29 Oct 2021

Quarterly Activities/Appendix 5B Cash Flow Report

1 ASX ANNOUNCEMENT 29 October 20 2 1 ACTIVITIES REPORT FOR THE QUARTER ENDED 3 0 SEPTEMBER 202 1 Scorpion Minerals Limited (ASX: SCN ; Company ) provides the following review of activities for the quarter ended 3 0 September 202 1 . PHAROS GOLD AND BASE METALS PROJECT Murchison, WA During the quarter the Company continued activities at its 100% owned Pharos tenements in the Murchison region of Western Australia (refer Figure 1) . With a strategic land package of 640km 2 Pharos hosts a multitude of commodity targets prospective for iro n ore , copper, PGE - Ni - Cu and gold. TARGET AREAS BY COMMODITY – PHAROS PROJECT Gold During the quarter the Company complete d 16 Reverse Circulation (RC) holes drilled for a total of 1,134m to a maximum depth of 145m in North - South drill sections at Beacon, Candle, Candle North and Lantern, and two East - West sections at Cap Lamp. The holes were designed to scissor historic intersections to determine strike and dip of the high - grade structures. A single section was drilled at each target, apart from at Lantern and Candle where two sections were completed. Most drill holes intersected significant dolerite-hosted structures with associated quartz veining, alteration (silica-carbonate-chlorite - pyrite - arsenopyrite) and/or the weathered remnants. Regional alteration (carbonate - chlorite) of the dolerite host rocks was also noted. Prospects contain multiple shear zone - hosted quartz vein targets within altered dolerite similar to “Day Dawn” style mineralisation. Recent receipt of detailed aeromagnetic imager y and aerial photography is assist ing the Company’s ongoing exploration programme . Post - quarter end, the Company released results from the RC programme, which confirmed a new shallow high - grade zone confirmed at Cap Lamp, with a best result of 1m @ 11.76 g/t Au from 10m in quartz veining within Hole CLRC012. Further drilling is planned at Cap Lamp, which is open to the west and North. Scorpion’s priority targets within Pharos include the Oliver’s Patch Area , ( containing the Candle, Lantern and Cap Lamp prospects), Ulysses, Mustang Sally and Laterite Hill . Significant previous gold drilling results include: • 12m @ 7.40 g/t Au from 44m Lantern (Historic) • 16m @ 3.09 g/t Au from 16m Lantern (Historic) • 7m @ 8.33 g/t Au from 4m Lantern (SCN - 2020) • 5m @ 8.28 g/t Au from 9m Cap Lamp (SCN - 2020) 2 Results at Beacon, Candle, Candle North and Lantern prospects confirm ed the newly interpreted orientation of high - grade structures . Cap Lamp Prospect Drilling Discussion The Cap Lamp prospect consists of a line of shallow workings (<5m depth) oriented NNE - SSW covering some 150m of strike (refer Figure 4 ). A compilation of historical RAB drilling results and soil geochemical sampling confirms the mineralised trend. Channel sampling of west - dipping veining in the only easily accessible surface working returned multiple high grade values with an approxima te average value of 2.1 g/t Au over approximately 5m length, with a maximum value of 7.5 g/t Au returned from the north face of the working in a one metre wide quartz vein. Eight holes (CLRC001 - 008) for 532m were completed on four 40m spaced sections in Ph ase 1 drilling in 2020, along with a deeper drill traverse 80m further south, east of the line of workings. A single hole for 30m (CLRC009) on the northern section was completed in Phase 2. A s ignificant result of 5m @ 8.28 g/t Au from 9m was returned in CLRC009 , which was open to the north and west (refer Figures 4 , 5 and 7 ). A down - dip result of 3m @ 2.72 g/t Au was returned from CLRC005, and near surface mineralisation was noted in CLRC006 further west. Four additional RC holes (CLRC010 - 013) for 245m were completed during 2021 on the northernmost section at Cap Lamp, and on an infill section 20m south (refer F igure 4 ). A best result of 1m @ 11.76 g/t Au from 10m in hole CLRC012 was recorded on the infill section (refer Figure 6 ), in distinctive quartz veining, along strike from the high grade result in CLRC009 (refer Figure 5 ). In addition , continuity of th e mineralisation was noted in all holes drilled. High grade shoot development with a northerly plunge is interpreted at Cap Lamp (refer Figure 7 ). Future drilling will be prioritised to define the extent of the mineralisation down - dip and further along st rike to the North, which has never been drilled. This drilling requires Heritage Clearance from the Native Title Party, as the area was not completed in the time available during the original survey period. This work is currently planned for November and December , along with additional clearances for other planned drilling at Pallas, Mt Mulcahy and Scorpion /Fenix iron ore JV prospects. Lantern Prospect Drilling Discussion The Lantern prospect includes significant intersects previously recorded by Rotary Air Blast (RAB) drilling of 12m @ 7.4 g/t Au, including 2m @ 42.4 g/t Au in RAB hole WLR033 ; and 16m @ 3.1 g/t Au, including 2m @16.8 g/t Au in RAB h ole WOR006 . Drilling was targeting sub - vertical to West dipping structures, oriented NW - SE crosscutting an approximately East - West oriented stratigraphic sequence of dolerite with thin (ca. 1 m - 3m width at surface) intercalated Banded Iron Formation (BIF) horizon s. This structural orientation was based on the high - grade results in WLR033 and WOR 006 interpreted as being hosted by the same structure. S ix RC holes (LTRC001 - 006) for 696m were completed on two East - West sections 40m apart as part of Phase 1 drilling. Drilling defined a significantly weathered profile oxidised to around 75m depth, wit h primary rock around 10m - 15m further down. Quartz veining was intersected throughout the weathering profile hosted by dolerite or its sheared/altered counterparts. 