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COMPANY PRESENTATION | AUGUST 2026 ASX : FAL ONCE IN A BLUE MOON The first modern test of Bendigo’s northern extension COMPANY PRESENTATION | AUGUST 2026 ASX : FAL NOT FOR RELEASE TO U.S WIRE SERVICES OR DISTRIBUTION IN THE UNITED STATES
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COMPANY PRESENTATION | AUGUST 20262 Important Notice and Disclaimers This presentation has been prepared by Falcon Metals Ltd ACN 651 893 097 (Company). It contains general background information only which is current at the date of this presentation unless otherwise specified. It contains selected summary information and does not purport to be all- inclusive, comprehensive or to contain all of the information that may be relevant, or which a prospective investor may require in evaluations for a possible investment in the Company. Prospective investors should not rely on the information contained in this presentation and must satisfy themselves as to the accuracy of all such information. This presentation has been prepared based on information available at the time of preparation and is subject to change without notice. In receiving this presentation, each recipient agrees to the foregoing terms and conditions, including any modifications to them. No person is under any obligation to update this presentation at any time after its release. This presentation is provided for general information purposes only. This presentation does not constitute an offer, invitation, solicitation or recommendation with respect to the purchase or sale of securities in the Company in any jurisdiction. It is not a prospectus, product disclosure statement, pathfinder document or any other type of public offer disclosure document for the purposes of the Corporations Act 2001 (Cth) (Corporations Act) and has not been, and is not required to be, lodged with the Australian Securities and Investments Commission. It should not be relied upon by the recipient in considering the merits of the Company, or the acquisition of shares in the Company. This presentation does not constitute investment or financial product advice. It is not intended to be used as the basis for making a financial decision, nor is it intended to constitute legal, tax, accounting or other advice. This presentation has been prepared without taking account of any person's individual investment objectives, financial situation or particular needs. Before making an investment decision, the recipient should consider its own financial situation, objectives and needs, and conduct its own independent investigation and assessment of the contents of this presentation, including obtaining investment, legal, tax, accounting and such other advice as it considers necessary or appropriate. Any references to or explanations of legislation, regulatory issues, benefits or any other legal commentary (if any) are indicative only, do not summarise all relevant issues and are not intended to be a full explanation of a particular matter. The information in this presentation has been obtained from and based on sources believed by the Company to be reliable. Past performance is not an indication of future performance. This presentation may contain forward-looking statements, guidance, forecasts, estimates, prospects, projections or statements in relation to future matters that may involve risks or uncertainties and may involve significant items of subjective judgement and assumptions of future events that may or may not eventuate (Forward Statements). Forward Statements can generally be identified by the use of forward looking words such as "anticipate", "estimates", "will", "should", "could", "may", "expects", "plans", "forecast", "target" or similar expressions. Forward Statements including indications, guidance or outlook on future revenues, distributions or financial position and performance or return or growth in underlying investments are provided as a general guide only and should not be relied upon as an indication or guarantee of future performance. To the extent that certain statements contained in this presentation may constitute 'Forward Statements' or statements about forward looking matters, then the information reflects the Company‘s (and no other party's) intent, belief or expectations as at the date of this presentation. No independent third party has reviewed the reasonableness of any such statements or assumptions. None of the Company, their related bodies corporate and their respective officers, directors, employees, advisers, partners, affiliates and agents (together, the FAL Parties) represent or warrant that such Forward Statements will be achieved or will prove to be correct or gives any warranty, express or implied, as to the accuracy, completeness, likelihood of achievement or reasonableness of any Forward Statement contained in this presentation. Except as required by law or regulation, the Company assumes no obligation to release updates or revisions to Forward Statements to reflect any changes. Recipients should form their own views as to these matters and any assumptions on which any of the Forward Statements are based and not place reliance on such statements. All dollar values are in Australian dollars ($ or A$) unless otherwise stated. An investment in the Company's securities is subject to known and unknown risks, many of which are beyond the control of the Company, including factors and risks specific to the industry in which the Company operates as well as general economic conditions, prevailing exchange rates and interest rates and conditions in the financial markets. The Company