PERTH, Australia – Mantle Minerals Limited (ASX: MTL) is pleased to announce it has entered into a binding agreement to divest its wholly-owned subsidiary, Mt Roe Mining Pty Ltd, to Northern Star Resources Ltd for $13.5 million in cash.

Mt Roe Mining holds a portfolio of five gold and base metal tenements located in the vicinity of the Hemi gold discovery in Western Australia. A detailed list of tenements is set out in Annexure A.

The Transaction represents a major milestone for Mantle, unlocking significant value relative to the Company's current market capitalization, while at the same time preserving ownership of its other key projects, Yule River and Pardoo.

Mantle Retains Core Projects

Importantly, Mantle retains:

Yule River Project – Located north of the Hemi deposit and aligned with the Sholl Shear Zone, the Company will commence exploration with a high level geophysical review and reinterpretation.

Pardoo Project – Located north-east of Port Hedland, hosting a published JORC-Compliant Mineral Resource (refer to Annexure B) and is considered highly prospective for future development and exploration potential.

Strategic Use of Funds

Proceeds from the Transaction will allow Mantle to:

• Accelerate exploration at Yule River – initially through conducting geophysical targeting and associated drill programs
• Accelerate exploration at Pardoo – initially through conducting drilling at previously identified (and untested) regional targets
• Resource definition drilling – subject to results of initial exploration justifying further work, undertake resource definition drilling and mining studies at both Yule River and Pardoo
• Strategic acquisitions – evaluate new and strategic high-quality gold and base metal opportunities in Tier 1 jurisdictions

Transaction Terms

Completion of the Transaction is subject to:

• Completion of due diligence by Northern Star; and
• The parties receiving all necessary regulatory and third-party approvals, within 45 days or as otherwise agreed between parties

Completion of the Transaction will occur within 5 business days following satisfaction of the conditions and Mantle will keep shareholders informed as the transaction progresses. It is currently anticipated that completion will occur by no later than 12 September 2025.

ASX has confirmed to Mantle that ASX Listing Rules 11.1 (change to nature or scale) and 11.2 (disposal of main undertaking) do not apply to the Transaction and accordingly the Transaction is not subject to shareholder approval.

Placement

Mantle has received firm commitments to raise $250,000 (before costs) through the proposed issue of 250 million fully paid ordinary shares at $0.001 per share. Each share will be issued with one attaching unlisted option, exercisable at $0.0015 and expiring five years from the date of issue. The shares will be issued pursuant to Mantle's placement capacity under ASX Listing Rule 7.1, while the options will be subject to shareholder approval, with a notice of meeting to be dispatched shortly.

Funds raised will be used to support Mantle's ongoing operations through to completion of the transaction.

This announcement has been authorised for release by the Board of Mantle Minerals Limited.

Contact Information

Annexure A – Mt Roe Tenements to be Divested

Annexure B - Pardoo Mineral Resource Estimate

Table 1 – Highway Deposit Mineral Resource Estimate at 0.300% Ni cutoff grade. All Mineral Resources are rounded to reflect that they are an estimation. A topcut of 12,500 Ni ppm was applied. Numbers may not sum due to rounding. MRE are reported above the -200 m RL. For further details refer to the ASX:MTL announcement "Pardoo Mineral Resource Estimate" 19 January 2024.