.22	4.24	540	10.35	200.61
69	1.66	27.47	22.23	5.24	4.24	541	10.32	200.21
70	1.68	27.49	22.24	5.25	4.24	541	10.31	200.15
71	1.70	27.53	22.27	5.26	4.24	542	10.30	200.08
72	1.72	27.55	22.29	5.26	4.24	542	10.30	200.02
73	1.74	27.68	22.41	5.27	4.26	542	10.30	199.79
74	1.76	27.70	22.43	5.28	4.25	543	10.28	199.74
75	1.78	27.72	22.44	5.28	4.25	543	10.27	199.69
76	1.80	27.85	22.56	5.29	4.26	543	10.26	199.49
77	1.84	27.86	22.56	5.30	4.26	543	10.25	199.46
78	1.88	27.87	22.57	5.31	4.25	544	10.24	199.43
79	1.90	27.96	22.65	5.31	4.26	544	10.24	199.28
80	1.92	28.05	22.74	5.31	4.28	544	10.24	199.12
81	1.94	28.05	22.74	5.32	4.28	544	10.23	199.11
82	1.96	28.15	22.84	5.32	4.29	544	10.24	198.95

Pit	RevenueFactor	Rock (Mt)	Waste (Mt)	Ore (Mt)	StripRatio	TGC(kt)	TGC (%)	undiscountedCash Flow (A$)
83	1.98	28.32	23.00	5.32	4.32	545	10.23	198.56
84	2.00	28.33	23.01	5.32	4.32	545	10.23	198.54

Appendix B - JORC Code 2012 Table 1

Section 1 Sampling Techniques and Data (Criteria in this section apply to all succeeding sections)

Criteria	JORC Code Explanation	Commentary	CompetentPerson
Samplingtechniques	Nature and quality of sampling (e.g. cut channels, randomchips, or specific specialised industry standard measurementtools appropriate to the minerals under investigation, such asdown hole gamma sondes, or handheld XRF instruments, etc).These examples should not be taken as limiting the broadmeaning of sampling.Include reference to measures taken to ensure samplerepresentivity and the appropriate calibration of anymeasurement tools or systems used.Aspects of the determination of mineralisation that areMaterial to the Public Report.In cases where 'industry standard' work has been done thiswould be relatively simple (e.g. 'reverse circulation drilling wasused to obtain 1m samples from which 3kg was pulverised toproduce a 30g charge for fire assay'). In other cases, moreexplanation may be required, such as where there is coarsegold that has inherent sampling problems. Unusualcommodities or mineralisation types (e.g. submarine nodules)may warrant disclosure of detailed information.	All holes used in the Resource Estimate were HQ diamonddrillholes, sampling moderately dipping strata bound graphitemineralised zones.30 vertical drillholes were used for ore definition together with 114drillholes drilled at -60° towards 090.Half cores samples were obtained on geological intervals, typically1m in length but ranging from 0.3m to 4m.High grade graphite mineralisation is reasonably visible duringgeological logging and sampling.Visibly mineralised intervals were crushed and pulverised to at least85% passing 75μm, then sent to ALS Brisbane for analysis by LECOmethod.The sample preparation and assaying techniques are industrystandard and appropriate for this type of mineralisation.Some core material remains selectively sampled.	KL
Drillingtechniques	Drill type (e.g. core, reverse circulation, open-hole hammer,rotary air blast, auger, Bangka, sonic, etc) and details (e.g. corediameter, triple or standard tube, depth of diamond tails, facesampling bit or other type, whether core is oriented and if so,by what method, etc).	All holes used in the Resource Estimate were drilled from surface.30 vertical drillholes were drilled using HQ standard tube and werenot orientated.114 angled drillholes were drilled using HQ triple tube. Downholesurveys were obtained using a Ranger SS118 downhole camera.The angled drillholes were orientated using the Reflex ACT II RDcore orientation tool.	KL
Drill samplerecovery	Method of recording and assessing core and chip samplerecoveries and results assessed.	Core recovery was captured by logging "Core Loss" in areas of no orlow recovery.	KL

Criteria	JORC Code Explanation	Commentary	CompetentPerson
	Measures taken to maximise sample recovery and ensurerepresentative nature of the samples.Whether a relationship exists between sample recovery andgrade and whether sample bias may have occurred due topreferential loss/gain of fine/coarse material.	Industry standard procedures/techniques were employed toensure maximum downhole recovery. Overall core recovery for allresource drillholes is 87%.There has been no identified relationship between sample recoveryand grade.
Logging	Whether core and chip samples have been geologically andgeotechnically logged to a level of detail to supportappropriate Mineral Resource estimation, mining studies andmetallurgical studies.Whether logging is qualitative or quantitative in nature. Core(or costean, channel, etc) photography.The total length and percentage of the relevant intersectionslogged.	Geological and geotechnical logging of the drillholes is of anappropriate standard to support a Mineral Resource estimation,mining studies and metallurgical studies.Geological core logging is qualitative.Core photography is available.The total cumulative length of the sample intervals for all holesused for resource definition was 11,270 m (90% of total core lengthwas sampled).	KL
Sub-samplingtechniques andsamplepreparation	If core, whether cut or sawn and whether quarter, half or allcore taken.If non-core, whether riffled, tube sampled, rotary split, etc andwhether sampled wet or dry.For all sample types, the nature, quality and appropriatenessof the sample preparation technique.Quality control procedures adopted for all sub-sampling stagesto maximise representivity of samples.Measures taken to ensure that the sampling is representativeof the in-situ material collected, including for instance resultsfor field duplicate/second-half sampling.Whether sample sizes are appropriate to the grain size of thematerial being sampled.	Half core samples were taken. In competent core, these were cutby diamond saw.In incompetent material, the sample wascollected by manual halving of the material. Half core sampling isan appropriate, industry standard technique.Bulk reject duplicate samples were taken in the current angleddrillholes to ensure sample representivity. These duplicates weretypically inserted at a frequency of 1 in 100 samples (1% rate ofinsertion). Certified reference standards were inserted at a typicalrate of 1 in 20 samples (5% rate of insertion) for quality assurancechecks of analyses reported by the mineral testing laboratory ALSGlobal.There is no record of field duplicate samples or standards havingbeen submitted in the 30 vertical drillholes to test samplingrepresentativity.Samples from the 18 vertical CRAE drillholes were crushed andsieved on site prior to dispatching the coarse +75μm to ALS-Chemexfor assaying. There is no available data on the weights of the sievedfractions. If the fine fraction made up a significant proportion ofthe total sample, assays from the coarse fractions should be higher	KL

