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S2 RESOURCES LTD Capital/Financing Update 2020

Oct 4, 2020

65745_rns_2020-10-04_a606ad5b-04c5-4f99-af24-f83d1efee55b.pdf

Capital/Financing Update

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ASX Announcement

Monday 5[th] October 2020

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NEW WESTERN AUSTRALIAN GOLD AND BASE METAL PROJECT

Key points

  • Binding agreement to earn into privately held Jillewarra project located 50km west of Meekatharra, Western Australia

  • Project covers 790 km[2] and 50km strike of relatively unexplored greenstone belt considered highly prospective for lode gold and VMS style base metals

  • Increases S2’s footprint in WA, complements its current nickel-copper-PGE focussed projects, and delivers drill-ready targets

  • Contains historical gold workings with drill intercepts of up to 3m @ 40.9g/t gold and 9m @ 21g/t gold in shallow holes, with no drilling deeper than 100 metres

  • Contains VMS-prospective stratigraphy with Cu-Zn-Pb-Ag soil anomalies, untested drill-ready electromagnetic (EM) conductors, and a sub-cropping galena (lead sulphide) occurence

  • S2 can earn a 51% interest by spending $5m over 5 years and increase to 70% by completing a study on a minimum 250koz gold mineral resource (or non-gold equivalent)

  • S2 to issue 5m shares to vendor as entry consideration

S2 Resources Ltd (“S2” or the “Company”) advises that it has entered into a binding agreement with private company Black Raven Mining Pty Ltd (“BRM”) to earn a majority interest in a group of tenements known as the Jillewarra project located approximately 50 kilometres west-northwest of Meekatharra in the Murchison goldfields of Western Australia (see Figure 1).

The Jillewarra project covers an area of 790 square kilometres and a strike length of 50 kilometres of a greenstone belt that is considered highly prospective for gold and base metals (see Figure 2). Although the project area has been subject to intermittent prior exploration, drilling is of limited extent, effectiveness, and depth, and the exploration potential is high.

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

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Figure 1: Location of the Jillewarra project.

Gold prospectivity

The project area contains a number of historic gold workings along several trends (see Figure 3). Limited and relatively shallow drilling of some of these has intersected high grade gold mineralisation, but despite this there is relatively little drilling to outline the lateral or down dip limits of the known mineralisation, or to systematically test along strike on the broader trends.

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

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Figure 2: Setting of the Jillewarra project, showing district scale gold and base metal endowment.

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

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Figure 3: Project area, showing historical workings and greyscale aeromagnetic imagery.

As an example of the project’s potential, gold mineralisation at the Dorothy prospect is hosted by narrow sulphide-rich quartz veins dipping moderately to the SW within a southerly plunging shoot (see Figures 4 and 5). Effective drill testing of the Dorothy prospect has been limited to predominantly reverse circulation (RC) drilling immediately around historical workings, with better results including:

  • 3 metres @ 40.9 g/t gold from 29 metres in DO018

  • 4 metres @ 33.8 g/t gold from 33 metres in CHER16

  • 4 metres @ 33.3 g/t gold from 35 metres in CFC044

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

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  • 9 metres @ 21.0 g/t gold from 45 metres in CFC058

  • 8 metres @ 9.2 g/t gold form 57 metres in CFC057

  • 8 metres @ 7.9 g/t gold from 72 metres in CFC001, and

  • 1.8 metres @ 69.2 g/t gold from 73.3 metres in CHERD30 (*diamond hole)

The prospect remains virtually untested beyond a depth of 70 metres other than three widely spaced RC step-out holes that failed to effectively test the down-plunge extensions, and untested along strike.

Another example is the Margueritta prospect, located approximately 1.5 kilometres southeast of Dorothy along the same structural corridor. Gold mineralisation at Margueritta occurs within two sub parallel horizons, dipping moderately to the northeast and plunging shallowly to the north (see Figures 4 and 6). Better results from historical RC drilling of the East Lode include:

  • 5 metres @ 6.1 g/t gold from 22 metres in RC002

  • 4 metres @ 5.8 g/t gold from 32 metres in CFC008

  • 3 metres @ 6.1 g/t gold from 21 metres in CFC007

  • 2 metres @ 5.6 g/t gold from 35 metres in CFC050

Better results from historical RC drilling of the West Lode include:

  • 5 metres @ 5.9 g/t gold from 38 metres in CHERC5

  • 3 metres @ 7.2 g/t gold from 49 metres in RC004

The trend containing the Dorothy and Margueritta prospects is essentially untested at a depth greater than 100 metres and hardly drilled outside of the immediate environs of the historic workings. Limited RC drilling approximately 300 metres south of the Margueritta prospect has also intersected gold mineralisation, including 4 metres @ 5.2 g/t gold from 74 metres in hole CFC013.