3 A significant high grade result of 3 m @ 1 8 . 0 g/t Au from 4m was returned from drill hole LTRC004 , within a larger intercept of 7 m @ 8.33 g/t Au from 4m (using a 0.5 g/t Au lower cut), in proximity to high - grade from the historic intersect of 2m @ 16.8 g/t Au from 8m in h ole WOR006. Significant mineralised sulphide and veining was observed on sheared contacts between dolerite and intercalated BIF including a deep intersection in LTRC003 ( 6m @ 0.85g/t A u from 148m ). This interval was extremely sul ph idic and affected by high water flow and possible poor sample recovery. Re - splitting and duplicate sampling of this interval returned values of 1.1 and 1.4 g/t Au over the same interval. Phase 2 drilling ‘scissored’ the Phase 1 drilling to test a possible east - dipping mineralisation control . Seven holes (LTRC007 - 013) on 3 x 40m sections for 820m advance were completed to a maximum depth of 200m. Following interpretation of results, the mineralising target structure (T1) was interpreted in a WNW - ESE orientation , dipping sub - vertically, pred ominantly to the north. Drilling conducted during 2021 consisted of shallow drilling on N - S oriented drill fences testing for both a north and south - dipping control . Results indicated moderate anomalism encountered in the vicinity of previous high grades, with support for the T1 interpretation, with a best result of 1m @1.99 g/t Au from 53m returned in hole LTRC017. Further work includes accurate collar and downho le surveying to better define the mineralisation before drilling additional targets in the area, such as an interpreted parallel structure (T2) adjacent to an untested 3,100 ppb soil anomaly approximately 150m north of the T1 zone. Candle Prospect Drilling Discussion The Candle Prospects were h ighlight ed from multiple anomalous rock chip samples to a maximum of 2.79 g/t Au taken from historically unsampled dolerite - hosted quartz outcrops oriented NW - SE. The newly discovered zones at Candle were some 375m - 4 75m south of a historical RAB drilling highlight of 4m @ 2.65 g/t Au from 28m to the bottom of hole in WOR008. The Company drilled six holes (CNRC001 - 006) for 594m on three sections in Phase 1 drilling, with two holes per section line 100m apart targetin g the outcrop in the south, and two holes on a single section targeting mineralisation highlighted by the historical result in WOR008 (Candle North). A further three holes for 370m (CNRC007 - 009) were completed in Phase 2, with a single hole scissored back on each section against the Phase 1 drilling to better assess the dip of expected mineralisation. At Candle, hole CNRC002 in the second section intersected 7m of mineralised dolerite from 101m to the end of hole at 108m, including 2m @ 1.34 g/t from 106 m, and hole CNRC009 returning 1m @ 2.08 g/t from 55m in prospective geology in the northernmost section. Results were re - assessed with consideration to the postulated T1 structural orientation interpreted at Lantern, and five holes (CNRC010 - 014) for 486m w ere drilled in two areas, Candle North and Candle, on two north - south sections scissoring previously encountered gold mineralisation. At Candle North, shallow scissor drilling returned a best result of 3m @ 1.58 g/t Au from 39m in hole CNRC013, in proximit y to the result in WOR008. The Company will complete step out sectional drilling targeting the T1 orientation ( WNW - ESE ) to test the extent of the mineralised structure down dip and along strike. The Candle North target is located in an area of no outcrop where soil cover is interpreted to extend to a depth of 2 m to 3m. At Candle, holes intersect ed significant dolerite-hosted structures with associated quartz veining , a nd silica-carbonate-chlorite - alteration, with associated arsenopyrite - pyrite mineralisation. Despite the 4 intensity and width of alteration, and notable arsenopyrite, results were not able to outline significant gold mineralisation, with a best result of 0.76 g/t Au in hole CNRC010 w ithin a corresponding arsenic anomaly, in the vicinity of the result from CNRC002. The Company remains encouraged by the style and nature of mineralisation at Candle, which is associated with strong alteration and warrants further investigation. Further w ork includes accurate collar and downhole surveying to better define the mineralisation before drilling additional targets in both areas. During the quarter the Company also released a review of potential high - grade gold potential at Ulysses, where Hill 50 - style gold mineralisation models have long been considered possible but not effectively tested by previous exploration (refer Figures 10 & 11 and Tables 4 & 5) . In addition, there is significant potential for gold mineralisation within shear zones and vein style targets hosted within the adjacent mafic volcanics/intrusives. Improved a ero magnetic data has recently been received, providing information that will allow modelling of struct urally controlled gold targets. Beacon Prospect Drilling Discussion The Beacon prospect was defined on the back of two anomalous rock chip samples to a maximum value of 0.84 g/t Au earlier this year, and surface nugget distribution in the proximal area. Two RC holes for 200m were drilled 40m apart as an initial test of a larger planned East - West traverse to be extended further to the west. Drilling encountered a variably silicified and veined shear within a strongly carbonate - altered dolerite. The inten sity and style of alteration intersected was considered to be proximal to mineralisation. In 2021, the Company completed an additional two holes (BCRC003 - 004) for 203m scissoring the initial target area, with additional encouraging alteration noted. Some weakly anomalous gold (sub 0.1 g/t Au) was noted with alteration. Iron Ore (Fenix JV) Scorpion has entered into a joint venture with Fenix Resources L imited to explore for iron ore within the company’s tenements. Fenix can earn 70 % of the iron ore rights by sole funding exploration and resource definition drilling to identify up to 10 million tonnes. Alternatively, Fenix can earn 70% of a portion of the tenements by funding a feasibility study on a resource of at least 1 million t onnes of iron ore . During the quarter the Company released a review of available air magnetic surveys identif y ing t wo target areas on the southern flank of the Weld Range at Iron Ridge Extension and Ulysses (refer Figures 8 and 9 ). Further interpretation of historic air core, reverse circulation ( RC ) and diamond drilling highlighted that previous work at Ulysses targe ted gold and base metal geochemical anomalies that also intersected significant widths of Banded Iron Formation (BIF) beneath an area of cover to the south of the Weld Range. No assaying for i ron was undertaken during this previous work. Further evaluatio n of the historic drilling at Ulysses has enabled the accurate location of the prospective iron formation and expedited the planned RC drilling programme that will target the oxidised iron formation from the surface to a depth of 100m. Drill logging has i dentified a strong oxidation profile at Ulysses to at least 100 m depth (Figure 11 ). Historic interpretation of magnetic data by consultant geophysicists in 1990 and again in 2010, remodelled after completion of a detailed 50m line - spaced helimag survey, id entified several strong negative anomalies at the Iron Ridge Extension prospect. T his type of anomaly was caused by reversely magnetised material of the Very Strongly Ferromagnetic type (VSFM) and it is likely that these reversely polarised features are V SFM material such as magnetite or hematite. 5 T he area remains inadequately tested for its iron ore potential and the newly identified VSFM targets will be the focus of further evaluation and an RC drill programme . Improved a ero magnetic data and imagery has recently been received, aid ing in detailed definition of the Iron Ridge Extension and Ulysses iron targets. The Company, in conjunction with Fenix and the N ative Title Party are currently planning archaeological and ethnographic surveys of the complete Iron Ridge Extension and Ulysses targets for early November , prior to planned RC drilling of priority areas . PGE - Ni - Cu Significant PGE mineralisation has been identified in the region at the Parks Reef project located north of Mt Weld and operated by Podium Minerals. The Company has identified significant anomalies related to mafic/ultramafic intrusives identified by base metal exploration completed in the 1960’s that was focussed on VMS Cu - Zn - Ag - Au mineralisation and are considered prospective for PGE - Ni - Cu mineralisa tion ( refer Figure 8 ). During the quarter the C ompany identified three high priority PGE - Ni - Cu Targets within the Pharos Project that are summarised below: • Three PGE - Ni - Cu targets identified at Pallas, Glen Nickel and Mt Mulcahy South • Geophysical (EM) anom alies located adjacent to Pallas PGE - Ni - Cu target • Highly anomalous rock chip samples up to 1050ppm Ni and soil anomalies >700ppm Ni identified at Glen Nickel • Highly anomalous rock chip results up to 3900ppm Ni and soil anomalies up to 960ppm Ni identified at Mt Mulcahy South Drilling of priority targets , in particular Pallas, is planned to commence up on obtaining all necessary approvals . Other planned work includes reprocessing of and /or data capture of historic EM or IP surveys. Pharos Project Planned Exploration Activities The Company is now in receipt of detailed aeromagnetic imagery for the complete project area (refer Figure 2 base image), which vastly improves understanding on certain mineralisation controls in the area and allows for improved targeting and drill planning. This is in additio n to the expected imminent receipt of high - resolution aerial photography, recently flown over the area. The Company intends to use both datasets heavily as it targets additional commodities across its tenure. The following activities are planned to take p lace over the next few months , which are planned to proceed after receipt of Preliminary Advice from the Native Title Party following completion of planned Aboriginal Heritage Surveys and receipt of other statutory approvals : 1. Heritage Survey and Clearance, various areas 2. RC drill testing (~1000m programme) of Iron targets identified; Fenix JV 3. RC drill follow up Pharos gold targets (approx. 500m) 4. RC drill test of Pallas Ni - Cu - PGE target (approx. 200m) 5. RC pre - collaring of diamond holes - Mt Mulcahy (approx. 