Criteria	JORC Code Explanation	Commentary	CompetentPerson
		than corresponding whole rock assays. A comparison of gradesfrom the CRAE drilling with the whole rock assays from otherdrilling programmes shows no difference in grade tenor. Visualcomparison of grades in the CRAE drillholes with neighbouringholes from the other programme likewise shows no notabledifference in grade tenor. As such, despite the description ofassaying of coarse fractions only, the assays from the CRAE drillingare treated in the same manner as whole rock assays with notonnage correction required.Some discrepancies were noted in the C values in the CRAEsamples, with non-carbonate C occasionally being greater than theTotal C value. These are assumed to reflect a lack of completehomogenization in the crushing/sieving process carried out on site.Sample preparation on the 12 vertical drillholes (2011 campaign)and the 92 angled drillholes (2014 and 2015 campaigns) wasundertaken by ALS Adelaide. Samples were crushed and split to>70% passing -6mm and pulverized to >85% passing 75μm prior toassaying by ALS Brisbane.Sample sizes (half core samples) are deemed appropriate for thematerial that is being sampled.
Quality of assaydata andlaboratory tests	The nature, quality and appropriateness of the assaying andlaboratory procedures used and whether the technique isconsidered partial or total.Forgeophysicaltools,spectrometers,handheldXRFinstruments, etc, the parameters used in determining theanalysis including instrument make and model, reading times,calibrations factors applied and their derivation, etc.Nature of quality control procedures adopted (e.g. standards,blanks, duplicates, external laboratory checks) and whetheracceptable levels of accuracy (ie lack of bias) and precisionhave been established.	Techniques used are:C-IR18 (Graphitic carbon by LECO analyser).C-CAL15 (Inorganic carbon by difference).C-IR17 (Organic carbon by LECO analyser).C-CON01 (Carbon concentrate by LECO analyser).C-IR07 Total Carbon by LECO analyser).C-IR18 was used for the 2014 and 2015 samples, and C-IR17 wasused for previous samples. As the rocks are assumed to contain noorganic material (supported by petrographic study), the differencebetween these two techniques is less than the analytical error ofthe techniques and hence considered negligible.Bulk reject duplicate samples were taken in the 2014 angled	KL

Criteria	JORC Code Explanation	Commentary	CompetentPerson
		drillholes at a typical frequency of 1 in 100 samples (1% rate ofinsertion). Certified reference standards were inserted at a typicalrate of 1 in 20 samples (5% rate of insertion).There is no record of field duplicate samples or standards havingbeen submitted in the 30 vertical drillholes.Internal laboratory QAQC for all sampling has been reviewed withno problems highlighted with respect to sampling bias or precision.
Verification ofsampling andassaying	The verification of significant intersections by eitherindependent or alternative company personnel.The use of twinned holes.Documentation of primary data, data entry procedures, dataverification, data storage (physical and electronic) protocols.Discuss any adjustment to assay data.	Metallurgical drillholes were designed to allow for twin drillinganalysis. Analysis demonstrated acceptable comparative interceptsfor tenor and thickness of mineralization.Assays in the database have been checked against laboratorycertificates and original logs which contained assay data. Noinconsistencies were identified.Non-sampled intervals were assumed to be "unmineralised" andgiven a Graphitic C value of 0.01%, equivalent to half the detectionlimit of C-IR18.No adjustments to any assay data were done.	KL
Location ofdata points	Accuracy and quality of surveys used to locate drillholes (collarand down-hole surveys), trenches, mine workings and otherlocations used in Mineral Resource estimation.Specification of the grid system used.Quality and adequacy of topographic control.	Drill location co-ordinates are reported in Uley Mine Grid(transformed to truncated AMG). The reported truncation was:Easting = 554,216.866mNorthing = 6,139,092.867mADH= RL + 404.252mDrillhole collars have been re-surveyed in the field and these gridtransformations validated. All drillholes were re-surveyed during2014 by PA Dansie & Associates Pty Ltd.A complete site survey was undertaken during 2014 by Maptek PtyLtd.	KL
Data spacinganddistribution	Data spacing for reporting of Exploration Results.Whether the data spacing and distribution is sufficient toestablish the degree of geological and grade continuityappropriate for the Mineral Resource and Ore Reserveestimation procedure(s) and classifications applied.	No exploration results are reported or included in this MineralResource estimate.Diamond drilling on an infill spacing of up to 25m X 25m was usedto estimate geological and grade continuity at a level deemedappropriate for the classification and reporting of a Mineral	KL

