Critical Elements Corporation

Published : May 02nd, 2016

Activities Report to 31 March 2016

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Activities Report to 31 March 2016

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L1, 254 Railway Parade, West Leederville WA 6007| PO Box 1245, West Leederville WA 6901 T: +61 8 9363 7800 | e: [email protected] | www.platypusminerals.com.au

ASX/Media Announcement

Perth: 30 April 2016

ASX: PLP

QUARTERLY ACTIVITIES REPORT

for the period ending 31 March 2016

Perth-based explorer Platypus Minerals Ltd ("Platypus" or "Company") presents its Q3 activities report for the quarter ended 31 March 2016.

HIGHLIGHTS

Corporate

  • Agreement reached for Platypus to acquire 100% of lithium company Lepidico Ltd

  • Placement raises $342,859

  • Exercise of options provides $333,333 to the Company

  • Underwriting agreement executed with GTT Ventures for a fully underwritten rights issue to raise approximately $3.5 million

    Corporate (post quarter end)

  • Exercise of options provides $166,666 to the Company

    Operations

  • Lepidico signs MOU with Crusader resources to jointly exploit lithium opportunities in Brazil

  • Platypus and Lepidico secure option over Lemare lithium project in Quebec

  • High grade lithium confirmed at Euriowie

  • Lepidico lodges patent for lithium phosphate minerals

    Operations (post quarter end)

  • Lemare due diligence extended by 30 days to 11 May 2016

  • Lepidico and Crusader formalise lithium joint venture

  • Gold-copper target (up to 0.64 g/t) defined at Bridget prospect

CORPORATE

During the quarter, on 16 March 2016, the Company announced it had reached agreement with lithium focused unlisted public company Lepidico Ltd ("Lepidico") on terms under which Platypus would acquire Lepidico or its assets. Subsequent to quarter end, and following a satisfactory outcome of due diligence by the Company, on 20 April 2016 (announced 21 April 2016) Platypus, Lepidico and the Lepidico directors executed a formal Share Sale Agreement ("SSA") based on the agreed terms.

In summary, the Company would issue 750,000,000 fully paid ordinary shares, at a deemed issue price of 0.6 c per share, to the Lepidico shareholders in exchange for their Lepidico shares such that Platypus would acquire 100% of the issued capital in Lepidico. The Lepidico directors' combined interest represents 59.1% of the issued capital in Lepidico. The acquisition is conditional on approval by Platypus shareholders. A general meeting to approve the acquisition is expected to be held in late May 2016. A notice of meeting will be dispatched to shareholders shortly.

Concurrently, and in line with the conditions of the SSA requiring the Company to undertake a rights issue to raise at least $3.3 million, the Company announced it had secured underwriting support from GTT Ventures Pty Ltd to undertake a fully underwritten 3 for 5 rights issue, at an issue price of 1.0 c, to raise up to approximately $3.5 million.

Other conditions are that

  1. the remainder of Lepidico's shareholders (representing 40.9% of the issued capital in Lepidico) execute agreements to sell their shares in Lepidico to Platypus, and that all Lepidico shareholders enter into voluntary escrow agreements of 3 or 6 months, depending on the size of their holding;

  2. Platypus completing its technical due diligence on the Lemare project; and

  3. there is no breach of the agreement, no material adverse change, and Platypus obtains any third party or regulatory approvals that may be required.

The acquisition of Lepidico would provide Platypus with exposure to the full spectrum of the lithium sector, including prospective ground in Canada, Brazil and Australia and the ownership of the L-Max® technology, thus giving the Company a valuable point of difference in the lithium sector.

During the quarter, the company raised $676,192 through the issue of 68,571,845 shares at 0.5 c per share to sophisticated investors under the Company's 15% capacity, and the exercise of 33,333,333

  1. c options.

    Subsequent to quarter end, a further 16,666,668 1.0 c options were exercised, raising $166,666. The company now has 601,017,589 shares on issue.