500 m) 6. Diamond tail drilling at Mt Mulcahy (~250m) For additional background on Pharos Project information please refer to ASX releases: 25/06/2020 “Pharos Project Exploration Update” 09/07/2020 “High Grade Gold Rock Chips - Pharos Project” 13/08/2020 “Drilling to Commence – Pharos Project” 31/08/2020 “Commencement of Drilling - Pharos Project” 6 28/09/2020 “High Grade Gold Confirmed at Lantern - Pharos Project” 08/10/2020 “Phase 2 RC Drilling Commenced - Pharos Project” 02/11/2020 “Priority PGE Ni - Cu Targets – Pharos Tenement” 24/11/2020 ‘Further High - Grade Gold Results – Pharos Project” 08/02/2021 “Term Sheet – Iron Ore Rights at Pharos” 08/04 2021 “PGE - Ni - Cu Targets Identified at Pharos Project” 28/04/2021 “Fenix Iron Ore JV Update – Pharos” 1 6/06/2021 “Pallas PGE - Ni - Cu Target – Pharos” 23/06/2021 “Multiple Commodity Targets Identified at Pharos” 13/07/2021 “Fenix Iron Ore JV and Pallas PGE Target Exploration Update” 21/07/2021 “Iron Ore Targets Advanced and Drilling Expedited – Fenix JV” 12/0 8/2021 “RC Drilling Commences at Pharos Gold Targets” 23/08/2021 “Completion of Drilling at Pharos Gold Targets” 20/10/2021 “ New Shallow High - Grade Gold Zone Confirmed at Cap Lamp ” MT MULCAHY COPPER PROJECT Murchison, WA Geology Discussion The Mt Mulcahy project in Western Australia ( r efer Figures 1 and 2) hosts the Mount Mulcahy copper - zinc deposit, a volcanic - hosted massive sulphide (VMS) zone of mineralisation with a JORC 2012 Measured, Indicated and Inferred Resource of 647,000 tonnes @ 2.4% co pper, 1.8% zinc, 0.1% cobalt and 20g/t Ag (refer PUN:ASX release 25 September 2014 and Table 3 ) at the ‘South Limb Pod’ (SLP). The tenement containing the SLP is now in its second year of grant (refer ASX:SCN “ Mt Mulcahy Exploration Licence Granted, 16 Se ptember 2019 ” ). The Company noted the follow ing highlights in that release: Contained metal at the SLP resource of: • 33.5M pounds (15,200 tonnes) of Cu , • 26.3M pounds (11,800 tonnes) of Zn, • 1.35M pounds (600 tonnes) of Co, • 415,000 ounces of Ag, and • 5000 ounces of Au • 87% of tonnes & 91% of Cu, Zn and Ag metal content classified Measured + Indicated. • Significant intercepts from the historic drilling at SLP include: 6.8m @ 4.9% Cu, 3.7% Zn, 0.16%Co, 39g/t Ag, and 0.19g/t Au 10.2m @ 4.5% Cu, 4.0% Zn, 0.17%Co, 33g/t Ag, and 0.18g/t Au 12.4m @ 3.1% Cu, 2.3% Zn, 0.10%Co, 28g/t Ag, and 0.21g/t Au 11.3m @ 4.9% Cu, 4.2% Zn, 0.16%Co, 44g/t Ag, and 0.57g/t Au The folded horizon hosting th e SLP VMS mineralisation forms a regional keel, where the surface e xpression can be traced for a distance of at least 12 km along strike and excellent potential exists for additional mineralisation to be discovered along this prospective horizon. Twenty untested targets have been identified along strike of this horizon us ing a combination of VTEM and soil geochemistry. These targets have characteristics similar to the SLP and are considered prospective for VMS base metal accumulations. The Company maintains plans for extensional diamond holes targeting down dip and plung e of the current resource. Gold targets within E20/931 are continually being evaluated in conjunction with the base metal prospectivity . A north - south trending Big Bell Shear splay is interpreted to pass through the western side of the licence area and a uger soil geochemistry is planned to test for targets to be followed by RC drill testing of any anomalies defined by the program me. No active field work was undertaken during 7 the quarter. The Company is planning a heritage clearance of a drill line for p lanned RC pre - collar and subsequent diamond tail drilling . Table 1 : Current Mineral Resource Estimate, Mt Mulcahy Project (refer ASX release 25/9/2014 “ Maiden Copper - Zinc Resource at Mt Mulcahy ”, which also contains a list of significant drill intersections for the deposit , listed within that report at Table 2 ) Mt Mulcahy South Limb Pod Mineral Resource Estimate Resource Category Grade Contained Metal Tonnes Cu (%) Zn (%) Co (%) Ag (g/t) Au (g/t) Cu (t) Zn (t) Co (t) Ag (oz) Au (oz) Measured 193,000 3.0 2.3 0.1 25 0.3 5,800 4,400 220 157,000 2,000 Indicated 372,000 2.2 1.7 0.1 19 0.2 8,200 6,300 330 223,000 2,000 Inferred 82,000 1.5 1.3 0.1 13 0.2 1,200 1,100 60 35,000 TOTAL 647,000 2.4 1.8 0.1 20 0.2 15,200 11,800 610 415,000 4,000 CORPORATE Placement to raise funds During the quarter the Company announced that it completed a placement of 10,763,333 fully paid ordinary shares to new and existing sophisticated investors that raised $ 807,250 before costs. The allotment of the new shares was not subject to shareholder approval and will fall within the Company’s existing placement capacity. Drill for Equity SCN also agreed to issue an additional 1,500,000 shares to iDrilling under a drill for equity arrangement on the same terms as the placement. SCN will then use iDrilling to complete upcoming drill programmes across the Pharos Project up to an amount of $112,500 with any addition al drilling costs to be paid in cash. T he Company issued these shares post - quarter end, on 25 October 2021. Conversion of Debt As previously reported (ASX:SCN 8 June 2021 “ Debt Arrangement Update ”), SCN agreed with its lenders to convert a portion of its outstanding debt to equity in the Company at the same price as future placements in order that the lender maintains its position on the register. As part of this new placement a total of 3,600,000 new fully paid ordinary shares in the Company w as to be issued to the lenders to extinguish $270,000 of the outstanding loan balance subject to shareholder approval at the upcoming Annual General Meeting . The loans and variations to them have previously been announced by the Company on 26 October 2017, 27 September 2018, 18 October 2018, 13 March 2020 and 29 September 2020. GUIDANCE NOTE 23 DISCLOSURES Payments to related parties The amount of payments to related parties and their associates disclosed in section 6.1 of Appendix 5B accompanying this report was $4 7,727 . These payments were made to Directors for c ompany s ecretarial f ees and c onsulting f ees. 8 This announcement has been authorised by the board of directors of the