Base metal prospectivity

At a district scale, the project is located midway between the Tier 1 Golden Grove Zn-Cu-Au mine and the high grade DeGrussa Cu-Au mine.

The project area contains felsic volcanic stratigraphy considered prospective for VMS style mineralisation, and several coincident multi-element (Cu-Zn-Pb-Ag) soil anomalies such as those at the Woods and SelgaKing localities (Figure 7).

This prospectivity is further enhanced by the presence of a cluster of untested non-stratigraphic electromagnetic (EM) conductors up to 800 metres long (see Figure 8), barite occurrences, and even an occurrence of galena (lead sulphide) found at a depth of 80 centimetres below surface by prospectors whilst metal detecting for gold (see inset in Figure 8).

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

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Figure 4. Plan view of Dorothy/Margueritta workings.

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

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Figure 5: Long projection of Dorothy drilling.

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

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Figure 6: Long projection of Margueritta drilling.

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

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Figure 7: Overview of VMS prospectivity: felsic volcanic stratigraphy, soil anomalies, and non-stratigraphic electromagnetic (EM) conductors. The Selga-King trend is open to the east beyond the limit of sampling.

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

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Figure 8. Detail of non-stratigraphic EM conductors and location of galena identified beneath hardpan by gold detectorists.

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

Farm-in terms

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The farm-in comprises an up-front non-cash consideration, an earn-in phase, and a potential free carry, as summarised below:

  • Issue of 5 million S2 shares to BRM at a nominal price of A$0.20, representing a consideration of A$1m

  • Minimum expenditure of A$2m within 2 years

  • Cumulative expenditure of A$5m within 5 years to earn a 51% interest

  • Completion of a study on Inferred Mineral Resources of at least 250,000 ounces of gold (or base metal equivalent) within 7 years to earn a 70% interest

  • On completion of this study by S2, BRM can elect to contribute, dilute, or revert to a free carried interest (“FCI”) to commencement of commercial production

  • In the event of BRM opting for a FCI, BRM’s interest reduces to 25% and S2’s interest increases to 75%, and BRM repays its free carry from 100% of its share of revenue

  • In the event of S2 not completing a study within 7 years, S2’s interest decreases to 49%

S2’s Executive Chairman, Mark Bennett, said “We are looking forward to working with Black Raven to explore this prospective greenstone belt located in the best mining jurisdiction in the world[1] . This move is part of our strategy to increase exposure to Western Australia, to balance our current nickel dominated projects with a gold and copper-zinc-lead-silver focussed opportunity, and to supplement our current early stage projects with drill-ready prospects. It is pleasing to be able to do so in a deal structure which maximises our chance of success by being largely based on in-ground expenditure, and which also minimises dilution of our capital structure by virtue of the scrip consideration representing a modest 1.6% of our issued capital. This project, together with our other new nickel projects in Western Australia, our gold and nickel projects in Finland, our strong cash balance, and our strategic investment in WA and NT focussed explorer Todd River Resources positions the Company well for future success.”

Other news

At Fraser Range , the third of the Company’s three Exploration Licences, E28/2794, has been granted. This covers an additional 70 square kilometres of the nickel province discovered by the S2 team in its forerunner company, Sirius Resources.

At Three Springs , both Exploration Licence Applications, E70/5380 and E70/5381, have been granted. These two tenements cover an area of 361 square kilometres over the Julimar-style nickel-copper-PGE targets identified by S2 earlier this year.

In Finland , two diamond holes have been planned to test the potential southerly plunge continuation of the gold mineralisation at the Aarnivalkea prospect. These had been deferred due to being unable to access preferred drill sites as a result of these being in a swamp that did not freeze last winter. The Company has

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

decided to take a novel approach to overcome this by drilling two flat trajectory holes from further away. These are scheduled to commence in late October.

Note[1] : Western Australia ranks #1 in the world in the Fraser Institute’s 2019 “Investment Attractiveness Index” survey. Finland ranks #2 in the world.

For further information, please contact:

Mark Bennett Anna Neuling Executive Chairman Executive Director & Company Secretary +61 8 6166 0240 +61 8 6166 0240

This announcement has been provided to the ASX under the authorization of Mark Bennett, Executive Chairman.

Past Exploration results reported in this announcement have been previously prepared and disclosed by S2 Resources Ltd in accordance with JORC 2012. The Company confirms that it is not aware of any new information or data that materially affects the information included in these market announcements. The Company confirms that the form and content in which the Competent Person's findings are presented here have not been materially modified from the original market announcement. Refer to www.s2resources.com.au for details on past exploration results.

