Gascoyne Resources : Equity Raising Presentation

EQUITY RAISE PRESENTATION

ASX:GCY

NOT FOR RELEASE TO US WIRE SERVICES OR DISTRIBUTION IN THE UNITED STATES

Leveraging our people, assets and exploration potential at Dalgaranga

This presentation is dated 24 March 2022 and has been prepared by Gascoyne Resources Limited ACN 139 522 900 (Gascoyne or the Company). The information in this presentation remains subject to change without notice. The information in this presentation is of a general nature and does not purport to be complete, is provided solely for information purposes and should not be relied upon by the recipient. All financial information in this presentation is in Australian Dollars ($ or AUD) unless otherwise stated

This presentation is not, and does not constitute, or form any part of, an offer to sell or issue, or the solicitation, invitation or recommendation to purchase any securities.

No representation or warranty, express or implied, is made as to the fairness, accuracy, completeness or correctness of the information, opinions and conclusions contained in this presentation. This presentation does not purport to summarise all information that a recipient should consider when making an investment decision and should not form the basis of any decision by a recipient.

Recipients should carry out their own investigations and analysis of Gascoyne and verify the accuracy, reliability and completeness of the information contained in this presentation or any other form of communication to which the recipient is permitted access while evaluating an investment in Gascoyne.

Financial information

The pro forma financial information provided in this presentation is for illustrative purposes only and does not represent a forecast or expectation as to Gascoyne's future financial condition or performance. It does not include all the presentation and disclosures, statements or comparative information as required by the Australian Accounting Standards or other mandatory professional reporting requirements applicable to general purpose financial reports prepared in accordance with the Corporations Act.

Certain figures, amounts, percentages, estimates, calculations of value and fractions provided in this presentation are subject to the effect of rounding. Accordingly, the actual calculation of these figures may differ from the figures set out in this presentation.

Past & Future performance

Past performance information given in this presentation is given for illustrative purposes only and should not be relied upon as an indication of future performance.

This presentation contains certain "forward-looking statements". The words "expect", "anticipate", "likely", "estimate", "intend", "believe", "guidance", "should", "could", "may", "will", "forecast", "predict", "plan", "target" and other similar expressions that involve risks and uncertainties are intended to identify forward-looking statements. Indications of, and guidance on, future earnings and financial position and performance are also forward-looking statements. Forward-looking statements, opinions and estimates provided in this presentation are based on assumptions and contingencies which are subject to change without notice and involve known and unknown risks and certainties and other factors which are beyond the control of Gascoyne, its directors and management.

You are strongly cautioned not to place undue reliance on forward-looking statements, particularly in light of the current economic climate. Forward-looking statements are provided as a general guide only and should not be relied upon as an indication or guarantee of future performance. Actual results, performance or achievements may differ materially from those expressed or implied in such statements and any projections and assumption on which these statements are based.

Except as required by law or regulation, none of Gascoyne, its representatives or advisers assumes any obligation to update these forward-looking statements. No representation or warranty, express or implied, is made as to the accuracy, likelihood of achievement or reasonableness of any forecasts, prospects, returns or statements in relation to future matters contained in this presentation.

This presentation has been authorised for release by the Board of Gascoyne Resources Limited.

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Not financial product advice

Reliance should not be placed on the information or opinions contained in this presentation and, subject only to any legal obligation to do so, Gascoyne does not have any obligation to correct or update the content of this presentation. This presentation is for informational purposes only and is not a prospectus, product disclosure statement or other offering document under Australian law or any other law (and will not be lodged with ASIC or any other foreign regulator).

This presentation is not a financial product or investment advice or recommendation to acquire Gascoyne securities and does not take into consideration the investment objectives, financial situation or particular needs of any particular investor.

You should make your own assessment of an investment in Gascoyne and should not rely on this presentation. In all cases, you should conduct your own research of Gascoyne and analysis of the financial condition, assets and liabilities, financial position and performance, profits and losses, prospects and business affairs of Gascoyne and its business, and the contents of this presentation. You should seek legal, financial, tax and other advice appropriate to your jurisdiction.