Company. - ENDS – Enquiries Bronwyn Barnes Non - Executive Chair T +61 (0) 417 093 256 Figure 1 – Location of Pharos Project in Murchison area of WA, highlighting regional mineral endowment 9 Figure 2 – Scorpion Minerals Limited 100% owned Pharos Project, overlain on regional geology with named prospects 10 Figure 3 – 2021 RC Drilling Highlights Location Plan, overlain on newly acquired RTP magnetic imagery 11 Figure 4 – Cap Lamp RC Drill plan, highlighting Cap Lamp Extension target zone in magenta 12 Figure 5 – Cap Lamp Cross Section 7014120mN 13 Figure 6 – Cap Lamp Cross Section 7014100mN 14 Figure 7 – Cap Lamp c onceptual stacked s ections, highlighting high - grade target in ground awaiting heritage survey prior to drilling 15 Table 2: Pharos Project RC Drilling Significant Results: >1m = 0.5 g/t Au New Results Prospect Hole ID MGA Northing MGA Easting RL MGA Azimuth Dip Max Depth (m) From (m) To (m) Interval (m) Au g/t Notes Beacon BCRC003 7015140 572150 500 0.0 - 55.0 103.0 NSI 3 BCRC004 7015250 572150 500 180.0 - 55.0 100.0 NSI 3 Cap Lamp CLRC010 7014120 577050 495 90.0 - 55.0 55.0 30.0 31.0 1.0 1.40 3 CLRC011 7014120 577020 495 90.0 - 55.0 60.0 NSI* 3,4 CLRC012 7014100 577135 495 90.0 - 55.0 30.0 10.0 11.0 1.0 11.76 3 18.0 21.0 3.0 0.90 3 CLRC013 7014100 577120 495 90.0 - 55.0 43.0 14.0 15.0 1.0 0.65 3 Candle CNRC010 7015785 573320 500 180.0 - 55.0 121.0 111.0 112.0 1.0 0.76 3 CNRC011 7015660 573320 500 0.0 - 55.0 145.0 NSI 3 CNRC012 7016060 573240 500 0.0 - 55.0 60.0 NSI 3 CNRC013 7016110 573240 500 180.0 - 55.0 60.0 39.0 4 2 .0 3.0 1.58 3 CNRC014 7015590 573320 500 0.0 - 55.0 100.0 NSI 3 Lantern LTRC014 7015650 574160 500 180.0 - 55.0 37.0 21.0 23.0 2.0 0.74 3,4 LTRC015 7015670 574160 500 180.0 - 55.0 55.0 40.0 41.0 1.0 0.69 3,4 LTRC016 7015620 574160 500 0.0 - 55.0 55.0 NSI * 3,4 LTRC017 7015635 574125 500 0.0 - 55.0 55.0 52.0 53.0 1.0 1.99 3,4 LTRC018 7015685 574125 500 180.0 - 55.0 55.0 45.0 50.0 5.0 0.53 1,3,4 Notes 1 - 4m or 5m composite 2 - Au by 50gm Fire Assay, NAGROM method – FA50_OES 3 - Au by 40gm Aqua Regia Digest, NAGROM method – ICP008 4 - Incomplete sampling No upper cut applied, 0.5 g/t lower cut, allowing 2m internal waste Coordinate system GDA94z50. Northing and Easting obtained by handheld GPS, accuracy +/- 3m, nominal RL used NSI = No Significant Intercept, NSI* = No Significant Intercept, but incomplete sampling Table 3: Previously Released Results Prospect Hole ID MGA Northing MGA Easting RL MGA Azimuth Dip Max Depth (m) From (m) To (m) Interval (m) Au g/t Notes Atlanta ATRC001 7014357 568689 500 90.0 - 60.0 92.0 NSI 2 ATRC002 7014344 568648 500 90.0 - 60.0 120.0 Not Sampled Beacon BCRC001 7015185 572160 500 90.0 - 50.0 80.0 NSI 2 BCRC002 7015185 572120 500 90.0 - 55.0 120.0 NSI 2 Cap Lamp CLRC001 7013920 577180 500 90.0 - 60.0 36.0 23.0 24.0 1.0 0.58 2 CLRC002 7013920 577158 500 90.0 - 60.0 60.0 36.0 37.0 1.0 0.64 2 40.0 41.0 1.0 0.56 2 CLRC003 7013920 577118 500 90.0 - 60.0 150.0 NSI 2 CLRC004 7014081 577126 500 90.0 - 50.0 40.0 18.0 19.0 1.0 0.50 2 CLRC005 7014121 577122 498.5 90.0 - 60.0 66.0 18.0 21.0 3.0 2.72 2 CLRC006 7014120 577081 496 90.0 - 60.0 80.0 4.0 8.0 4.0 0.93 1,2 16.0 17.0 1.0 2.22 2 CLRC007 7014044 577105 500 90.0 - 50.0 40.0 22.0 23.0 1.0 0.74 2 CLRC008 7014000 577105 500 90.0 - 50.0 60.0 19.0 21.0 2.0 2.37 2 CLRC009 7014119 577139 500 90.0 - 50.0 30.0 9.0 14.0 5.0 8.28 3,4 Including 9.0 10.0 1.0 22.88 3,4 Candle CNRC001 7015723 573296 500 90.0 - 50.0 120.0 NSI 2 CNRC002 7015720 573284 500 90.0 - 70.0 108.0 102.0 103.0 1.0 1.47 3 End of Hole 106.0 108.0 2.0 1.34 3 CNRC003 7015620 573298 500 90.0 - 55.0 78.0 NSI 2 CNRC004 7015619 573263 500 90.0 - 55.0 100.0 NSI 2 CNRC005 7016079 573225 500 90.0 - 50.0 80.0 43.0 44.0 1.0 1.12 2 CNRC006 7016079 573204 500 90.0 - 55.0 108.0 NSI 2 CNRC007 7015623 573381 500 270.0 - 60.0 90.0 NSI * 3,4 CNRC008 7015721 573440 500 270.0 - 60.0 180.0 NSI * 3,4 CNRC009 7016079 573296 500 270.0 - 60.0 100.0 55.0 56.0 1.0 2.08 3,4 Lantern LTRC001 7015680 574108 500 90.0 - 55.0 126.0 67.0 68.0 1.0 1.55 2 LTRC002 7015680 574084 500 90.0 - 55.0 96.0 85.0 88.0 3.0 0.66 2 LTRC003 7015681 574062 500 90.0 - 55.0 174.0 148.0 154.0 6.0 0.85 2 LTRC004 7015642 574147 500 90.0 - 55.0 60.0 4.0 11.0 7.0 8.33 2 Including 4.0 7.0 3.0 18.04 2 27.0 28.0 1.0 0.71 2 45.0 46.0 1.0 0.99 2 LTRC005 7015642 574122 500 90.0 - 55.0 108.0 17.0 18.0 1.0 0.65 2 LTRC006 7015643 574096 500 90.0 - 60.0 132.0 NSI 2 LTRC007 7015640 574200 500 270.0 - 60.0 80.0 36.0 37.0 1.0 0.55 3,4 45.0 47.0 2.0 1.05 3,4 LTRC008 7015644 574250 500 270.0 - 60.0 110.0 NSI* 3,4 16 Prospect Hole ID MGA Northing MGA Easting RL MGA Azimuth Dip Max Depth (m) From (m) To (m) Interval (m) Au g/t Notes LTRC009 7015680 574140 500 270.0 - 60.0 80.0 NSI* 3,4 LTRC010 7015682 574180 500 270.0 - 60.0 110.0 NSI* 3,4 LTRC011 7015604 574241 500 270.0 - 60.0 120.0 12.0 13.0 1.0 0.51 3,4 LTRC012 7015600 574275 500 270.0 - 60.0 200.0 Not Sampled LTRC013 7015600 574200 500 270.0 - 60.0 120.0 1.0 2.0 1.0 0.53 3,4 Maguires North MNRC001 7013535 576209 500 90.0 - 50.0 40.0 NSI* 3,4 MNRC002 7013537 576191 500 90.0 - 60.0 84.0 NSI* 3,4 Olivers Patch OPRC001 7013860 573356 500 90.0 - 60.0 40.0 NSI* 2,4 OPRC002 7013857 573323 500 90.0 - 60.0 100.0 NSI* 2,4 OPRC003 7013898 573329 500 90.0 - 50.0 40.0 NSI* 3,4 OPRC004 7013896 573301 500 90.0 - 60.0 90.0 NSI* 3,4 Salt Flat SFRC001 7014398 576886 500 90.0 - 50.0 48.0 NSI 2 SFRC002 7014398 576850 500 90.0 - 60.0 80.0 NSI 2 SFRC003 7014240 576941 500 90.0 - 50.0 100.0 NSI 2 SFRC004 7014240 576903 500 90.0 - 60.0 96.0 Not Sampled SFRC005 7014280 576920 500 90.0 - 60.0 60.0 Not Sampled SFRC006 7014200 576920 500 90.0 - 60.0 66.0 