Competent Persons statement

The information in this report that relates to Exploration Results from Australia is based on information compiled by John Bartlett, who is an employee and shareholder of the Company. Mr Bartlett is a member of the Australian Institute of Mining and Metallurgy (MAusIMM) and has sufficient experience of relevance to the style of mineralization and the types of deposits under consideration, and to the activities undertaken, to qualify as a Competent Person as defined in the 2012 Edition of the Joint Ore Reserves Committee (JORC) Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. Mr Bartlett consents to the inclusion in this report of the matters based on information in the form and context in which it appears.

Table of RC and diamond drill results for Dorothy (diamond holes in bold)

Hole Easting Northing RL Dip Azimuth Depth From To Width Grade
Aug/t
CFC001 598253.88 7068953.96 459 -60 60 100 72 80 8 7.9
CFC003 598235.71 7068988.21 459 -60 60 100 NSI
CFC005 598232.86 7069033.62 459 -60 60 100 82 83 1 1.1
CFC029 598317.17 7068555.3 456 -60 60 80 NSI
CFC042 598292.04 7068906.98 460 -60 60 88 NSI
CFC043 598297.48 7068979.92 460 -60 60 30 NSI
CFC044 598280.32 7068970.23 460 -60 60 50 35 39 4 33.3
CFC046 598278.33 7069014.29 460 -60 60 30 NSI
CFC047 598268.69 7069031.62 460 -60 60 40 NSI
CFC048 598259.78 7069027.31 460 -60 60 55 NSI

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

Hole Easting Northing RL Dip Azimuth Depth From To Width Grade
Aug/t
CFC053 598259.47 7068843.96 459 -60 60 155 119 120 1 0.8
CFC054 598229.17 7068918.44 459 -60 60 155 NSI
CFC056 598263.75 7068937.78 460 -60 60 89 NSI
CFC057 598273.13 7068942.92 460 -60 60 71 57 65 8 9.2
CFC058 598281.34 7068947.42 460 -60 60 60 45 54 9 21.0
CFC059 598290.47 7068952.56 460 -60 60 45 33 35 2 1.7
CFC060 598262.6 7068960.11 460 -60 60 80 NSI
CFC061 598271.44 7068964.76 460 -60 60 65 NSI
CFC062 598270.53 7068987.45 460 -60 60 59 43 46 3 6
CFC063 598288.26 7068997.23 460 -60 60 40 21 22 1 2.5
CFC064 598252.13 7068999.95 459 -60 60 75 62 63 1 2
CFC066 598286.14 7069020.48 460 -60 60 20 3 4 1 2.3
CFC068 598251.19 7069022.49 460 -60 60 50 52 57 5 9.5
CFC069 598266.59 7068973.84 460 -60 60 70 43 44 1 1.1
CFC070 598284.13 7068983.55 460 -60 60 50 29 30 1 1.4
CFC071 598256.15 7069013.9 460 -60 60 50 47 49 2 2.1
CFC073 598274.25 7069023.63 460 -60 60 29 NSI
CFC077 598283.15 7069006.08 460 -60 60 40 23 24 1 1.5
CFC078 598283.28 7068925.95 460 -60 60 80 60 62 2 2.1
CFC079 598291.36 7068930.56 460 -60 60 65 45 48 3 2.8
CFC080 598299.56 7068935.38 460 -60 60 50 NSI
CHERC11 598284.932 7068939.751 460 -60 90 67 58 60 2 1.8
CHERC13 598290.14 7068980.566 460 -60 90 60 28 30 2 1.4
CHERC15 598274.456 7069000.861 460 -60 90 60 38 40 2 12.3
CHERC16 598267.951 7069019.386 460 -60 90 45 33 37 4 33.8
CHERC17 598278.918 7069039.913 460 -60 90 44 0 1 1 1.5
CHERC19 598260.524 7069060.325 460 -60 90 57 NSI
CHERC29 598304.878 7068960.496 460 -60 90 50 17 18 1 1.1
CHERCD24 598269.123 7068980.392 460 -60 90 81.5 52.95 54.1 1.75 9.7
CHERCD25 598264.1 7068960.024 460 -60 90 102.8 73.7 74.8 1.1 14.1
CHERCD30 598251.741 7068980.964 459 -60 90 102.9 73.3 75.1 1.8 69.2
DO005 598279.21 7068991.83 460 -60 60 86 37 41 4 13.8
DO007 598242.29 7069017.27 459 -60 60 92 NSI
DO008 598314.12 7069011.5 461 -60 240 92 41 43 2 7.8
DO009 598261.85 7068982.48 460 -60 60 122 55 57 2 7.9
DO018 598269.8 7069009.23 460 -60 60 80 29 32 3 40.9

Table of RC drill results for Margueritta (East Lode)