    About Lepidico

    Lepidico is a public unlisted lithium company with interests in lithium exploration assets and processing technology. It's current exploration assets include an option over the Lemare project in Canada; ownership of the Euriowie project near Broken Hill in New South Wales; and a joint venture agreement with ASX-listed Crusader Resources to jointly exploit lithium opportunities in Brazil, including Crusader's Manga prospect. Lepidico also owns the L-Max® technology, a metallurgical process that extracts lithium from non-conventional sources, specifically Li-rich mica minerals such as lepidolite and zinnwaldite. Lepidico's largest shareholders are Strategic Metallurgy Pty Ltd and Potash West Ltd (ASX:PWN).

    OPERATIONS

    LITHIUM

    Lemare Project, Quebec, Canada

    On 12 February 2016 the Company announced that Lepidico had entered into a binding option agreement to acquire up to 75% of the Lemare lithium project from TSXV-listed Critical Elements Corporation (TSXV:CRE)("Critical Elements").

    Lemare comprises approximately 74 km2 of tenements in the James Bay region of Quebec, Canada. This region hosts several advanced lithium projects, including the Whabouchi deposit (Nemaska Lithium), the Cyr deposit (Galaxy Resources) and Critical Elements' own Rose deposit.

    The project contains a spodumene pegmatite discovered in 2012 and subsequently confirmed by channel sampling to extend over at least a 200 m strike, with an average width of 10.25 m and an average grade of 1.44% Li2O. The Lemare pegmatite was fortuitously discovered during the courseof

    exploration for nickel and gold. As such, there is ample scope for the discovery of additional pegmatites through targeted lithium exploration as pegmatites rarely occur in isolation, instead typically occurring in 'swarms.'

    The Platypus managing director, Tom Dukovcic, is presently in Montreal, Quebec, undertaking the Company's final due diligence on this project as per the terms of the SSA with Lepidico. The due diligence is to be completed before 11 May 2016.

    Lepidico JV with Crusader Resources, Brazil

    On 3 February 2016, the Company advised that Lepidico had increased its exposure to the lithium sector by signing a memorandum of understanding with ASX-listed Crusader Resources Limited ("ASX:CAS; "Crusader") under which the two companies would seek to exploit lithium opportunities in Brazil through a 50:50 joint venture.

    Subsequent to quarter end on 19 April 2016, the Company advised that Lepidico and Crusader had executed a Shareholders Agreement to establish a 50:50 joint venture company, Third Element Metals Pty Ltd ("Third Element Metals" or JV Company").

    Third Element Metals will:

    • explore for lithium and other minerals on Crusader's Manga lithium project and any other tenements acquired by the JV Company in Brazil and other agreed jurisdictions ("Territory"). Crusader will transfer Manga to the JV Company.

    • mine and process minerals extracted from tenements within the Territory using the L-Max® technology, to which Third Element Metals will hold exclusive rights in the Territory; and

    • sub-license the L-Max® technology to third parties for use in the Territory.

Manga was initially explored by Crusader in 2007 for tin and indium mineralisation. This work noted the presence of zinnwaldite and other Li-rich micas. Crusader also notes that academic literature on Manga highlights the similarity of the geological setting at Manga to that of the Cinovec Li-Sn-W project in the Czech Republic, which is now held by ASX-listed European Metals Holdings (ASX:EMH).

Euriowie, Broken Hill, NSW

On 19 February 2016, the company announced results stemming from a due diligence site visit by Platypus staff to the Euriowie project located near Broken Hill and held by Lepidico by way of an exploration licence application, ELA5234.

Euriowie encompasses three historical lithium workings in amblygonite-rich pegmatites. Amblygonite is a lithium-phosphate mineral with a high lithium content of up to 10%Li2O.

Samplesfrom each of the three workings returned excellent lithium grades, the best being 4.45% Li2O from the Lady Don mine, which is developed on a 300 m long amblygonite pegmatite.