Criteria	JORC Code Explanation	Commentary	CompetentPerson
	Whether sample compositing has been applied.	Resource estimate (updated estimate).1m sample composites were used during the resource estimationprocess.
Orientation ofdata in relationto geologicalstructure	Whether the orientation of sampling achieves unbiasedsampling of possible structures and the extent to which this isknown, considering the deposit type.If the relationship between the drilling orientation and theorientation of key mineralised structures is considered to haveintroduced a sampling bias, this should be assessed andreported if material.	Drilling orientation is considered appropriate considering thedeposit type and orientation of moderately WNW dippingmineralisation. Sampling bias related to the orientation of samplingis considered minimal.	KL
Sample security	The measures taken to ensure sample security.	All reasonable measures were being taken to ensure sample securityalong the value chain. These measures included the recording ofsample dispatch and receipt reports, secure storage of samples, anda locked and gated core shed.The assay method used is destructive. A representative samplelibrary is maintained on site for reference.	KL
Audits orreviews	The results of any audits or reviews of sampling techniques anddata.	No formal third-party audits have been undertaken to date.Laboratory procedures and manuals are comprehensivelydocumented on-site and both the AMDEL and ALS laboratories areconsidered to be reputable laboratories for carbon analysis. As theassaying techniques used are broadly destructive techniques, with alimited ash residue, they are not suited for replicate analysis.The quality control protocols implemented at Uley 2 are consideredto represent good industry practice and allow assessment ofanalytical precision and accuracy to a degree. The assay data isconsidered to display an acceptable level of precision and accuracy.Internal laboratory QAQC data (standards, blanks and duplicates)have been reviewed and no significant problems were identifiedregarding the quality of the chemical assaying.	KL

Criteria	JORC Code Explanation	Commentary	CompetentPerson
Mineraltenement andland tenurestatus	Type, reference name/number, location and ownershipincluding agreements or material issues with third partiessuch as joint ventures, partnerships, overriding royalties,native title interests, historical sites, wilderness or nationalpark and environmental settings.The security of the tenure held at the time of reportingalong with any known impediments to obtaining a licenceto operate in the area.	The Uley Graphite Project consists of five contiguous tenements onthe Eyre Peninsula of South Australia, of which two are retentionleases, two are mining leases and one is an exploration licence.Tenement identification numbers are: RL66, RL67, ML5561, ML5562and EL6224.Mining development is subject to the approved Program forEnvironmental Protection and Rehabilitation (PEPR) and anEnvironmental Licence which is mandated under South AustralianState legislation.QGL has a 100% interest in these tenements and no royalty, jointventure or other material agreements are in place other than aroyalty of 1.5% with its former parent company, SER.Tenement ownership is secure with expiration dates varying from2016 (EL6224) to March 2017 (ML5561 and ML5562). There are noknown impediments to obtaining a license to operate in the area.	KL
Explorationdone by otherparties	Acknowledgment and appraisal of exploration by otherparties.	Historically a number of parties have undertaken exploration on theleases. The data set held by QGL, and used in the resource update,includes all available information.	KL
Geology	Deposit type, geological setting and style of mineralisation.	Graphite is developed as a constituent mineral in coarse progrademetamorphic assemblages as well as in the fabric and foliation ofmicaceous schists. These are interpreted to be the folded, thrustedand metamorphosed equivalents of the Cook Gap Schist. Folding ofstratigraphy on various local scales is obvious from the core logging.	KL
DrillholeInformation	A summary of all information material to theunderstanding of the exploration results including atabulation of the following information for all Materialdrillholes:	A summary of all drillholes used in the Resource Estimate is providedin Section 8.3 1 of the Mineral Resource estimate report.	VO/KL
	easting and northing of the drillhole collarelevation or RL (Reduced Level – elevation above sea
	level in metres) of the drillhole collar

Section 2 Reporting of Exploration Results (Criteria listed in the preceding section also apply to this section)

Criteria	JORC Code Explanation	Commentary	CompetentPerson
	dip and azimuth of the holedown hole length and interception depthhole lengthIf the exclusion of this information is justified on the basisthat the information is not Material and this exclusion doesnot detract from the understanding of the report, theCompetent Person should clearly explain why this is thecase.
Dataaggregationmethods	In reporting Exploration Results, weighting averagingtechniques, maximum and/or minimum grade truncations(e.g. cutting of high grades) and cut-off grades are usuallyMaterial and should be stated.Where aggregate intercepts incorporate short lengths ofhigh-grade results and longer lengths of low-grade results,the procedure used for such aggregation should be statedand some typical examples of such aggregations should beshown in detail.The assumptions used for any reporting of metalequivalent values should be clearly stated.	This Table accompanies a Resource Estimation, and is not reportingExploration results.No metal equivalents are used.	KL
Relationshipbetweenmineralisationwidths andinterceptlengths	These relationships are particularly important in thereporting of Exploration Results.If the geometry of the mineralisation with respect to thedrillhole angle is known, its nature should be reported.If it is not known and only the down hole lengths arereported, there should be a clear statement to this effect(e.g. 'down hole length, true width not known').	As this table accompanies a Resource Estimation, and is notreporting Exploration results, this section is not applicable.The relationships are captured and defined on a hole-by-hole basisin the resource model and orientations of holes to mineralised zoneare appropriately accounted for in the estimate.	KL
Diagrams	Appropriate maps and sections (with scales) andtabulations of intercepts should be included for anysignificant discovery being reported These should include,but not be limited to a plan view of drillhole collar locationsand appropriate sectional views.	Refer to Section 4 of the Mineral Resource estimate report	VO/KL

Criteria	JORC Code Explanation	Commentary	CompetentPerson
Balancedreporting	Where comprehensive reporting of all Exploration Resultsis not practicable, representative reporting of both low andhigh grades and/or widths should be practiced to avoidmisleading reporting of Exploration Results.	QGL carry out balanced reporting of exploration results.Selective sampling of visible graphitic material only has been carriedout on the 2011 and current drill core.	VO/KL
Othersubstantiveexplorationdata	Other exploration data, if meaningful and material, shouldbe reported including (but not limited to): geologicalobservations; geophysical survey results; geochemicalsurvey results; bulk samples – size and method oftreatment; metallurgical test results; bulk density,groundwater, geotechnical and rock characteristics;potential deleterious or contaminating substances.	All available and material exploration information has beenconsidered. This comprised a drilling database, previous estimatesand reports, academic literature, petrological reports, metallurgicaltest work reports, dry rock density determinations, and site visitphotography/communication. Historical production records fromthe original Uley Mine provided assumptions related to futurepotential economic extraction.	KL
Further work	The nature and scale of planned further work (e.g. tests forlateral extensions or depth extensions or large-scale stepout drilling).Diagrams clearly highlighting the areas of possibleextensions, including the main geological interpretationsand future drilling areas, provided this information is notcommercially sensitive.	Exploration work to quantify the extent and continuity ofmineralisation within the QGL-held tenure is ongoing. This workincludes planned additional diamond and reverse circulation drilling,further geophysical surveys and geological mapping. Details of thisexploration effort are deemed commercially sensitive.	KL