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

Hole Easting Northing RL Dip Azimuth Depth From To Width Grade
Aug/t
CFC007 599068.6 7067675 449 -60 244 40 21 24 3 6.1
CFC008 599087.2 7067683.5 449 -60 244 100 32 36 4 5.8
CFC009 599084.8 7067637.5 449 -60 244 88 NSI
CFC050 599139.9 7067599.8 447 -60 245 76 35 37 2 5.6
CHERC1 599075.52 7067639.712 449 -60 270 52 15 21 6 1.1
CHERC10 598930.518 7067839.668 450 -60 270 36 NSI
CHERC2 599060.341 7067660.074 449 -60 270 45 9 14 5 0.8
CHERC3 599040.696 7067680.972 449 -60 270 30 3 9 6 0.7
CHERC4 599035.163 7067700.663 449 -60 270 48 15 28 13 1.2
CHERC5 599060.155 7067680.407 449 -60 270 54 19 21 2 1.3
CHERC6 599039.933 7067719.668 449 -60 270 48 NSI
CHERC7 599001.217 7067739.503 450 -60 270 51 NSI
CHERC9 598951.07 7067823.224 450 -60 270 34 15 16 1 1.1
RC001 599032 7067701 449 -60 244 40 0 16 16 1.2
RC002 599065 7067686 449 -60 244 72 22 27 5 6.1
RC004 599050 7067733 450 -60 244 80 35 36 1 2.0
RC005 599007 7067757 450 -60 244 70 NSI
RC006 598984 7067821 452 -60 244 80 NSI
RC007 599052 7067671 449 -60 244 40 11 14 3 1.0
RC008 599064 7067715 449 -60 244 80 42 43 1 0.7
RC009 598976 7067773 451 -60 244 27 NSI
RC010 598968 7067860 451 -60 244 80 47 49 2 1.5
RC011 598933 7067893 451 -60 244 40 34 35 1 2.4
RC012 599002 7067781 451 -60 244 80 NSI
RC013 598946 7067849 450 -60 244 40 24 26 2 1.8

Table of RC drill results for Margueritta (West Lode)

Hole Easting Northing RL Dip Azimuth Depth From To Width Grade
Aug/t
CFC007 599068.6 7067675 449 -60 244 40 NSI
CFC008 599087.2 7067683.5 449 -60 244 100 NSI
CFC009 599084.8 7067637.5 449 -60 244 88 30 31 1 0.9
CFC049 599104.1 7067582.3 447 -60 244 60 NSI
CFC050 599139.9 7067599.8 447 -60 245 76 NSI
CHERC1 599075.52 7067639.712 449 -60 270 52 NSI
CHERC2 599060.341 7067660.074 449 -60 270 45 26 32 6 1.1
CHERC3 599040.696 7067680.972 449 -60 270 30 13 18 5 2.7
CHERC4 599035.163 7067700.663 449 -60 270 48 NSI
CHERC5 599060.155 7067680.407 449 -60 270 54 38 43 5 5.9

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

Hole Easting Northing RL Dip Azimuth Depth From To Width Grade
Aug/t
CHERC6 599039.933 7067719.668 449 -60 270 48 37 41 4 1.7
CHERC7 599001.217 7067739.503 450 -60 270 51 18 19 1 2
CHERC8 598947.506 7067799.307 450 -60 270 48 NSI
CHERC9 598951.07 7067823.224 450 -60 270 34 31 34 3 1.6
RC001 599032 7067701 449 -60 244 40 NSI
RC002 599065 7067686 449 -60 244 72 NSI
RC003 599067 7067633 449 -60 244 40 10 12 2 2.2
RC004 599050 7067733 450 -60 244 80 49 52 3 7.2
RC005 599007 7067757 450 -60 244 70 35 38 3 1.8
RC006 598984 7067821 452 -60 244 80 49 51 2 1.2
RC007 599052 7067671 449 -60 244 40 NSI
RC008 599064 7067715 449 -60 244 80 NSI
RC009 598976 7067773 451 -60 244 27 24 26 2 1.4
RC010 598968 7067860 451 -60 244 80 69 75 6 1.1
RC012 599002 7067781 451 -60 244 80 45 51 6 1.1
RC013 598946 7067849 450 -60 244 40 34 40 6 2.0
RC014 598944 7067813 450 -60 244 40 20 24 4 1.4

The following Tables are provided to ensure compliance with the JORC code (2012) edition requirements for the reporting of exploration results.

