ASX ANNOUNCEMENT ASX ANNOUNCEMENT

28 April 2022

28 April 2022

MARCH 2022 QUARTERLY REPORT

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Pacific Bauxite NL (Pacific Bauxite or Company) (ASX: PBX) provides its Quarterly Activities Report for the period ending 31 March 2022 (Quarter). Key highlights are:

  • DOCA effectuated ending voluntary administration

  • Divestment of the Nendo Bauxite Project (Solomon Islands) completed

  • ASX reinstatement scheduled for early May 2022

  • Successful $4.5m placement completed

  • Acquisition of prospective PGE tenements enhances projects portfolio

  • Application for Darling Range PGE Project being pursued

CORPORATE

VOLUNTARY ADMINISTRATION

On 24 December 2019, Pacific Bauxite announced that Messrs Richard Albarran and Cameron Shaw of Hall Chadwick Chartered Accountants (Administrators) were appointed as Joint and Several Voluntary Administrators of the Company pursuant to Section 436A of the Corporations Act 2001 (Voluntary Administration).

On 7 January 2020, the Administrators convened a first meeting of creditors of the Company pursuant to Section 436E of the Corporations Act 2001 (Initial Creditors Meeting). The purpose of the Initial Creditors Meeting was for the Administrators to provide an update on the Voluntary Administration of the Company and ratify their appointment.

On 18 June 2020, the Administrators convened a second meeting of creditors of the Company pursuant to Section 439A of the Corporations Act 2001 (Second Creditors Meeting).

The purpose of the Second Creditors Meeting was to determine the future of the Company.

At the Second Creditor Meeting, the Company resolved that the Deed of Company Arrangement (DOCA) proposal presented by First Guardian Synergy Capital Limited (First Guardian) or its nominee(s) be accepted by the Company. On 9 July 2020, the DOCA was executed by First Guardian and the Company. Following multiple extensions granted to First Guardian to satisfy the conductions precedent required under their DOCA, on 16 June 2021, the Administrators advised the market that First Guardian had withdrawn from the DOCA.

On 12 August 2021, the Administrators announced that a replacement proponent, Oceanic Capital Pty Ltd (Oceanic) had presented a revised recapitalisation proposal which was accepted by creditors on 23 August 2021 (Third Creditors Meeting).

On 6 September 2021, the Administrators advised the market that the Company's creditors resolved to accept the variation to the DOCA and recapitalisation proposed presented by Oceanic. The DOCA variation was executed on 6 September 2021 and control of the

Registered Address: 2A / 300 Fitzgerald Street, North Perth, WA, 6006

ACN: 112 914 459

28 April 2022

Company passed to the new board of Directors with the Administrators retaining supervisory powers.

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On 31 January 2022, the Company held its 2020 and 2021 annual general meeting of shareholders to approve the DOCA with all resolutions passing via poll.

Subsequent to the quarter end, the DOCA was fully effectuated with the Company no longer the subject to any form of external administration effective from 12 April 2022.

ASX REINSTATEMENT

The Company's securities have been suspended from quotation on the official list of ASX since 24 December 2019 (following the Company being placed into Voluntary Administration) and will remain suspended from quotation until the Company has re-complied with Chapters 1 and 2 of the ASX Listing Rules, including by satisfying the conditions to reinstatement imposed by ASX.

On 7 February 2022, the Company lodged with ASIC and the ASX its prospectus which outlined the Company's pathway for reinstatement to the ASX (Prospectus).

Subsequent to the quarter end on 5 April 2022, ASX provided its confirmation to the Company that it would admit Pacific Bauxite to the official list of the ASX and quote is securities, subject to the satisfaction of certain conditions precedent.

The Company is currently working through these conditions precedent with the expected date for official re-quotation on the ASX to be 3 May 2022.

FINANCIALS

APPENDIX 5B QUARTERLY REPORT AND STATEMENT OF CASH FLOWS

The ASX Appendix 5B quarterly report is attached to and lodged with this report. The Company's Appendix 5B Quarterly Report covers the 3-month period from 1 January 2022 to 31 March 2022.

During the quarter, an amount of $1,450k was received from Oceanic pursuant to the DOCA. In addition, an amount of $325k was raised from the issue of convertible notes. During the quarter, an amount of $1,645k was paid to creditors of the Company relating to historical balances payable before the Company entered into Voluntary Administration, as well as for services provided as part of the ASX reinstatement process.

The Company remained in voluntary administration as at 31 March 2022.

Subsequent to quarter end, the Company raised a further $4,230,000 (net of capital raising costs) via completion of the public offer under the Prospectus on 12 April 2022.

PAYMENTS TO RELATED PARTIES AND THEIR ASSOCIATES

In accordance with ASX Listing Rule 5.3.5, an amount of $30k was paid to a Director of the Company from the funds received pursuant to the DOCA in respect to historical Director fees owing.

Registered Address: 2A / 300 Fitzgerald Street, North Perth, WA, 6006

ACN: 112 914 459

28 April 2022

PROJECTS

PGE PROJECTS

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On 31 December 2021, the Company announced that it had entered into agreements to acquire 100% of the issued capital of Western Yilgarn PGM Pty Ltd (Western Yilgarn) and AAM Resources Pty Ltd (AAM Resources), who own various projects located in the Eastern Goldfields and Pilbara regions of Western Australia prospective for platinum group metals, gold, nickel and other minerals (Proposed Acquisitions).