Criteria	JORC Code Explanation	Commentary	CompetentPerson
Databaseintegrity	Measures taken to ensure that data has not beencorrupted by, for example, transcription or keying errors,between its initial collection and its use for MineralResource estimation purposes.Data validation procedures used.	Data has been provided by QGL in the form of an Access database.A total of 18 1993 era diamond drill holes drilled by Graphite Mines ofAustralia, 12 SER diamond drillholes drilled in 2011, and 112 Valenceangled diamond drillholes in the Uley area have been used in theresource modelling update. The database used for resource estimationconsists solely of diamond drilling and has been reviewed and revalidated for obvious errors by Wicklow prior to commencing theresource estimation study. The assay data has been cross-checkedagainst assay certificates provided by ALS Chemex.The following checks were completed prior to uploading the drilling datainto a Surpac database:Check and correct overlapping intervals.Ensure downhole surveys existed at a 0m depth.Ensure consistency of depths between different data tables, forexample survey, collar and assays.Check gaps in the assay data were replaced by -1 as a code formissing data. Non-sampled intervals were assigned a value of 0.01%Graphitic C.	VO
Site visits	Comment on any site visits undertaken by the CompetentPerson and the outcome of those visits.If no site visits have been undertaken indicate why this isthe case.	Site visits were completed by the competent person in September andDecember 2018.	VO
Geologicalinterpretation	Confidence in (or conversely, the uncertainty of) thegeological interpretation of the mineral deposit.Nature of the data used and of any assumptions made.The effect, if any, of alternative interpretations on MineralResource estimation.The use of geology in guiding and controlling MineralResource estimation.	The current geological interpretation is based on a review of previousestimates and reports and has been augmented by the geological andstructural information provided by the additional drillholes not availablefor the May 2015 MRE.Information from site visits and geological reports suggests the graphitelenses occurs within an anticlinorium i.e. a fold with parasitic folds on itslimbs, as occurred in the now depleted Uley mine to the north. Thecurrent model is of a recumbent antiform plunging very shallowly to the	VO

Section 3 Estimation and Reporting of Mineral Resources (Criteria listed in the preceding sections where relevant, also apply to this section)

Criteria		JORC Code Explanation		Commentary	CompetentPerson
		The factors affecting continuity both of grade and geology.		ENE, with HW lodes dipping shallowly to the WNW and FW lodes dippingmoderately (~33°) to the WNW.The deposit was previously constrained by Mineral Resource outlinesbased on mineralisation envelopes prepared using a 3.5 % TGC cut-off.On review the cut-off was adjusted to 2% TGC as the distribution in gradedemonstrates a distinct variance at 2%. This likely represents the breakbetween "ore" and waste. The adjusted mineralisation interpretationapplied a minimum 2m down hole intercept with a maximum of 2 minternal waste.Geometallurgical domains were created to allow for the modelling of Cas CO3cohesively and guide the 2018 metallurgical test work program.The geometallurgical domains (geodomains) are delineated based onlithology, mineralogy, weathering and C as CO3 content. A "carbonate"shell was created to define elevated C as CO3 based on a 1% C as CO3cut-off.
Dimensions		The extent and variability of the Mineral Resourceexpressed as length (along strike or otherwise), plan width,and depth below surface to the upper and lower limits ofthe Mineral Resource.		The drilling relevant to the Mineral Resource estimate at Uley 2 extendsover a distance of 375 m (from 9,225 m grid N to 9,600 m grid N) andincludes a 125 m vertical interval from approximately 375 m to 500 m.The graphitic mineralisation is interpreted to extend along the full strikedistance. Depth of interpreted mineralisation varies as structural eventsresulted in the plunge to the north-east of the tight isoclinal folds thathost mineralisation. Mineralisation becomes shallower and closer to thesurface towards the south-west of Uley 2.	VO
Estimation andmodellingtechniques		The nature and appropriateness of the estimationtechnique(s) applied and key assumptions, includingtreatmentofextremegradevalues,domaining,interpolation parameters and maximum distance ofextrapolation from data points. If a computer assistedestimation method was chosen include a description ofcomputer software and parameters used.The availability of check estimates, previous estimatesand/or mine production records and whether the Mineral		Based on the dominant sample length, 1 m composites for TGC and C asCO3 were extracted within the coded mineralisation by geodomains.Variable length compositing was used to ensure that no residuals werecreated.An assessment of the Coefficient of Variation (CV – ratio of the standarddeviation to the mean) parameter resulted in the decision to top-cut C asCO3 during grade estimation for some fresh domains. The CV was low forTGC within each mineralisation domain and therefore a top-cut was notrequired.	VO

