WINSOME RESOURCES LIMITED — Capital/Financing Update 2022

Aug 14, 2022

ASX ANNOUNCEMENT

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15 August 2022

Updated Announcement: Amended Option Agreement and Revised Use of Funds for Proposed Activities

Winsome Resources (ASX:WR1; “Winsome” or “the Company”) refers to the ASX Announcement titled “Winsome Further Expands Lithium Exploration Footprint in Quebec” (“Original Announcement”) dated 9 May 2021, advising shareholders of Winsome’s entry into an exclusive option agreement with Mr Glenn Griesbach, a Canadian-certified Geologist (“Option Agreement”).

Unless stated otherwise, defined terms used below have the same meaning as in the Original Announcement.

The Company wishes to inform shareholders that following recent discussions with Mr Griesbach, the parties have agreed to vary the Option Agreement, such that Mr Griesbach will receive fully paid ordinary shares (“Performance Shares”) on the satisfaction of the following milestones (each being a “Milestone”):

1. If Winsome collects no less than five (5) rock chip samples from the separate sites, each at least 100m apart, within the Property that contain >1% Li2O (“Rock Chip Samples”), then Winsome will issue Mr Griesbach AUD$100,000 in ordinary shares, based on the VWAP for the 20 consecutive days on which trades in Winsome’s shares were actually recorded prior to the ASX announcement relating to the Rock Chip Samples.

2. If Winsome completes a drill program within the Property and intersecting a mineralised interval in at least 3 drill holes where each individual drill hole includes an interval of not less than 5m > 1% Li2O (“Drill Program”), then Winsome will issue Mr Griesbach AUD$100,000 in ordinary shares, based on the VWAP for the 20 consecutive days on which trades in Winsome’s shares were actually recorded prior to the ASX announcement relating to the Drill Program.

3. Upon Winsome establishing a JORC Resource of at least 10Mt > 1% Li2O (“Resource Estimate”) within the Property then Winsome will issue Mr Griesbach AUD$500,000 in ordinary shares, based on the VWAP for the 20 consecutive days on which trades in Winsome’s shares were actually recorded prior to the ASX announcement relating to the Resource Estimate.

Winsome would also like to clarify to shareholders that if any of the Milestones are not satisfied prior to:

• (a) if the Option is exercised during the Option Period, the date that is 24 months following the date that the Option was exercised; or

• (b) if the Option is not exercised during the Option Period, the date on which the Option Period concludes,

(“Sunset Date”), then the corresponding Performance Shares will not be issued to Mr Griesbach.

The Option Period runs from 3 May 2022 until such a time that Winsome exercises the Option or it is terminated in accordance with the Option Agreement.

The Company notes the Option may be terminated as follows:

• (a) if at any time Winsome does not make any payment in the amounts and within the term periods provided for the Option to be exercised, the Option Agreement and the Option shall automatically

ASX ANNOUNCEMENT

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terminate (without notice of default or termination from the Mr Griesbach) if the breach is not cured within 30 days after the time provided for the payment.

• (b) Winsome may elect at any time to terminate the Option by giving 30 days’ advance written notice to Mr Griesbach, in which case Winsome will no longer have any further obligations to Mr Griesbach under the Option Agreement.

A revised use of funds table is set out below, which is intended to serve as an update to shareholders with respect to Winsome’s proposed activities for the two-year period following its admission to the Official List on 26 November 2021.

Funds available	Use of funds	Percentage of funds
Funds raised from the Offer	$18,000,000	100.0%
Total	$18,000,000	100.0%
Allocation of funds
Exploration at Cancet Project	$7,290,000	40.5%
Exploration at Adina Project	$3,090,000	17.2%
Exploration at Sirmac-Clapier	$2,320,000	12.9%
Exploration at Decelles1	$695,000	3.9%
Exploration at Mazarac1	$270,000	1.5%
Expenses of the Offer	$1,353,420	7.5%
Working capital1,2	$2,125,580	11.8%
Administration costs	$856,000	4.8%
Total	$18,000,000	100.0%

Notes:

1. As was set out in the Company’s IPO Prospectus, to the extent that: a. the Company’s exploration activities warrant further exploration activities; or b. the Company is presented with additional acquisition opportunities, the Company’s working capital will fund such further exploration and acquisition costs (including due diligence investigations and expert’s fees in relation to such acquisitions). The funds proposed to be used in the exploration of the Decelles and Mazerac claims are funds previously allocated under the “Working capital” line item of the use of funds table set out in the Company’s IPO Prospectus and Statement of Confirmations announced on 26 of November 2021 (“Statement of Confirmations”).

2. The use of funds table in the Statement of Confirmations stated Winsome had allocated $600,000 towards “Working capital”. This was an error; this use of funds table did not allocate the full $18,000,000 raised under the IPO. The correct number intended to be allocated towards working capital (including amounts to be spent in relation to future acquisition opportunities) was $3,090,580. This amount is accurately reflected in the Company’s Quarterly Activities Reports dated 27 April 2022 and 28 July 2022.

The Company intends to apply these funds towards the purposes set out in this table. Like all budgets the above table is subject to change.

ASX ANNOUNCEMENT

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The Company confirms, as at 30 June 2022, it has spent the following amounts on its projects:

Project	Amount Spent
Exploration at Cancet Project	$1,322,648
Exploration at Adina Project	$17,817
Exploration at Sirmac-Clapier	$96,490
Exploration at Decelles	$0
Exploration at Mazarac	$22,005
General exploration costs1	$467,313
Total	$1,926,273

Notes:

1. The Company proposes to use these funds for general exploration costs, which are not specifically allocated to one of the projects set out in the table above, but are general costs associated with exploration at the projects, such as licence fees for geological software, employment costs associated with the VP Exploration in Canada and equipment used for exploration (e.g. snowmobile, an Outlander ATV and a RAM Truck).

Winsome Resources (ASX: WR1) is a Perth-based, lithium focused exploration and development company with five project areas in Quebec, Canada.

Three of Winsome’s projects – Cancet, Adina and Sirmac-Clappier are 100% owned by the Company. The Company has exclusive rights to explore and subsequently purchase its most recent project, Decelles and Mazarac, located near Val-dÓr, also in Quebec. The most advanced project – Cancet - provides a shallow, high grade lithium deposit and is strategically located close to established infrastructure and supply chains.

Winsome is led by a highly qualified team with strong experience in lithium exploration and development as well as leading ASX listed companies.

More details: www.winsomeresources.com.au.

This announcement is authorised by the Winsome Board of Directors.

Further information:

Investors

Media

Chris Evans – Managing Director Jessica Gabites Winsome Resources Spoke Corporate administration@winsomeresources.com.au jessica@spokecorporate.com