The tenement package to be acquired as a result of the Proposed Acquisitions comprises three exploration licences (E36/1010, E36/1011 and E70/5767) granted to Western Yilgarn, three exploration licences (E52/3861, E58/0562 and E59/2496) granted to AAM Resources and two exploration licence applications (E36/1025 and E70/5921) applied for by Western Yilgarn (collectively, the PGE Projects). The PGE Projects is comprised of the Mount Magnet (Challa & Boondanoo), Sylvania, Bulga and Melbourne Prospects. An overview of the location of the PGE Projects is shown below.

Material terms of the Proposed Acquisitions are: 1. 1,500,000 Shares to St Barnabas Pty Ltd and Glen William Goulds (collectively, the

Vendors) for the acquisition of Western Yilgarn and 1,500,000 Shares to the Vendors for the acquisition of AAM Resources (all on a post-Consolidation basis and all Shares issued at a deemed issue price of $0.20) (together, the Consideration Shares);

Registered Address: 2A / 300 Fitzgerald Street, North Perth, WA, 6006

ACN: 112 914 459

28 April 2022

2.

a 2% net smelter return royalty payable to the vendors on all minerals extracted from the PGE Projects; and

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3. reimbursement to the Vendors of outgoings in respect of the PGE Projects, including costs associated with keeping such tenements in good standing (currently totalling approximately $43,000).

Subsequent to the quarter end on 12 April 2022, the Company completed the Proposed Acquisitions through the issue of the Consideration Shares and reimbursement to the Vendors of outgoings in respect of the PGE Projects totalling $47,981.12 .

DARLING RANGE PGE PROJECT

The Company, through its wholly owned subsidiary PBX Aus Pty Ltd, has a 100% interest in exploration licence application (ELA) 70/5111 (Darling Range Project). The project covers a total area of 349km2 within the Darling Ranges located approximately 75km northeast of Perth, Western Australia. A map of the application is shown below.

Registered Address: 2A / 300 Fitzgerald Street, North Perth, WA, 6006

ACN: 112 914 459

28 April 2022

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The Darling Range Project is geologically within the Western Gneiss Terrane along the western margin of the Yilgarn Craton of Western Australia. The Yilgarn Craton is host to numerous precious and base metal deposits (i.e. gold, nickel, iron, bauxite and tantalite) which includes the Kalgoorlie, Southern Cross, Leonora, Meekatharra and Wiluna gold mining centres. Within the Yilgarn Craton, nickel is also sourced from Mount Keith, Kambalda, Lake Johnston, Forrestania and Ravensthorpe areas, whilst iron is derived predominantly from Koolyanobbing, Koolanooka, Weld Range and Tallering Peak in the central/west Yilgarn. In addition, bauxite is currently mined at Huntley and Willowdale from the Darling Ranges south of Perth. The Darling Ranges area is considered to be a highly prospective geological region for bauxite, PGE, nickel and copper mineralisation.

The Company applied for ELA 70/5111 on 4 January 2018. The application was recommended for grant on 16 February 2018 and has since cleared Native Title and other approval processes. The application overlaps approximately 2.97% with a file notation area for the Strategic Assessment of the Perth-Peel Green Growth Plan (SAPPR). The Department of Mines, Industry, Regulation and Safety (DMIRS) previously delayed the grant of tenements which overlap the SAPPR, including ELA 70/5111, however DMIRS recently advised that they are consulting with the Department of Biodiversity, Conservation and Attractions for the application to be granted on the basis that a no-mining condition be applied to the application upon grant to protect the reserved area. The application also encroaches on the Julimar State Forest and other land-use stakeholders, including private landholders. During the quarter, the Company continued to be in contact with the DMIRS to determine the status of the application.

In relation to the file notation and State Forest areas encroaching on ELA 70/5111, if the usual condition restricting mining activities in the affected areas is imposed on the application upon grant, the Company will need to seek ministerial consent to conduct such activities which would require the approval of a conservation management plan. The Company currently understands that approval to grant over the SAPPR area is the final step before the application is granted. The Company continues to investigate the impact of all conflicting land-uses affecting ELA 70/5111 and further updates will be provided to shareholders in due course.

Upon granting of ELA 70/5111, the Company plans to undertake an extensive low impact minimal disturbance reconnaissance mapping, geophysical surveying and re-interpretation work to delineate targets for drill testing. Given the recent discovery of significant tonnages of nickel-copper-PGE mineralisation within the adjacent tenure held by Chalice Mining Limited, the Company has prioritised data compilation and analysis over the Darling Range Project to delineate targets capable of representing known extensions or repetitions of this mineralisation style.

NENDO BAUXITE PROJECT

The Company, through its wholly owned subsidiary Iron Mountain Pty Ltd (Iron Mountain), holds a 50% interest in Eight South Investments Pty Ltd (ESI). ESI is the holder of the Nendo Bauxite Project, which is comprised of a single prospecting licence PL 01/16 (Prospecting Licence) located in the Solomon Islands.

On 6 June 2018, the Company advised Shareholders that it had unexpectedly received a letter from the Solomon Islands' Minister of Mines, Energy and Rural Electrification (Minister),

Registered Address: 2A / 300 Fitzgerald Street, North Perth, WA, 6006

ACN: 112 914 459

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Pacific Bauxite NL published this content on 28 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 April 2022 03:03:06 UTC.