Criteria	JORC Code Explanation	Commentary	CompetentPerson
	Resource estimate takes appropriate account of such data.The assumptions made regarding recovery of by-products.Estimation of deleterious elements or other non-gradevariables of economic significance (e.g. sulphur for acidmine drainage characterisation).In the case of block model interpolation, the block size inrelation to the average sample spacing and the searchemployed.Any assumptions behind modelling of selective miningunits.Any assumptions about correlation between variables.Description of how the geological interpretation was usedto control the resource estimates.Discussion of basis for using or not using grade cutting orcapping.The process of validation, the checking process used, thecomparison of model data to drillhole data, and use ofreconciliation data if available.	TGC (%) and C as CO3 (%) were estimated into the block model usingOrdinary Kriging (OK) utilising the cut 1m composites in Surpac miningsoftware. Grade estimation was constrained to blocks inside individualmineralisation wireframes and geodomains with hard boundariesapplied. Results below the detection limit were assigned a value of 0.01% for both graphitic C and C as CO3.Variograms were generated to assess the spatial continuity of TGC and Cas CO3 and as inputs to the kriging algorithm used to interpolate grades.Snowden Supervisor software was used to generate and model thevariograms within each geodomain. The major direction (direction ofmaximum continuity) was oriented along strike with the intermediate(semi-major) direction oriented horizontally and the minor directionoriented orthogonal to the dip plane.A Surpac block model was used for the estimate with a block size of 12.5m NS by 12.5 m EW by 4m vertical with sub-cells of 6.275 m by 6.275 mby 1 m. The chosen parent block size is based on the nominal drill holespacing along with consideration of the geometry of the mineralisationand the results of the grade continuity analysis.OK grade interpolation used an oriented 'ellipsoid' search to select datafor interpolation. Estimation parameters were developed specifically forTGC and C as CO3 within each mineralised geodomain. Where cohesivevariograms could not be achieved due to limited data, parameters wereborrowed from other like domains. Search directions were adjusted toallow for variations in orientation as a result of folding.A three-step qualitative and quantitative process was applied to validatethe grade estimate. This included visual comparison of block grades andthe input drill hole composites and global comparisons of these grades.The grade trends shown by the composite data are honoured by theblock model within each domain. Trend plots comparing the model andcomposite grades along and across strike and with depth weregenerated. The plots displayed good correlation between the samplegrades and the block model grades in each direction.No other elements, deleterious or not, were estimated to date. No

Criteria		JORC Code Explanation		Commentary	CompetentPerson
				assumptions were made concerning mining selectivity beyond small tomedium scale open pit mining.
Moisture		Whether the tonnages are estimated on a dry basis or withnatural moisture, and the method of determination of themoisture content.		Tonnes are estimated based on an average dry in-situ bulk density value.	VO
Cut-offparameters		The basis of the adopted cut-off grade(s) or qualityparameters applied.		Optimisation studies completed in May 2015 on the previous Uley 2 MRE(Coffey) support the use of a 3.5% cut-off grade for Resource reporting.	VO/KL
Mining factorsor assumptions		Assumptions made regarding possible mining methods,minimum mining dimensions and internal (or, ifapplicable, external) mining dilution. It is always necessaryas part of the process of determining reasonable prospectsfor eventual economic extraction to consider potentialmining methods, but the assumptions made regardingmining methods and parameters when estimating MineralResources may not always be rigorous. Where this is thecase, this should be reported with an explanation of thebasis of the mining assumptions made.		The Uley graphite deposit has been historically mined by open cut miningmethods and it is assumed that this will still be the case for any futuremining operation in the area.No assumptions have been made about mining selectivity for specificmaterial types or quality.No external mining dilution or other factors have been applied to theresource estimate.
Metallurgicalfactors orassumptions		The basis for assumptions or predictions regardingmetallurgical amenability. It is always necessary as part ofthe process of determining reasonable prospects foreventual economic extraction to consider potentialmetallurgical methods, but the assumptions regardingmetallurgical treatment processes and parameters madewhen reporting Mineral Resources may not always berigorous. Where this is the case, this should be reportedwith an explanation of the basis of the metallurgicalassumptions made.		Petrographic studies by Pontifex Pty Ltd demonstrated a range ofgraphite flake sizes within a gneissic quartz-feldspar matrix. Minoramounts of mafic gangue minerals such as biotite, amphiboles andpyroxenes are also present. Biotite is shown to be intergrown with thegraphite in some samples. Graphite liberation test work completedduring 2014 and 2015 by QGL delivered promising results. Thesubsequent 2019 metallurgical campaign was designed to ensure thenecessary sample representivity across all geodomains. The 2019program exceeded the previous test work and was achieved utilisinglimited crushing and grinding to 0.6 mm followed by conventional frothflotation concentration with multiple stages of polishing. The resultantflake size distribution is.	MG

Criteria	JORC Code Explanation	Commentary					CompetentPerson
		Size fraction	Size fraction	Approx. weight	Graphitic C	LOI
		µm	(Mesh)	Distribution %	Purity %	%
		+300	+50	10.5	97.8	0.26
		-300+150	-50+100	35.4	97.2	0.34
		-150+75	-100+200	27.1	96.6	0.36
		-75	-200	27.0	90.7	0.73
Environmentalfactors orassumptions	Assumptions made regarding possible waste and processresidue disposal options. It is always necessary as part ofthe process of determining reasonable prospects foreventual economic extraction to consider the potentialenvironmental impacts of the mining and processingoperation. While at this stage the determination ofpotential environmental impacts, particularly for agreenfields project, may not always be well advanced, thestatus of early consideration of these potentialenvironmental impacts should be reported. Where theseaspects have not been considered this should be reportedwith an explanation of the environmental assumptionsmade.		Mining development is subject to the approved Program forEnvironmental Protection and Rehabilitation (PEPR).				KL
Bulk density	Whether assumed or determined. If assumed, the basis forthe assumptions. If determined, the method used,whether wet or dry, the frequency of the measurements,the nature, size and representativeness of the samples.The bulk density for bulk material must have beenmeasured by methods that adequately account for voidspaces (vugs, porosity, etc), moisture and differencesbetween rock and alteration zones within the deposit.Discuss assumptions for bulk density estimates used in theevaluation process of the different materials.		Bulk density test work was implemented by QGL in February 2019. Theanalysis was completed externally to Australian Standards by ALSAdelaide and designed to support on-site bulk density measurementscompleted as part of previous campaigns. Statistical analysis of the bulkdensity data determined a likely correlation between TGC or C as CO3content and bulk density, dependent on geodomain. Bulk density wasassigned to the model using calculations determined from the analysis.				VO
Classification	The basis for the classification of the Mineral Resources 		The Mineral Resource classification criteria were developed based on an				EM