Not Sampled Terrys South TSRC001 7011720 574440 500 90.0 - 50.0 78.0 55.0 58.0 3.0 0.84 3,4 TSRC002 7011720 574434 500 90.0 - 60.0 114.0 NSI* 3,4 17 Figure 8 – Summary of Pharos Project C ommodity Targets , highlighting a rea of available Open File/Multi Client Magnetics to be r eprocessed 18 Figure 9 – Location of Fenix Mine and FEX - SCN JV Iron Ore Target Areas, highlighting position of Ulysses and Iron Ridge Extension Prospects – Pharos Project 19 Figure 10 – Interpreted i ron formation, historic drilling and significant g old intervals – U lysses Prospect. No iron assays and outcrop very rarely apparent. Iron and g old mineralisation east of Section Line ineffectively tested by shallow drilling 20 Figure 11 – Ulysses Cross Section from Figure 4, highlighting oxide iron target and related gold mineralisation from historic drilling 21 Table 4 : Significant Intercept Results, Ulysses East Gold Prospect = 0.5 g/t Au Site ID GDA North GDA East RL Dip Azimuth Depth (m) From (m) To (m) Length (m) Au g/t Drill Type Company 97UEAC004 7012656 557163 469 - 60 340 77.0 27.0 32.0 5.0 0.68 AC Hampton Hill 97UERB048 7013014 557782 464 - 90 0 17.0 12.0 15.0 3.0 1.28 RAB Hampton Hill 97UERB073 7012245 556139 471 - 60 340 72.0 20.0 23.0 3.0 0.66 RAB Hampton Hill 32.0 35.0 3.0 0.57 67.0 72.0 5.0 0.54 97UERC013 7012760 557443 466 - 60 340 143.0 31.0 33.0 2.0 0.58 RC Hampton Hill 39.0 41.0 2.0 0.72 97UERC015 7012957 557786 464 - 60 340 169.0 63.0 69.0 6.0 0.84 RC Hampton Hill 97UERC017 7012933 558507 461 - 60 340 154.0 125.0 131.0 6.0 0.69 RC Hampton Hill 145.0 147.0 2.0 0.53 97UERC019 7012964 558122 462 - 60 340 123.0 71.0 73.0 2.0 0.91 RC Hampton Hill 77.0 79.0 2.0 0.91 RYP99 - 002 7013032 557564 465 - 60 160 250.0 41.0 42.0 1.0 1.15 RC Hampton Hill RYP99 - 003 7012937 557595 465 - 60 160 103.0 50.0 51.0 1.0 0.95 RC Hampton Hill 54.0 55.0 1.0 0.66 76.0 80.0 4.0 1.09 RYP99 - 004 7013147 559105 461 - 60 160 204.0 184.0 188.0 4.0 0.72 RC Hampton Hill UEC001 7013176 558421 462 - 55 160 438.5 313.0 314.0 1.0 3.50 DD Hampton Hill 331.0 332.0 1.0 0.64 UEC002 7013102 558392 462 - 55 160 294.0 216.0 217.0 1.0 1.18 DD Hampton Hill 225.0 230.0 5.0 1.11 UEC003 7013137 558487 461 - 55 160 316.0 239.0 240.0 1.0 0.51 DD Hampton Hill 245.0 248.0 3.0 0.63 UERC023 7012997 558485 461 - 90 0 114.0 105.0 110.0 5.0 0.75 RC Hampton Hill UERC025 7013106 558552 461 - 55 162 214.0 163.0 167.0 4.0 1.13 RC Aurora Minerals Limited 189.0 193.0 4.0 1.39 Table 5 : Additional Intercepts Results, Ulysses East Gold Prospect = 0.2 g/t Au Site ID GDA North GDA East RL Dip Azimuth Depth (m) From (m) To (m) Length (m) Au g/t Drill Type Company 97UEAC002 7012836 557102 468 - 60 340 89.0 50.0 54.0 4.0 0.30 AC Hampton Hill 97UEAC004 7012656 557163 469 - 60 340 77.0 27.0 32.0 5.0 0.68 AC Hampton Hill 97UERB038 7012790 557434 466 - 90 0 14.0 5.0 14.0 9.0 0.28 RAB Hampton Hill 97UERB039 7012885 557402 466 - 90 0 20.0 14.0 20.0 6.0 0.23 RAB Hampton Hill 97UERB048 7013014 557782 464 - 90 0 17.0 12.0 17.0 5.0 0.92 RAB Hampton Hill 97UERB073 7012245 556139 471 - 60 340 72.0 15.0 43.0 28.0 0.40 RAB Hampton Hill 67.0 72.0 5.0 0.54 97UERB080 7012164 556368 470 - 60 340 56.0 32.0 36.0 4.0 0.23 RAB Hampton Hill 97UERC007 7012592 556236 471 - 60 340 16.0 13.0 16.0 3.0 0.24 RC Hampton Hill 22 Competent Persons Statement 1 The information in this report that relates to the Exploration Results and Mineral Resources at the Mt Mulcahy and Pharos Pro jects is based on information reviewed by Mr Craig Hall, whom is a member of the Australian Institute of Geoscientists. Mr Hall is a director and consultant to Scorpion Minerals Limited and has sufficient experience which is relevant to the style of mineralisation and types of depo sit under consideration and to the activity he is undertaking to q ualify as Competent Persons as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code 2012)’. Mr Hall consents to the inclusion of the information in the form and context in which it appears. Competent Persons Statement 2 The information in this report that relates to the Mt Mulcahy Mineral Resource is based on information originally compiled by Mr Rob Spiers, an independent consultant to Scorpion Minerals Limited and a then full - time employee and Director of H&S Consultants Pty Ltd (formerly Hellman & Schofield Pty Ltd), and reviewed by Mr Hall. This information was originally issued in the Company’s ASX announceme nt “Maiden Copper - Zinc Resource at Mt Mulcahy”, released to th e ASX on 25th September 2014. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcements. The company confir ms that the form and context in which the findin gs are presented have not materially modified from the original market announcements . Forward Looking Statements Scorpion Minerals Limited has prepared this announcement based on information available to it. No representation or warranty, express or implie d, is made as to the fairness, accuracy, completeness or correctness of the information, opinions and conclusions contained i n this announcement. To the maximum extent permitted by law, none of Scorpion Minerals Limited, its Directors, employees or agents, advisers, nor any other person accepts any liability, including, without limitation, any liability arising from fault or negligence on the part of any of them or any other person, for any loss arising from the use of this announcement or its contents or o therwise arising in connection with it. This announcement is not an offer, invitation, solicitation or other recommendation with respect to the subscription for, pur chase or sale of any security, and neither this announcement nor anything in it shall form