There is no evidence of drilling or systematic sampling of the amblygonite pegmatites. The Euriowie area is therefore considered prospective for additional lithium mineralisation, and an extensive program of geochemical sampling and prospecting is planned to be implemented immediately upon grant of the licence.

Euriowie takes on further significance in light of Lepidico lodging a provisional patent application for the extraction and recovery of lithium chemicals from lithium-phosphate minerals such as amblygonite and montebrasite, as announced on 21 March 2016. As with lepidolite, lithium- phosphate minerals are unconventional sources of lithium.

EAST PILBARA POLYMETALLIC PROJECT, WA (E45/3326)

This project contains several targets within a single exploration licence located 50 km NE of Nullagine in the polymetallic East Pilbara region of Western Australia. The targets include the Gobbos Cu-Mo prospect, the Bridget Cu-Au prospect, the Pearl Bar Cu-Ag prospect and the Cyclops Ni-Cu prospect.

Bridget (Cu-Au)

On 21 April 2016, subsequent to quarter end, the Company reported additional results from the Bridget prospect stemming from work undertaken in conjunction with the preparation of access tracks to the prospect at which, together with the Pearl Bar prospect, initial reverse circulation drilling is planned to commence in late May 2016.

The latest sampling, comprising surface rock chip samples, delineated a distinct zone of strongly elevated copper, gold and molybdenum associated with moderate to intense quartz stockwork veining and epidote alteration within basalts and porphyry dykes. Values of up to 0.38% Cu, 0.64g/t Au and 544 ppm Mo, in separate samples, were returned from this area. The zone is also coincident with a historically defined Cu-Mo soil anomaly, thus confirming it as a priority drill target.

A heritage survey is currently under way at Bridget and Pearl Bar to gain clearance for ground disturbing activities associated with the preparation of drill pads. Drilling will commence as soon as practicable once a heritage clearance report has been received.

ENDS

For further information, contact:

Tom Dukovcic Managing Director 08 9363 7800

The information in this report that relates to Exploration Results is based on information compiled by Mr Tom Dukovcic, who is an employee of the Company and a member of the Australian Institute of Geoscientists and who has sufficient experience relevant to the styles of mineralisation and the types of deposit under consideration, and to the activity that has been undertaken, to qualify as a Competent Person as defined in the 2012 edition of the "Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves." Mr Dukovcic consents to the inclusion in this report of information compiled by him in the form and context in which it appears.

TENEMENT INFORMATION (Listing Rule 5.3.3)

The below table of interests in tenements held by the Company and its controlled entities is provided in accordance with ASX Listing Rule 5.3.3.

AUSTRALIAN OPERATIONS

Held by the Company

Project/ Tenement ID

Location

Interest at end of Quarter

Acquired during Quarter

Disposed during Quarter

Nil

-

Nil

-

-

Farm-in Agreements

Project/ Tenement ID

Location

Interest at end of Quarter

Acquired during Quarter

Disposed during Quarter

Gobbos (E45/3326)

Farm-in agreement with holder Gondwana Resources Ltd

East Pilbara, WA

Nil; earning 75%

Nil; earning 75%

-

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Critical Elements Corporation

EXPLORATION STAGE
CODE : CRE.V
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Contact Cpy

Critical Elements is an exploration gold company based in Canada.

Critical Elements holds various exploration projects in Canada.

Its main exploration properties are MATCHI-MANITOU, ROSE (LAC PIVERT), CROINOR, GATINEAU, LAC SAVIGNY NE and MELASSE in Canada.

Critical Elements is listed in Canada. Its market capitalisation is CA$ 125.8 millions as of today (US$ 96.7 millions, € 81.1 millions).

Its stock quote reached its lowest recent point on August 14, 2009 at CA$ 0.07, and its highest recent level on December 15, 2017 at CA$ 1.86.

Critical Elements has 148 030 000 shares outstanding.

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