Criteria	JORC Code Explanation	Commentary	CompetentPerson
	into varying confidence categories.Whether appropriate account has been taken of allrelevant factors (ie relative confidence in tonnage/gradeestimations, reliability of input data, confidence incontinuity of geology and metal values, quality, quantityand distribution of the data).Whether the result appropriately reflects the CompetentPerson's view of the deposit.	assessment of the following items:•Nature and quality of the drilling and sampling including QAQCreview.•Drilling density.•Confidence in the understanding of the underlying geological andgrade continuity and the structural characteristics.•Confidence in the estimate of the mineralised volume.•Bulk density data.•Model validation results.•The criteria listed in Table 1 Section 1 and Section 3 of the JORCCode.The resource classification scheme (Measured, Indicated and Inferred)adopted for the Uley 2 MRE was based on the following:• The majority of mineralisation was classified as Indicated Resourcewhere the drilling density was 25 mE x 25 mN. A portion of theResource where vertical drilling has reduced the drill density andsupported the thickness and grade was classified as MeasuredResource.• Where mineralisation wireframes were extrapolated to more thanhalf of the drill density (approximately 12.5 m), the Resource wasclassified as Inferred Resource. There is no extrapolation outside of anappropriate range for Inferred classification. Material outside of themineralisation envelopes was not classified.• Smaller mineralisation objects derived from minimal informingsamples (less than 2 drill holes) were classified as Inferred.• Bulk density data test work completed in 2018 increased confidence involume to tonnage conversions.The classification scheme as applied is considered to adequately reflectthe sample density and geological interpretation based on all availabledrillhole data.
Audits orreviews	The results of any audits or reviews of Mineral Resourceestimates.	No third-party reviews have been undertaken on the Mineral Resourceestimation process to date, though formal peer review as part of mine	VO

Criteria	JORC Code ExplanationCommentary		CompetentPerson
		planning processes have been completed.
Discussion ofrelativeaccuracy/confidence	Where appropriate a statement of the relative accuracyand confidence level in the Mineral Resource estimateusing an approach or procedure deemed appropriate bythe Competent Person. For example, the application ofstatistical or geostatistical procedures to quantify therelative accuracy of the resource within stated confidencelimits, or, if such an approach is not deemed appropriate,a qualitative discussion of the factors that could affect therelative accuracy and confidence of the estimate.The statement should specify whether it relates to globalor local estimates, and, if local, state the relevanttonnages, which should be relevant to technical andeconomic evaluation. Documentation should includeassumptions made and the procedures used.These statements of relative accuracy and confidence ofthe estimate should be compared with production data,where available.	The grade estimate is based on the assumption that open cut miningmethods will be applied and that a form of high confidence grade controlsampling, for example based on RC grade control drilling or ditch-witchbench top sampling, will be available for final ore/waste demarcation.As such the resource estimate should be considered to represent aglobal resource estimate.	EM

VO = Ms Vanessa O'Toole, an employee of Wicklow Resources Pty Ltd. KL = Ms Karen Lloyd, an executive director of Jorvik Resources Pty Ltd. MG = Mr Mark Giddy, an employee of Lycopodium Minerals Pty Ltd. EM = Ms Ellen Maidens, formerly an employee of Coffey.

'JORC Code 2012 Table 1' Section 4 Estimation and Reporting of Ore Reserves

(Criteria listed in section 1, and where relevant in sections 2 and 3, also apply to this section).

Criteria	JORC Code Explanation	Commentary	CompetentPerson
MineralResourceestimate forconversion toOre Reserves	Description of the Mineral Resource estimate used as a basisfor the conversion to an Ore Reserve.Clear statement as to whether the Mineral Resources arereported additional to, or inclusive of, the Ore Reserves.	The Uley 2 Mineral Resource estimate described in Section 3 formed thebasis for the conversion to Ore Reserves.The Mineral Resource estimate is inclusive of the Ore Reserve estimate.	KL
Site visits	Comment on any site visits undertaken by the CompetentPerson and the outcome of those visits.If no site visits have been undertaken indicate why this is thecase.	Ms Karen Lloyd, inspected the Uley site multiple times in the period January2014 – April 2015. Ms Lloyd has not inspected the site since April 2015 as afurther site inspection was not likely to reveal information material to theSeptember 2019 Mining Study Update or Ore Reserve estimate	KL
Study status	The type and level of study undertaken to enable MineralResources to be converted to Ore Reserves.The Code requires that a study to at least Pre-FeasibilityStudy level has been undertaken to convert MineralResources to Ore Reserves. Such studies will have beencarried out and will have determined a mine plan that istechnically achievable and economically viable, and thatmaterial Modifying Factors have been considered.	A feasibility study is being completed by Lycopodium Ltd using reliance onthe following parties:Market research and commodity priceQuantumMining operating and capital costLycopodiumMine planningJorvikMetallurgical and processingLycopodiumProcessing costsLycopodiumGeneral site operating costsQuantumGeneral site infrastructureQuantumGeotechnical investigationQuantumHydro(geo)logical investigationQuantumTailings storage facilityLycopodiumSocial and EnvironmentalQuantumLegal tenureQuantumGovernmentQuantum	KL
Cut-off	The basis of the cut-off grade(s) or quality parameters	A 3.5% graphitic carbon lower cut-off was used. This was based on an	KL
parameters	applied.	assessment of the grade tonnage curve and the operating cost profile.

