Sweden

In January 2022, Mawson entered into an option and joint venture agreement to earn-in up to 85% of the 2,500 ha Skellefteå North Gold Project from Elemental Exploration Scandinavia AB, a private company at arm’s length to Mawson. Skellefteå is located in Northern Sweden four hours drive from Mawson’s flagship Rajapalot project, making it complementary to Mawson’s Nordic focus and experience base.

The Skellefteå North Gold Project consists of 2,500 ha of contiguous 100%-owned claims located in the well-endowed Skellefte Mining District of Northern Sweden, located 40 km north-northwest of the city of Skellefteå.

The Skellefte Belt comprises a poly-deformed, paleoproterozoic-aged volcano-sedimentary rocks containing several large gold deposits that have produced in excess of 6 Moz of gold (most notably from the Boliden, Bjorkdal and Kankberg gold mines).

Swedish mining giant Boliden has dominated production in the district for nearly a century and has established processing facilities at the site of the historical Boliden gold mine (historical production of 4 Moz at 15.1 g/t Au) located ~22 km to the southwest and smelting facilities in Skelleftea.

Mandalay Resources Corporation operates the Björkdal gold mine located 8 km to the southwest of the Project, having historically produced over 1.3 Moz Au with a further 1 Moz Au remaining in M&I resources.

The Skellefteå North Project is also flanked by the Akerberg open-pit mine located some 2 km to the northwest, which historically produced 150 Koz Au (at 3.1 g/t Au) in the early 2000’s. In addition, there are 85 known polymetallic sulfide deposits within the Skellefte Mining District, the largest being the currently-operating Renstrom and Kristineberg mines having produced over 14 Mt and 32 Mt of polymetallic sulfide ore respectively.

The Project area contains outcropping gold mineralization across the 3 km x 6 km land package with grab samples collected grading up to 15.1 g/t Au.

Gold is hosted within a structurally controlled quartz-vein system containing arsenopyrite gangue. Veins occur as localized ‘vein-swarms’ within a late sub-vertical mafic dyke intruded within an interpreted pre-existing structural feature. Weak deformation fabrics observed within the host dyke suggest the gold mineralization has a late post–deformational emplacement age, and therefore interpreted as a late-orogenic, epigenetic deposit style.

The most advanced target on the Project is at the Dalbacka Prospect where an approximately 180m long outcropping mafic dyke intrudes a deformed pyrrhotite-bearing graphitic black shale that extends as a clear magnetic anomaly to the east and west under cover for approximately 2.0 km.

The full outcropping extent of the mafic dyke contains gold-bearing quartz/arsenopyrite mineralization across both its outcropping length and width of between 3m and 10m.

Selected results from Elemental’s exploration and Mawson’s confirmatory work include:

• Channel TR119948 3.8m at 4.5 g/t Au (true width approx. 80%).
• Channel TR119944 1.6m at 5.4 g/t (true width).
• 5 grab samples cross spanning the outcrop averaging 5.1 g/t Au (range 0.8 to 10.0 g/t Au).
• Isolated 6.0 g/t Au sample 1.8 km west of main outcrop, broadly along trend.
• Isolated 15.1 g/t Au sample found in quartz-arsenopyrite vein in the Storberget Prospect located in the north of the Project.

The Dalbacka Prospect is located on privately owned land and is fully permitted for year-round drilling.

Under the terms of the Option Agreement, Mawson paid Elemental C$20,000 as reimbursement for certain costs incurred to maintain the Project in good standing, and issued 260,000 common shares to Elemental at an issue price of C$0.16 per common share.

Mawson has the right to earn up to 85% of the project and enter into a joint venture. Key terms of the Option Agreement:

• An option to earn an initial 75% interest, exercisable by Mawson subject to incurring aggregate expenditures of C$3,000,000 over 4 years, provided that a minimum C$220,000 is spent in year one (inclusive of C$20,000 already paid) and C$280,000 in year two.
• An option to earn an additional 10% interest (for 85% total) exercisable by the Mawson upon completion of a NI 43-101 compliant pre-feasibility or feasibility study.
• Mawson will be the Operator during the option period.
• Following Mawson earning 85%, formation of a standard joint venture (“JV”), with both parties contributing to ongoing funding.
• Should either party dilute below 10%, the diluting party’s interest will convert to a 2% Net Smelter Royalty (“NSR”). The non-diluting party will hold an exclusive right to acquire 50% of the NSR for C$1,500,000 at any time prior to the date that is 12 months after commercial production.

Mawson will utilize the services of Elemental to manage certain operational and statutory responsibilities on the Project.