SECTION 1: SAMPLING TECHNIQUES AND DATA

Criteria JORC Code explanation Commentary
Sampling techniques Nature and quality of sampling (e.g. cut channels,
random chips, or specific specialised industry
standard measurement tools appropriate to the
minerals under investigation, such as down hole
gamma sondes, or handheld XRF instruments, etc).
These examples should not be taken as limiting the
broad meaning of sampling.
All results are historical in nature. No sampling by S2 has been
conducted on the tenements
Include reference to measures taken to ensure
sample representivity and the appropriate
calibration of any measurement tools or systems
used
All results are historical in nature. No sampling by S2 has been
conducted on the tenements
Aspects of the determination of mineralisation
that are Material to the Public Report. In cases
where ‘industry standard’ work has been done this
would be relatively simple (e.g. ‘reverse circulation
drilling was used to obtain 1 m samples from
which 3 kg was pulverised to produce a 30 g
charge for fire assay’). In other cases more
explanation may be required, such as where there
is coarse gold that has inherent sampling
problems. Unusual commodities or mineralisation
types (e.g. submarine nodules) may warrant
disclosure of detailed information
All results are historical in nature. No sampling by S2 has been
conducted on the tenements

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

Criteria JORC Code explanation Commentary
Drilling techniques Drill type (e.g. core, reverse circulation, open-hole
hammer, rotary air blast, auger, Bangka, sonic,
etc) and details (e.g. core diameter, triple or
standard tube, depth of diamond tails, face-
sampling bit or other type, whether core is
oriented and if so, by what method, etc).
No drilling by S2 has been conducted on the tenements.
Historical drilling (RAB, AC, RC & Diamond) has been conducted
across the project area, the verification and validation of these
data sets is ongoing.
Drill sample
recovery
Method of recording and assessing core and chip
sample recoveries and results assessed
No drilling or sampling by S2 has been conducted on the
tenements. All drilling on the project is historical in nature and
verification and validation of these data sets are ongoing.
Measures taken to maximise sample recovery and
ensure representative nature of the samples
No drilling or sampling by S2 has been conducted on the
tenements. All drilling on the project is historical in nature and
verification and validation of these data sets are ongoing.
Whether a relationship exists between sample
recovery and grade and whether sample bias may
have occurred due to preferential loss/gain of
fine/coarse material.
No drilling or sampling by S2 has been conducted on the
tenements. All drilling on the project is historical in nature and
verification and validation of these data sets are ongoing.
Logging Whether core and chip samples have been
geologically and geotechnically logged to a level of
detail to support appropriate Mineral Resource
estimation, mining studies and metallurgical
studies.
No drilling or sampling by S2 has been conducted on the
tenements. All drilling on the project is historical in nature and
verification and validation of these data sets are ongoing.
Whether logging is qualitative or quantitative in
nature. Core (or costean, channel, etc)
photography.
No drilling or sampling by S2 has been conducted on the
tenements. All drilling on the project is historical in nature and
verification and validation of these data sets are ongoing.
The total length and percentage of the relevant
intersections logged
No drilling or sampling by S2 has been conducted on the
tenements. All drilling on the project is historical in nature and
verification and validation of these data sets are ongoing.
Sub-sampling
techniques and
sample preparation
If core, whether cut or sawn and whether quarter,
half or all core taken.
No drilling or sampling by S2 has been conducted on the
tenements. All drilling on the project is historical in nature and
verification and validation of these data sets are ongoing.
If non-core, whether riffled, tube sampled, rotary
split, etc and whether sampled wet or dry.
No drilling or sampling by S2 has been conducted on the
tenements. All drilling on the project is historical in nature and
verification and validation of these data sets are ongoing.
For all sample types, the nature, quality and
appropriateness of the sample preparation
technique.
No drilling or sampling by S2 has been conducted on the
tenements. All drilling on the project is historical in nature and
verification and validation of these data sets are ongoing.
Quality control procedures adopted for all sub-
sampling stages to maximise representivity of
samples.
No drilling or sampling by S2 has been conducted on the
tenements. All drilling on the project is historical in nature and
verification and validation of these data sets are ongoing.
Measures taken to ensure that the sampling is
representative of the in situ material collected,
including for instance results for field
duplicate/second-half sampling.
No drilling or sampling by S2 has been conducted on the
tenements. All drilling on the project is historical in nature and
verification and validation of these data sets are ongoing.
Whether sample sizes are appropriate to the grain
size of the material being sampled.
No drilling or sampling by S2 has been conducted on the
tenements. All drilling on the project is historical in nature and
verification and validation of these data sets are ongoing.
Quality of assay data
and laboratory tests
The nature, quality and appropriateness of the
assaying and laboratory procedures used and
whether the technique is considered partial or
total.
No assaying of samples has been conducted by S2 on the
tenements. All sampling on the project is historical in nature and
verification and validation of these data sets are ongoing.
For geophysical tools, spectrometers, handheld
XRF instruments, etc, the parameters used in
determining the analysis including instrument
make and model, reading times, calibrations
factors applied and their derivation, etc.
No assaying of samples has been conducted by S2 on the
tenements. All sampling on the project is historical in nature and
verification and validation of these data sets are ongoing.