Criteria	JORC Code Explanation	Commentary	CompetentPerson
Mining factorsor assumptions	The method and assumptions used as reported in the PreFeasibility or Feasibility Study to convert the Mineral Resourceto an Ore Reserve (i.e. either by application of appropriatefactors by optimisation or by preliminary or detailed design).The choice, nature and appropriateness of the selectedmining method(s) and other mining parameters includingassociated design issues such as pre-strip, access, etc.The assumptions made regarding geotechnical parameters(e.g. pit slopes, stope sizes, etc), grade control and preproduction drilling.The major assumptions made and Mineral Resource modelused for pit and stope optimisation (if appropriate).The mining dilution factors used.The mining recovery factors used.Any minimum mining widths used.The manner in which Inferred Mineral Resources are utilisedin mining studies and the sensitivity of the outcome to theirinclusion.The infrastructure requirements of the selected miningmethods.	Mining will be undertaken by conventional open pit methods ofload and haul, utilising small mining equipment comprising 100tdiesel hydraulic excavators and 60t off-highway dump trucks.Detailed pit design work was completed based on pit optimisationsusing Whittle Four-X optimisation software. Only Measured andIndicated Resources were used in the pit optimisation.The life of mine waste to ore strip ratio is approximately 4.6:1.Pit slope parameters were based on the slope parameters andconditions the historical Uley 1 pit and the supporting geotechnicalinvestigations undertaken by Barrett and Fuller.Grade control is expected to be undertaken using surface trenchingusing Ditch Witch equipment.No mining dilution was included in the optimisation work given theexpected strong visual mining control. A mining recovery of 95%was assumed.A minimum cutback mining width of 25m was adopted.The mine plan was based on Measured and Indicated Resources.The primary infrastructure required for the development of theProject includes the refurbishment of the existing Tailings Storagefacility, the construction of a new processing plant and theestablishment of a water borefield. The site has an existing powersupply and access is possible via the existing road infrastructure	KL
Metallurgicalfactors orassumptions	The metallurgical process proposed and the appropriatenessof that process to the style of mineralisation.Whether the metallurgical process is well-tested technologyor novel in nature.The nature, amount and representativeness of metallurgicaltest work undertaken, the nature of the metallurgicaldomaining applied and the corresponding metallurgicalrecovery factors applied.	The proposed metallurgical flowsheet includes conventionalprimary crushing and milling, followed by flotation with polishingregrinding to achieve clean graphite. Graphite concentrate drying,sizing and bagging of screened products to meet industry standardsize ranges will be performed. Tailings will be thickened to recoverwater and disposed of to a lined storage facility. The proposedmetallurgical process follows well accepted industry standardprocessing approaches and uses established, proven technologies.	MG

Criteria	JORC Code Explanation	Commentary	CompetentPerson
	Any assumptions or allowances made for deleteriouselements.The existence of any bulk sample or pilot scale test work andthe degree to which such samples are consideredrepresentative of the orebody as a whole.For minerals that are defined by a specification, has the orereserve estimation been based on the appropriate mineralogyto meet the specifications?	A testwork programme was conducted at the ALS Metallurgicallaboratory in Perth. Five composite samples were made uprepresenting the various geodomains identified. Graphitemineralisation appears to be similar across the geodomains with allsamples upgrading to over 95% purity (total graphitic carbon (TGC)grade) in 3 cleaning stages, but the differences in ganguemineralisation impacted on the flotation reagent regime required.For the master composite representing the life of mine geodomainblend, the recommended TGC recovery for economic evaluationwas 85%. Variabilities in feed blending in the mine schedule willtake account of the individual geodomain recoveries. The graphiteproduct has a large coarse flake fraction of typically 45-50% >150µm.Testwork is on-going for the tails settling and geo chemistry.Further work is also planned for regrinding mill optimisation andflotation scale-up to pilot scale cells.
Environmental	The status of studies of potential environmental impacts ofthe mining and processing operation. Details of waste rockcharacterisation and the consideration of potential sites,status of design options considered and, where applicable,the status of approvals for process residue storage and wastedumps should be reported.	Quantum has obtained approval under the Mining Act (1971) whichincludes a comprehensive Program for Environment Protection andRehabilitation (PEPR) and an environmental licence.Detailed impact assessments are on-going in areas including airquality, groundwater, surface water, flora, fauna, noise, social,visual, and heritageIt is expected that all predicted impacts may be adequatelymitigated and/or managed and that the site will be approved forre-establishment by the South Australian government.	KL
Infrastructure	The existence of appropriate infrastructure: availability ofland for plant development, power, water, transportation(particularly for bulk commodities), labour, accommodation;or the ease with which the infrastructure can be provided, oraccessed.	A new process plant and supporting infrastructure will beconstructed on site to process 0.5 Mtpa new feed and generate 55-60,000 tpa graphite product.Personnel will be accommodated in Port Lincoln which is 23km bysealed road from the Uley mine site.	KL

Criteria	JORC Code Explanation	Commentary	CompetentPerson
		Roads and power supply infrastructure in place to service theconstruction and subsequent plant operations phases.A water borefield will be established by Quantum prior to thecommencement of construction activitiesA transport and logistics study has been completed for supply ofoperating consumables and transport of the containerised productto offshore customers. .
Costs	The derivation of, or assumptions made, regarding projectedcapital costs in the study.The methodology used to estimate operating costs.Allowances made for the content of deleterious elements.The derivation of assumptions made of metal or commodityprice(s), for the principal minerals and co- products.The source of exchange rates used in the study.Derivation of transportation charges.The basis for forecasting or source of treatment and refiningcharges, penalties for failure to meet specification, etc.The allowances made for royalties payable, both Governmentand private.	The capital cost and operating cost estimates are commensuratewith a feasibility level study and were estimated by the Studycontributors as listed under the Study Status criterion discussedabove. The capital cost estimate has been developed through thecollation of a number of first principle estimates completed by thevarious Lycopodium Study contributors on completion of sufficientdesign works to provide bills of materials to the estimators,quotations from equipment providers and contracting companiesand estimates carried out directly by the owner's team. Theoperational cost estimate was developed on a 'first principle basis:Forecast operational manning levelsProposed organisation chartsReagent & consumables usage forecast by system modelling andbased on testwork usage ratesFuel utilisation estimatesCalculated power consumption from the electrical load listOperational readiness costsEstimated mining costsThe estimated capital costs for the Project are $79.98M.oThe mining costs were estimated at $2.50/t mined.oThe estimated process operating costs, including dryingoand bagging, for the Project are $439/dmt of concentrate.Royalties of 5% of were included in the operating estimates.	KL