the basis of any contract or commitment whatsoever. This announcement may contain forward looking statements that are subject to risk factors associated with exploration, mining and production businesses. It is believed that the expectations reflected in t hese statements are reasonable but they may be affected by a variety of variables and changes in underlying assumptions which could cause actual results or trends to differ materially, including but not limi ted to price fluctuations, actual demand, currenc y fluctuations, drilling and production results, reserve estimations, loss of market, industry competition, environmental risks, physical risks, legislative, fiscal and regulatory changes, economic and financial market conditions in various countries and r egions, political risks, project delay or advanceme nt, approvals and cost estimate . 23 Appendix 1: Tenement Schedule (ASX Listing Rule 5.3.3) ? The mining tenements held at the end of each quarter and their location ? TENEMENT SCHEDULE TENEMENT No. LOCATION STATUS INTEREST % HOLDER P51/3016 WA Granted 100 Scorpion Minerals Ltd P51/3017 WA Granted 100 Scorpion Minerals Ltd P20/2252 WA Granted 100 Scorpion Minerals Ltd P20/2253 WA Granted 100 Scorpion Minerals Ltd E20/931 WA Granted 100 Scorpion Minerals Ltd E20/948 WA Granted 100 Scorpion Minerals Ltd E20/953 WA Granted 100 Scorpion Minerals Ltd E20/962 WA Granted 100 Scorpion Minerals Ltd ? The mining tenements acquired during the quarter and their location E20/9 53 , Murchison Area, Western Australia ? The mining tenements disposed of during the quarter and their location Nil ? The beneficial percentage interests held in farm - in or farm - out agreements at the end of the quarter Nil ? The beneficial percentage interests i n farm - in or farm - out agreements acquired or disposed of during the quarter Nil Rule 5.5 ASX Listing Rules Appendix 5B (17/07/20) Page 1 + See chapter 19 of the ASX Listing Rules for defined terms. Appendix 5B Mining exploration entity or oil and gas exploration entity quarterly cash flow report Name of entity Scorpion Minerals Limited ABN Quarter ended (“current quarter”) 40 115 535 030 30 September 2021 Consolidated statement of cash flows Current quarter $A’000 Y ear to date ( 3 m on ths) $A’000 1. Cash flows from operating activities 15 15 1.1 Receipts from customers 1.2 Payments for ( 287 ) ( 287 ) (a) exploration & evaluation (b) development - - (c) production - - (d) staff costs - - (e) administration and corporate costs ( 341 ) ( 341 ) 1.3 Dividends received (see note 3) - - 1.4 Interest received - - 1.5 Interest and other costs of finance paid - - 1.6 Income taxes paid - - 1.7 Government grants and tax incentives - - 1.8 Other (provide details if material) (45) (45) 1.9 Net cash from / (used in) operating activities ( 658 ) ( 658 ) 2. Cash flows from investing activities - - 2.1 Payments to acquire: (a) entities (b) tenements - - (c) property, plant and equipment - - (d) exploration & evaluation - - (e) investments - - (f) other non - current assets - - Appendix 5B Mining exploration entity or oil and gas exploration entity quarterly cash flow report ASX Listing Rules Appendix 5B (17/07/20) Page 2 + See chapter 19 of the ASX Listing Rules for defined terms. Consolidated statement of cash flows Current quarter $A’000 Y ear to date ( 3 m on ths) $A’000 2.2 Proceeds from the disposal of: - - (a) entities (b) tenements - - (c) property, plant and equipment - - (d) investments - - (e) other non - current assets - - 2.3 Cash flows from loans to other entities - - 2.4 Dividends received (see n ote 3 ) - - 2.5 Other (provide details if material) - - 2.6 Net cash from / (used in) investing activities - - 3. Cash flows from financing activities 807 807 3.1 Proceeds from issues of equity securities (excluding convertible debt securities) 3.2 Proceeds from issue of convertible debt securities - - 3.3 Proceeds from exercise of options 225 225 3.4 Transaction costs related to issues of equity securities or convertible debt securities (11) (11) 3.5 Proceeds from borrowings - - 3.6 Repayment of borrowings (50) (50) 3.7 Transaction costs related to loans and borrowings - - 3.8 Dividends paid - - 3.9 Other (provide details if material) - - 3.10 Net cash from / (used in) financing activities 971 971 Appendix 5B Mining exploration entity or oil and gas exploration entity quarterly cash flow report ASX Listing Rules Appendix 5B (17/07/20) Page 3 + See chapter 19 of the ASX Listing Rules for defined terms. Consolidated statement of cash flows Current quarter $A’000 Y ear to date ( 3 m on ths) $A’000 4. Net increase / (decrease) in cash and cash equivalents for the period 4.1 Cash and cash equivalents at beginning of period 131 131 4.2 Net cash from / (used in) operating activities (item 1.9 above) (658) (658) 4.3 Net cash from / (used in) investing activities (item 2.6 above) - - 4.4 Net cash from / (used in) financing activities (item 3.10 above) 971 971 4.5 Effect of movement in exchange rates on cash held - - 4.6 Cash and cash equivalents at end of period 444 444 5. Reconciliation of cash and cash equivalents at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts Current quarter $A’000 Previous quarter $A’000 5.1 Bank balances 444 131 5.2 Call deposits - - 5.3 Bank overdrafts - - 5.4 Other (provide details) - - 5.5 Cash and cash equivalents at end of quarter (should equal item 4.6 above) 444 131 6. Payments to related parties of the entity and their associates Current quarter $A'000 6.1 Aggregate amount of payments to related parties and their associates included in item 1 48 6.2 Aggregate amount of payments to related parties and their associates included in item 2 - Note: if any amounts are shown in items 6.1 or 6.2, your quarterly activity report must include a description of, and an explanation for, such payments. Payment to Directors for c ompany s ecretarial f ees and c onsulting f ee s. Appendix 5B Mining exploration entity or oil and gas exploration entity quarterly cash flow report ASX Listing Rules Appendix 5B (17/07/20) Page 4 + See chapter 19 of the ASX Listing Rules for defined terms. 