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

Criteria JORC Code explanation Commentary
Nature of quality control procedures adopted (e.g.
standards, blanks, duplicates, external laboratory
checks) and whether acceptable levels of accuracy
(i.e. lack of bias) and precision have been
established.
No assaying of samples has been conducted by S2 on the
tenements. All sampling on the project is historical in nature and
verification and validation of these data sets are ongoing.
Verification of
sampling and
assaying
The verification of significant intersections by
either independent or alternative company
personnel.
No assaying of samples has been conducted on the tenements
The use of twinned holes. No drilling by S2 has been conducted on the tenements.
Documentation of primary data, data entry
procedures, data verification, data storage
(physical and electronic) protocols.
No drilling or sampling has been conducted on the tenements. All
drilling and sampling on the project are historical in nature and
verification and validation of these data sets are ongoing.
Discuss any adjustment to assay data. No adjustments to the assay data have been carried out by S2.
drilling or sampling has been conducted by S2 on the tenements.
Location of data
points
Accuracy and quality of surveys used to locate
drillholes (collar and down-hole surveys), trenches,
mine workings and other locations used in Mineral
Resource estimation.
No drilling or sampling has been conducted on the tenements.
All drilling and sampling on the project are historical in nature
and verification and validation of these data sets are ongoing.
Only selected historical drill sites have been verified in the field
by S2.
Specification of the grid system used. The grid system used by S2 is GDA94 (MGA), zone 50. Histgorical
results have been reported in various grid formats and these
have been converted to a standard grid system in QGIS.
Quality and adequacy of topographic control. Elevation data for all data is determined by a digital elevation
model derived from public domain SRTM 10m Elevation grids
Data spacing and
distribution
Data spacing for reporting of Exploration Results. No drilling or sampling has been conducted by S2 on the
tenements. Historical drilling and sampling have been carried out
on various grid spacings as well as isolated.
Whether the data spacing and distribution is
sufficient to establish the degree of geological and
grade continuity appropriate for the Mineral
Resource and Ore Reserve estimation procedure(s)
and classifications applied.
No assaying of samples has been conducted by S2 on the
tenements. All drilling and sampling on the project are historical
in nature and verification and validation of these data sets are
ongoing.
Whether sample compositing has been applied. No sample compositing has been applied by S2
Orientation of data
in relation to
geological structure
Whether the orientation of sampling achieves
unbiased sampling of possible structures and the
extent to which this is known, considering the
deposit type.
All drilling and sampling on the project are historical in nature and
verification and validation of these data sets are ongoing.
If the relationship between the drilling orientation
and the orientation of key mineralised structures is
considered to have introduced a sampling bias,
this should be assessed and reported if material.
All drilling and sampling on the project are historical in nature and
verification and validation of these data sets are ongoing.
Sample security The measures taken to ensure sample security. All drilling and sampling on the project is historical in nature and
S2 is currently unable to verify what (if any measures) have been
taken.
Audits or reviews The results of any audits or reviews of sampling
techniques and data.
No audits or reviews have been conducted by S2 at this stage.

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

SECTION 2: REPORTING OF EXPLORATION RESULTS SECTION 2: REPORTING OF EXPLORATION RESULTS
Criteria JORC Code explanation Commentary
Mineral tenement
and land tenure
status
Type, reference name/number, location and
ownership including agreements or material
issues with third parties such as joint ventures,
partnerships, overriding royalties, native title
interests, historical sites, wilderness or national
park and environmental settings.
The Jillewarra Project is located approximately 50km West to North
West of Meekatharra, and situated in the Meekatharra mineral field
of the Murchison Province of Western Australia. The project is
located on the Belele 250k sheet. The tenure schedule for the
project is listed below:
TENID
TENSTATUS
HOLDER
E 5101602
LIVE
TANZI PTY LTD
E 5101603
LIVE
TANZI PTY LTD
E 5101604
LIVE
TANZI PTY LTD
E 5101617
LIVE
BLACK RAVEN MINING PTY LTD
E 5101906
LIVE
BLACK RAVEN MINING PTY LTD
E 5101915
PENDING
BLACK RAVEN MINING PTY LTD
E 5101955
PENDING
BLACK RAVEN MINING PTY LTD
E 5101956
PENDING
BLACK RAVEN MINING PTY LTD
E 5101965
PENDING
BLACK RAVEN MINING PTY LTD
E 5101966
PENDING
BLACK RAVEN MINING PTY LTD
M 5100270
LIVE
TANZI PTY LTD
M 5100353
LIVE
TANZI PTY LTD
M 5100451
LIVE
TANZI PTY LTD
P 5103082
LIVE
BLACK RAVEN MINING PTY LTD
M 5100885
PENDING
WOOD,SANDRA
P 5102696
LIVE
WOOD,SANDRA
P 5102950
LIVE
KING,TRENT NATHAN
Third Eye Resources has entered into an earn-in joint venture with
Black Raven Mining Pty Ltd under the following terms:

Issue of 5 million S2 shares to BRM at a nominal price of
A$0.20, representing a consideration of A$1m