does not guarantee any particular rate of return or the performance of the Company, nor does it guarantee any particular tax treatment. Prospective investors should make their own enquiries and investigations regarding all information in this presentation, including the assumptions, uncertainties and contingencies which may affect future operations of the Company and the impact that different future outcomes may have on the Company. The distribution of this presentation to persons or in jurisdictions outside Australia is restricted by law and any person into whose possession this document comes should seek advice on and observe those restrictions, including those set forth in the “International Offer Restrictions” section of this presentation. Any failure to comply with such restrictions could constitute a violation of applicable securities laws. In particular, this presentation may not be released to US wire services or distributed in the United States. The presentation does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States or any jurisdiction in which such an offer would be illegal. The securities described in this presentation have not been, and will not be, registered under the US Securities Act of 1933 or the securities laws of any state or other jurisdiction of the United States. Accordingly, the securities described in this presentation may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws. No party other than the Company has authorised, permitted or caused the issue, submission, dispatch or provision of this presentation, or takes any responsibility for, or makes or purports to make any statement, representation or undertaking in this presentation and there is no statement in this presentation that is based on any statement by any other party. No person, either as a director, partner of or in the employment of the Company has any authority to make, imply, or give any representation or warranty whatsoever in relation to the information contained in this presentation. None of the FAL Parties take any responsibility for any information in this presentation or any action taken by you on the basis of such information. To the maximum extent permitted by law, the FAL Parties: - exclude and disclaim all liability, including (without limitation) any liability for fraud or negligence, for any expenses, losses, damages or costs incurred either as a result of the information in this presentation being inaccurate or incomplete in any way for any reason, or otherwise arising in connection with this presentation; and - make no representation or warranty, express or implied, as to the currency, accuracy, reliability or completeness of information in this presentation. JORC Code differs from reporting requirements in other countries It is a requirement of the ASX Listing Rules that the reporting of ore reserves and mineral resources in Australia comply with the 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, 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 or (ii) Item 1300 of Regulation S-K, which governs disclosure of mineral reserves in registration statements filed with the US Securities and Exchange Commission. Information contained in this presentation describing mineral deposits may not be comparable to similar information made public by companies subject to the reporting and disclosure requirements of other countries. You should not assume that quantities reported as “resources” in this presentation will be converted to reserves under the JORC Code or any other reporting regime or that the Company will be able to legally and economically extract them. Competent Person Statement The information contained within this Presentation concerning the Company’s Exploration Results was first reported in accordance with ASX Listing Rule 5.7 in the following ASX announcements: - “Falcon Acquires Craton Margin Gold Project In WA” released to the ASX 27 November 2024 - “Drilling at Blue Moon Confirms Bendigo-style Mineralisation” released to the ASX on 3 July 2025 - “First Wedge Hole at Blue Moon Returns 1.2m at 543g/t Au” released to the ASX on 11 July 2025 - “Olsen Well soil anomaly extended to 5.8km strike at Errabiddy Gold Project” released to the ASX on 22 July 2025 - “Visible gold identified in multiple stacked veins at Blue Moon” released to the ASX on 5 August 2025 - “Third Wedge Hole at Blue Moon hits 0.3m @ 185g/t Gold” released to the ASX on 16 September 2025 - “Sixth Wedge Hole at Blue Moon Hits 6.5m @ 33g/t Gold” released to the ASX on 7 October 2025 - “Wide Zone of Mineralised Quartz Intersected at Blue Moon” released to the ASX on 2 December 2025 - “Blue Moon Extended 200 Metres Along Strike Hitting 2.75 Metres @ 41.9g/t Gold” released to the ASX on 18 December 2025 - “Blue Moon Extended Along Strike Hitting 0.4m @ 167g/t Gold” released to the ASX on 16 February 2026 - “Third Diamond Drill Rig Commences at Blue Moon” released to the ASX on 5 May 2026 - “Gold Intersected at Blue Moon Over 600m of Strike Length” released to the ASX on 19 May 2026 - “Blue Moon Extended Beyond 750m Strike with Fifth Gold Zone Emerging” released to the ASX on 21 July 2026 - “Green Light for Drilling at Errabiddy Gold Project” released to the ASX on 27 July 2026 - “High-Grade Gold Continues at Blue Moon as Strike Extends to 950 Metres” released to the ASX on 3 August 2026 which are available to view on www.falconmetals.com.au. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original announcement and the Company confirms that the form and context in which the Competent Person’s findings are presented have not materially modified from the original market announcement.