Eligible recipients

This presentation is provided to you as an investor to whom an offer document is not required to be given, and no registration, lodgement or other formality is required, in connection with an offer of securities. In accepting this presentation you warrant that you are an investor within the scope of this paragraph and that you accept this presentation on the basis set out in this notice.

This presentation has been prepared for publication in Australia and may not be released to US wire services or distributed in the United States. This presentation does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction. Any securities described in this announcement have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration of the US Securities Act and applicable US state securities laws.

The distribution of this presentation may be restricted by law. Persons who come into possession of this presentation should observe any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws. See "International Offer Restrictions" in this presentation for more information.

No liability

To the maximum extent permitted by law, each of Gascoyne, its affiliates or related bodies corporate, their respective officers, directors, employees, agents or advisers (together, the Limited Parties) expressly disclaims any and all liability (including, without limitation, any liability arising out of fault or negligence) for any direct, indirect, consequential or contingent loss or damage arising from this presentation or reliance on information contained in or omitted from this presentation.

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Disclaimer

Neither Canaccord Genuity (Australia) Limited (the "Lead Manager") nor any of their or the Company's respective advisers or any of their respective affiliates, related bodies corporate, directors, officers, partners, employees and agents, have authorised, permitted or caused the issue, submission, dispatch or provision of this document and, except to the extent referred to in this document, none of them makes or purports to make any statement in this document and there is no statement in this document which is based on any statement by any of them.

To the maximum extent permitted by law, the Company, the Lead Manager and each of their respective advisers, affiliates, related bodies corporate, directors, officers, partners, employees and agents exclude and disclaim all liability, for any expenses, losses, damages or costs incurred by you as a result of your participation in the equity raise or the information in this document being inaccurate or incomplete in any way for any reason, whether by negligence or otherwise. To the maximum extent permitted by law, the Company, the Lead Manager and its respective advisers, affiliates, related bodies corporate, directors, officers, partners, employees and agents make no representation or warranty, express or implied, as to the currency, accuracy, reliability or completeness of information in this document and, with regards to the Lead Manager, it and its advisers, affiliates, related bodies corporate, directors, officers, partners, employees and agents take no responsibility for any part of this document.

The Lead Manager and its advisers, affiliates, related bodies corporate, directors, officers, partners, employees and agents make no recommendations as to whether you or your related parties should participate in the equity raise nor do they make any representations or warranties to you concerning the equity raise, and you represent, warrant and agree that you have not relied on any statements made by the Lead Manager, or its advisers, affiliates, related bodies corporate, directors, officers, partners, employees or agents in relation to the equity raise and you further expressly disclaim that you are in a fiduciary relationship with any of them.

Statements made in this document are made only as at the date of this document. The information in this document remains subject to change without notice. Gascoyne reserves the right to withdraw the equity raise or vary the timetable for the equity raise at any time before the issue of the relevant securities without notice.

JORC Code

It is a requirement of the ASX Listing Rules that the reporting of ore reserves and mineral resources in Australia comply with the Joint Ore Reserves Committee's Australasian Code for Reporting of Mineral Resources and Ore Reserves ("JORC Code"). Investors outside Australia should note that while ore reserve and mineral resource estimates of the Company in this document comply with the JORC Code (such JORC Code-compliant ore reserves and mineral resources being "Ore Reserves" and "Mineral Resources" respectively), they may not comply with the relevant guidelines in other countries and, in particular, do not comply with (i) National Instrument 43-101 (Standards of Disclosure for Mineral Projects) of the Canadian Securities Administrators (the "Canadian NI 43-101 Standards"); or (ii) Item 1300 of Regulation S-K, which governs disclosures of mineral reserves in registration statements filed with the SEC. Information contained in this document describing mineral deposits may not be comparable to similar information made public by companies subject to the reporting and disclosure requirements of Canadian or US securities laws.

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