Minimum expenditure of A$2m within 2 years

Cumulative expenditure of A$5m within 5 years to earn
a 51% interest

Completion of a study on Inferred Mineral Resources of
at least 250,000 ounces of gold (or base metal
equivalent) within 7 years to earn a 70% interest

On completion of this study by S2, BRM can elect to
contribute, dilute, or revert to a free carried interest
(“FCI”) to commencement of commercial production

In the event of BRM opting for a FCI, BRM’s interest
reduces to 25% and S2’s interest increases to 75%, and
BRM repays its free carry from 100% of its share of
revenue

In the event of S2 not completing a feasibility study
within 7 years, S2’s interest decreases to 49%
Royalties – there are various royalties that apply to specific
tenements within the project area.
The IRC royalty is a 1.5% NSR royalty that applies to E51/1602,
E51/1603 and E51/1604, as well as applying to a 49% interest in
M51/270, M51/353 and M51/451.

SECTION 2: REPORTING OF EXPLORATION RESULTS

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

Criteria JORC Code explanation Commentary
The SBM royalty comprises either a 0.5% gold royalty or a 1.0% NSR
“Other Metals” (not gold) and applies to mining leases M51/270,
M51/353 and M51/451.
The Zebina Royalty is a 0.5% NSR on gold and other metals,
payable on tenements E51/1906 and P51/3082
The security of the tenure held at the time of
reporting along with any known impediments to
obtaining a licence to operate in the area.
All of the Exploration Licences are in good standing and no known
impediments exist on the tenements being actively explored.
Exploration done by
other parties
Acknowledgment and appraisal of exploration by
other parties.
Gold was first discovered at Chesterfield in 1901, and was mined
from the Dorothy deposit until 1909 to a depth of 30m, and at
Margueritta also until 1909 to a depth of 38m (Watkins and
Hickman, 1990). Production ceased due to heavy water inflows.
Gold production from the Big Ben area is also listed for the period
1901-1911. The Margueritta mine was reopened from 1935 to
1936, and also from 1951 to 1960. However the
majority of the recorded production (84%) for Margueritta is from
the first period of production. Total historic production from the
Chesterfield mining centre documented was 10,134 ounces, from
13,374t treated at a calculated grade of 22g/t. The high-grade
mineralisation is associated with quartz veins, predominantly
within the felsic volcanic sequence.
Numerous phases of exploration activity have occurred over
various areas of the Jillewarra project since the mid 1960’s, by a
wide range of companies including:

Mallina Mining & Exp NL (1968-1972) - Nickel

Esso Australia Ltd (1977) – Copper, Zinc

Australian Anglo American Ltd (1980-1981) - Gold

Academus Minerals NL (1969-1970) – Nickel

CSR Ltd (1983-1985) – Copper, Zinc, Gold

CRA Exploration Pty Ltd (1984-1989) - Gold

Western Mining Corp Ltd (1987-1988) - Gold

Kingsgate Consolidated NL (1986-1989) - Gold

Browns Creek Gold NL (1982-1989) - Gold

BHP Minerals (1986-1990) - Gold

Hillmin Gold Mines Pty Ltd (1983-1989) - Gold

Saunders & Associates (1982) - Gold

Homestake Australia Ltd (1991-1992) - Gold

Archaean Gold NL (1993-1995) - Gold

E. Moses (1989-1991) - Gold

CRA Exploration Pty Ltd (1992-1997) – Gold

St Barbara Mines Ltd (1990’s) – Gold & Base Metals

Independence Group NL (2000’s) – Gold & Base Metals

General Mining (2012 to 2018) - Gold & Base Metals
Work by S2 is ongoing to compile and where possible field verify
historical exploration activities.