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COMPANY PRESENTATION | AUGUST 20263 • The Bendigo Zone is home to several world class gold deposits including: • Bendigo Goldfield (22 Moz @ ~15 g/t Au) famous for its high- grade reef style free-milling gold since its discovery in 1851; and • Fosterville Gold Mine with the Swan Zone (2.3 Moz @ 49.6 g/t Au1), owned by Agnico Eagle (NYSE: AEM) • Falcon targeted down-plunge northern extension of Bendigo Goldfield into Falcon’s 100% owned ground • Confirmed by first drill hole with high-grade visible gold • Highlights from drilling to date include: 1.2m @ 543 g/t Au 6.5m @ 33 g/t Au 3.4m @ 16.9 g/t Au 0.3m @ 185 g/t Au 2.75m @ 41.9 g/t Au 0.4m @ 167g/t Au • Multiple lines of reef to target over 6km strike • Three diamond rigs drilling 24/7, with seven drill pads approved Unearthing Blue Moon World Class Gold Province 1 Kirkland Lake Gold MD&A 31 Dec 2017, Press Release 11 Dec 2018, Press Release 21 Feb 2019 EL007839
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COMPANY PRESENTATION | AUGUST 20264 Corporate Overview Share Price (25 August 2026) A$0.68 Capital Structure and Financials 16.5M213.7M OptionsShares on Issue Unaudited Cash (30 June 2026) A$15.4M A$145.4M Top Shareholders Nil Debt Market Cap (@ $0.68) TOP 20 OWN ~47% 8.9% 8.8% 7.1% 5.4% 5.2% 3.5%61.0% Jupiter Franklin Templeton Tim Goyder Macquarie Group Other Institutional Investors Board & Management Balance of Register
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COMPANY PRESENTATION | AUGUST 20265 Directors & Management 30+ years’ experience in gold and base metal exploration Founding Managing Director of Sirius Resources, discovered Nova-Bollinger Currently the Executive Chairman of S2 Resources (S2R.ASX) DR MARK BENNETT Non-Executive Chair As Managing Director when Chalice (CHN.ASX) made the Gonneville discovery, has led the company through an exceptional and transformational growth period Diverse experience in the resources sector in a variety of management, advisory, and consultancy roles ALEX DORSCH Non-Executive Director 30+ years’ experience in gold and base metal exploration with expertise in geology, fund management, and mining Held the role of Investment Manager of the African Lion funds at Lion Selection Group (LSX.ASX) for 14 years TIM MARKWELL Managing Director Chartered accountant with broad financial and commercial experience across the mining, resources, and professional services sectors Expertise spans treasury management, corporate governance, and technical project oversight PRADEEP SUBRAMANIAM Chief Financial Officer 25+ years’ experience in gold, base metal and diamond exploration Held the role of Exploration Project Manager for IGO in the Kimberley Region and NT DOUG WINZAR Exploration Manager 30+ years in the mining industry, including board roles with ASX-listed explorers Served as Chair of Finance and Audit committees and has a strong commitment to corporate governance Currently NED at Yandal Resources (YRL.ASX) Non-Executive Director KATINA LAW
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COMPANY PRESENTATION | AUGUST 20266 Blue Moon Gold, VIC Northern Extension of Bendigo Goldfield Confirmed Blue Moon occurs on Dja Dja Wurrung land. Falcon acknowledges their ongoing connection to the land and pay our respect to them, their culture and their elders, past and present.