7 . Financing facilities Note: the term “facility’ includes all forms of financing arrangements available to the entity. Add notes as necessary for an understanding of the sources of finance available to the entity. Total facility a mount at quarter end $A’000 Amount drawn at quarter end $A’000 7 .1 Loan facilities 2500 1 596 7 . 2 Credit standby arrangements - - 7 .3 Other (please specify) - - 7 .4 Total financing facilitie s 2500 1 596 7 .5 Unused financing facilities available at quarter end 904 7 . 6 Include in the box below a description of each facility above, including the lender, interest rate , maturity date and whether it is secured or unsecured. If any additional financing facilities have been entered into or are proposed to be entered into after quarter end, include a note providing details of those facilities as well. The Company has an unsecured loan agreement with a syndicate of lenders. The facility limit is $2,500,000, interest rate is 8% p.a. 8. Estimated cash available for future operating activities $A’000 8.1 Net cash from / (used in) operating activities (item 1.9) ( 658 ) 8.2 (Payments for exploration & evaluation classified as investing activities) (item 2.1(d)) - 8.3 Total relevant outgoings (item 8.1 + item 8.2) ( 658 ) 8.4 Cash and cash equivalents at quarter end (item 4.6) 444 8.5 Unused finance facilities available at quarter end (item 7.5) 904 8.6 Total available funding (item 8.4 + item 8.5) 1,348 8.7 Estimated quarters of funding available (item 8.6 divided by item 8.3) 2 Note: if the entity has reported positive relevant outgoings (ie a net cash inflow) in item 8.3, answer item 8.7 as “N/A”. Otherwise, a figure for the estimated quarters of funding available must be included in item 8.7. 8.8 If item 8.7 is less than 2 quarters, please provide answers to the following questions: 8.8.1 Does the entity expect that it will continue to have the current level of net operating cash flows for the time being and, if not, why not? Answer: N/A 8.8.2 Has the entity taken any steps, or does it propose to take any steps, to raise further cash to fund its operations and, if so, what are those steps and how likely does it believe that they will be successful? Answer: N/A Appendix 5B Mining exploration entity or oil and gas exploration entity quarterly cash flow report ASX Listing Rules Appendix 5B (17/07/20) Page 5 + See chapter 19 of the ASX Listing Rules for defined terms. 8.8.3 Does the entity expect to be able to continue its operations and to meet its business objectives and, if so, on what basis? Answer: N/A Note: where item 8.7 is less than 2 quarters, all of questions 8.8.1, 8.8.2 and 8.8.3 above must be answered. Compliance statement 1 This statement has been prepared in accordance with accounting standards and policies which comply with Listing Rule 19.11A . 2 This statement give s a true and fair view of the matters disclosed . Date: 29 October 2021 Authorised by: By t he Board (Name of body or officer authorising release – see note 4 ) Notes 1 . Th is quarterly cash flow report and the accompanying activity report provide a basis for informing the market about the entity’s activities for the past quarter , how they have been financed and the effect this has had on its cash position. An entity that w ishes to disclose additional information over and above the minimum required under the Listing Rules is encouraged to do so. 2. If this quarterly cash flow report has been prepared in accordance with Australian Accounting Standards, t he definitions in, and provisions of, AASB 6: Exploration for and Evaluation of Mineral Resources and AASB 10 7 : Statement of Cash Flows apply to this report. If this quarterly cash flow report h as been prepared in accordance with other accounting standards agreed by ASX pursuant to Listing Rule 19.11A, the corresponding equivalent standards apply to this report . 3 . Dividends received may be classified either as cash flows from operating activities or cash flows from investing activities , depending on the accounting policy of the entity . 4. If th is report has been authorised for release to the market by your board of directors, you can insert here: “By the board”. If it has been authorised for release to the market by a committee of your board of directors, you can insert here: “By the [ name of board committee – eg Audit and Risk Committee ] ”. If it has been authorised for release to the market by a disclosure committee, you can insert here: “By the Disclosure Committee”. 5. If this report has been authorised for release to the market by your board of directors and you wish to hold yourself out as complying with recommendation 4.2 of the ASX Corporate Governance Council’s Corporat e Governance Principles and Recommendations , the board should have receiv ed a declaration from its CEO and CFO that, in their opinion, the financial records of the entity have been properly maintained , that this report complies with the appropriate account ing standards and give s a true and fair view of the cash flows of the entity , and that the ir opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively .

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