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

Criteria JORC Code explanation Commentary
Geology Deposit type, geological setting and style of
mineralisation.
The Jillewarra Project is situated along the Archean Mingah Range
greenstone belt. This belt is interpreted to have a strike length of
40km and 9.5km in width. At a regional scale a large south
plunging antiform is evident, and a number of northwest to
southeast trending faults cut through the area.
The Mingah Range is composed of a sequence of basalt and fine-
grained amphibolites, felsic and intermediate volcanics, shale and
siltstones, and layered gabbroic sills. All rocks are metamorphosed
to greenschist facies, and in many cases deformed, particularly
adjacent to the major structures.
The geology can be characterised by three main lithological
groups:
1. A basal sequence of mafic to ultramafic extrusive rocks (high-mg
basalt, basalt and ultramafic units and minor intrusives)
2. An upper sequence of a mixed package of felsic volcanics,
sediments, sedimentary iron formation and minor mafic volcanics.
3. Both sequences have been intruded by a series of differentiated
mafic-ultramafic sills that appear to have preferentially intruded
the upper volcano-sedimentary sequence. The intrusive sills are
characterised by a peridotite-pyroxenite base overlain by a thicker
unit of gabbro.
Known mineralisation within the project area includes numerous
small high-grade epigenetic gold deposits within the historical gold
mining centres of_Chesterfield_and_Wardabie,_Pb-Ba vein deposits
and layered ultramafic and mafic sills containing
anomalous Ni and Cu values.
Chesterfield
The Chesterfield Mining Centre lies towards the southern end of
the drag folded sequence of the Mingah Range Greenstone Belt
and is associated with differentiated gabbro, amphibolite and
ultramafic rocks. It includes historical producers such as; Big Ben,
Little Ben and Cashman’s Reward to the north and Dorothy and
Margueritta Mines to the south. The gold mineralisation is hosted
by narrow, high grade quartz-pyrite-pyrrhotite veins which are
developed both parallel and discordant to
enclosing rock units and are associated with peripheral stockworks
hosted by carbonate altered basalts with minor intercalated shale
horizons.
Wardabie
The Wardarbie Mining Centre is situated at the north western end
of the project area, and includes historical producers such as
Wardarbie and Third Brigade. Workings are hosted by talc-chlorite
amphibolite schists.
The project is considered prospective for mesothermal lode gold
mineralisation as well as polymetallic volcanogenic hosted massive
sulphide mineralisation.
Drill hole
Information
A summary of all information material to the
understanding of the exploration results including
a tabulation of the following information for all
Material drill holes:

easting and northing of the drill hole
collar

elevation or RL (Reduced Level –
elevation above sea level in metres) of
the drill hole collar

dip and azimuth of the hole

down hole length and interception
depth

hole length.
All drilling is historical in nature verification and validation of these
data sets are ongoing.

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au

Criteria JORC Code explanation Commentary
Data aggregation
methods
In reporting Exploration Results, weighting
averaging techniques, maximum and/or
minimum grade truncations (e.g. cutting of high
grades) and cut-off grades are usually Material
and should be stated.
All results reported are historical in nature and cannot been
verified. Where intervals have been reported (including gram x
metre results), a cut-off grade of 1.0 g/t Au has been used with no
top-cut applied. Intervals have been calculated by length weighting
individual assays and using a nominal maximum internal dilution of
2 metres
Where aggregate intercepts incorporate short
lengths of high grade results and longer lengths
of low grade results, the procedure used for such
aggregation should be stated and some typical
examples of such aggregations should be shown
in detail.
Where aggregate intercepts include individual zones of higher
grade these are reported, using the same methodology as for the
larger intervals. The lower cut-off grade for the including intervals
is reported in the relevant tables
The assumptions used for any reporting of metal
equivalent values should be clearly stated.
No metal equivalent results have been reported
Relationship
between
mineralisation
widths and
intercept lengths
These relationships are particularly important in
the reporting of Exploration Results.
If the geometry of the mineralisation with respect
to the drill hole angle is known, its nature should
be reported.
If it is not known and only the down hole lengths
are reported, there should be a clear statement
to this effect (e.g. ‘down hole length, true width
not known’).
All drilling and sampling on the project are historical in nature and
verification and validation of these data sets are ongoing. S2 is
unable to determine any relationship at this stage and all results
reported are downhole lengths only and true widths are unknown.
Diagram Appropriate maps and sections (with scales) and
tabulations of intercepts should be included for
any significant discovery being reported These
should include, but not be limited to a plan view
of drill hole collar locations and appropriate
sectional views.
Refer to Figures in body of text.
Balanced reporting Where comprehensive reporting of all
Exploration Results is not practicable,
representative reporting of both low and high
grades and/or widths should be practiced to
avoid misleading reporting of Exploration Results.
All historical results considered significant are reported.
Other substantive
exploration data
Other exploration data, if meaningful and
material, should be reported including (but not
limited to): geological observations; geophysical
survey results; geochemical survey results; bulk
samples – size and method of treatment;
metallurgical test results; bulk density,
groundwater, geotechnical and rock
characteristics; potential deleterious or
contaminating substances.
Various historical moving loop electromagnetic surveys have been
carried out within the project. Interpretations of these surveys have
been reviewed by S2 and are reported where meaningful. S2 has
not undertaken a full detailed evaluation of the geophysical results
to date.
Further work The nature and scale of planned further work
(e.g. tests for lateral extensions or depth
extensions or large-scale step-out drilling).
Diagrams clearly highlighting the areas of possible
extensions, including the main geological
interpretations and future drilling areas, provided
this information is not commercially sensitive
S2 intends to aggressively explore the Jilewarra project, including
testing the extensions to known gold mineralisation at Dorothy and
Margueritta as well as drill testing regional gold and base metal
targets

4/24 Parkland Road, Osborne Park, WA 6017, Australia. PO Box 1209, Osborne Park, WA 6916, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6270 5410 E [email protected] W www.s2resources.com.au