Criteria	JORC Code Explanation	Commentary	CompetentPerson
	Revenue factors The derivation of, or assumptions made regarding revenuefactors including head grade, metal or commodity price(s)exchange rates, transportation and treatment charges,penalties, net smelter returns, etc.The derivation of assumptions made of metal or commodityprice(s), for the principal metals, minerals and co-products.	Assumptions made regarding revenue factors including headgrade, commodity price, exchange rates, transportation andtreatment charges have been derived by Quantum and relied uponby Ms Lloyd. An average LOM concentrate price of US$919/dmtwas used to inform the pit shell optimisation work.A long-term AUD:USD foreign exchange rate of 1.43 was adopted	KL
Marketassessment	The demand, supply and stock situation for the particularcommodity, consumption trends and factors likely to affectsupply and demand into the future.A customer and competitor analysis along with theidentification of likely market windows for the product.Price and volume forecasts and the basis for these forecasts.For industrial minerals the customer specification, testing andacceptance requirements prior to a supply contract.	Quantum has completed a detailed analysis covering the forwardsupply and demand outlook and long-term pricing forecastsincluding a technical marketing and specification study for the Uleygraphite basket prices.Quantum has represented this information in writing to Ms Lloydfor use in mine optimisation, mine planning and Ore Reserveestimation. Ms Lloyd is satisfied that Quantum have established alikely market window for the Uley products.The testing and acceptance of Uley graphite products has beenmade by several offtake parties.The likely product specifications and possible product marketabilityand overall potential for economic extraction are considered by MsLloyd to support the Ore Reserve estimate.	KL
Economic	The inputs to the economic analysis to produce the netpresent value (NPV) in the study, the source and confidenceof these economic inputs including estimated inflation,discount rate, etc.NPV ranges and sensitivity to variations in the significantassumptions and inputs.	The financial evaluation undertaken as part of the Study indicateda positive net present value (NPV) at a 10% discount rate.Sensitivity analysis indicated that a negative 20% change in productprice, foreign exchange rate, operating cost or capital cost resultsin a positive NPV.	KL
Social	The status of agreements with key stakeholders and mattersleading to social licence to operate.	A social impacts and benefits study has been completed as part ofthe requirements of the PEPR	KL

Criteria	JORC Code Explanation	Commentary	CompetentPerson
Other	To the extent relevant, the impact of the following on theproject and/or on the estimation and classification of the OreReserves:Any identified material naturally occurring risks.The status of material legal agreements and marketingarrangements.The status of governmental agreements and approvals criticalto the viability of the project, such as mineral tenementstatus, and government and statutory approvals. There mustbe reasonable grounds to expect that all necessaryGovernment approvals will be received within the timeframesanticipated in the Pre-Feasibility or Feasibility study. Highlightand discuss the materiality of any unresolved matter that isdependent on a third party on which extraction of the reserveis contingent.	No significant (high) naturally occurring risks were identified duringa whole of project risk assessment.All Quantum tenure is in good standing with all legal obligationsmet.Regular meetings with state and federal Governmentagencies occur for the purposes of discussing required approvalsand facilitating meetings with other stakeholders.The PEPR currently imposes a depth restriction on mining at Uleywithin ML5561 and ML5562. Life of Mine production will be reliantupon mining beyond this depth restriction and also relies upon theconversion of a part of the EL4778 into a Mining Lease. Quantumare currently undertaking relevant studies and are in consultationwith the South Australian government on these matters.	KL
Classification	The basis for the classification of the Ore Reserves into varyingconfidence categories.Whether the result appropriately reflects the CompetentPerson's view of the deposit.The proportion of Probable Ore Reserves that have beenderived from Measured Mineral Resources (if any).	Proved and Probable Ore Reserves were based on the Measuredand Indicated Mineral Resources contained within the pit design.The financial analysis showed that the economics of the projectwere positive and the risk analysis did not identify any materialrisksAll Measured Resources that were contained within the pit designwere converted to Proved Ore Reserves.	KL
Audits orreviews	The results of any audits or reviews of Ore Reserve estimates.	No external audits or reviews of the Ore Reserve estimates havebeen undertaken.	KL
Discussion ofrelativeaccuracy/confidence	Where appropriate a statement of the relative accuracy andconfidence level in the Ore Reserve estimate using anapproach or procedure deemed appropriate by theCompetent Person. For example, the application of statisticalor geostatistical procedures to quantify the relative accuracyof the reserve within stated confidence limits, or, if such an	The relative accuracy and confidence of the Ore Reserve estimateis inherent in the Ore Reserve Classification. No mine productiondata is available for reconciliation and/or comparative purposes.Factors that may affect the global tonnages and the associatedgrades include: Mining dilution, mining recovery and mass yield	KL

Criteria	JORC Code Explanation	Commentary	CompetentPerson
	approach is not deemed appropriate, a qualitative discussion
	of the factors which could affect the relative accuracy andconfidence of the estimate.
	The statement should specify whether it relates to global or
	local estimates, and, if local, state the relevant tonnages,
	which should be relevant to technical and economic
	evaluation. Documentation should include assumptions made
	and the procedures used.
	Accuracy and confidence discussions should extend to specific
	discussions of any applied Modifying Factors that may have a
	material impact on Ore Reserve viability, or for which there
	are remaining areas of uncertainty at the current study stage.
	It is recognised that this may not be possible or appropriate in
	all circumstances. These statements of relative accuracy and
	confidence of the estimate should be compared with
	production data, where available.