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COMPANY PRESENTATION | AUGUST 20267 Bendigo – A World Class Deposit Produced >200koz pa for 65 consecutive years • One of the highest-grade major goldfields ever discovered • Total production – 22 Moz @ ~15g/t Au • High-grade is controlled by anticlinal structures • Continuous along strike, reefs can go for kilometres • Multiple stacked structures Dumble Reef, 2000’s Source: Lerk, J.A. (1991), Bendigo’s Mining History 1851-1954, Bendigo Trust; compiled from Victorian Department of Mines production records
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COMPANY PRESENTATION | AUGUST 20268 Blue Moon The Right Location 1 November 2022. Catalyst Metals Ltd, AGM Presentation slide.13 2 November 2003 Fraser et al, The Role of Historical Research in the Development of the ‘New Bendigo’ Gold Project, Central Vic toria • Bendigo Goldfield trends north • Falcon controls the down-plunge northern continuation: • 6km of strike extent to test • 3D reconstruction of underground workings shows historical mining of high-grade reefs stopped just short of Falcon tenure • Initial focus on the Garden Gully anticline trend (line of reefs): • The most productive in the goldfield (~5.2Moz @ 15g/t Au1,2) • Historical shafts closest to Falcon tenement boundary • Multiple parallel reefs to test – third rig drilling first hole targeting New Chum (3.8Moz @ 15g/t Au1,2) and other reefs This is the first time anyone has properly tested the northern extension of Bendigo
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COMPANY PRESENTATION | AUGUST 20269 Blue Moon The Right Location 1 November 2022. Catalyst Metals Ltd, AGM Presentation slide.13 2 November 2003 Fraser et al, The Role of Historical Research in the Development of the ‘New Bendigo’ Gold Project, Central Vic toria • Bendigo Goldfield trends north • Falcon controls the down-plunge northern continuation: • 6km of strike extent to test • 3D reconstruction of underground workings shows historical mining of high-grade reefs stopped just short of Falcon tenure • Initial focus on the Garden Gully anticline trend (line of reefs): • The most productive in the goldfield (~5.2Moz @ 15g/t Au1,2) • Historical shafts closest to Falcon tenement boundary • Multiple parallel reefs to test – third rig drilling first hole targeting New Chum (3.8Moz @ 15g/t Au1,2) and other reefs This is the first time anyone has properly tested the northern extension of Bendigo
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COMPANY PRESENTATION | AUGUST 202610 Blue Moon • Bendigo Goldfield trends north • Falcon controls the down-plunge northern continuation: • 6km of strike extent to test • 3D reconstruction of underground workings shows historical mining of high-grade reefs stopped just short of Falcon tenure • Initial focus on the Garden Gully anticline trend (line of reefs): • The most productive in the goldfield (~5.2Moz @ 15g/t Au1,2) • Historical shafts closest to Falcon tenement boundary • Multiple parallel reefs to test – third rig drilling first hole targeting New Chum (3.8Moz @ 15g/t Au1,2) and other reefs The Right Location 1 November 2022. Catalyst Metals Ltd, AGM Presentation slide.13 2 November 2003 Fraser et al, The Role of Historical Research in the Development of the ‘New Bendigo’ Gold Project, Central Vic toria This is the first time anyone has properly tested the northern extension of Bendigo
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COMPANY PRESENTATION | AUGUST 202611 Blue Moon – Diamond Drilling Observations from Bendigo, Ballarat and Fosterville suggested there was a strong plunge component to the high-grade mineralisation in Central Victoria Confirmation Bendigo extends onto Blue Moon Permit
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COMPANY PRESENTATION | AUGUST 202612 Northern Extension of Bendigo Goldfield Confirmed Extended 850m along strike on Garden Gully Line OPEN FOR >5km • Mineralised zones defined >850m at Garden Gully line • Five quartz zones intersected with visible gold • Classic Bendigo characteristics: • Multiple stacked reefs • Continuous along strike • High-grade coarse gold Only ~1km tested so far, open more than 5km to the north
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COMPANY PRESENTATION | AUGUST 202613 3D Fly Through Click here to view the Blue Moon fly-through
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COMPANY PRESENTATION | AUGUST 202614 Multiple Target Zones Lotus Zone - Visible Gold on three sections tested BMDD003 – visible gold at 607.6m in intercept 2.75m @ 41.9g/t Au from 605.3m² BMDD001W1 – visible gold at 544.6m in intercept 1.2m @ 543g/t Au from 544.2m¹ BMDD001W1 – visible gold at 544.9m in intercept 1.2m @ 543g/t Au from 544.2m ¹See ASX Announcement dated 11 July 2025 “First wedge hole at Blue Moon hits 1.2m @ 543g/t Au” ²See ASX Announcement dated 16 September 2025 “Third wedge hole at Blue Moon hits 0.3m @ 185g/t Au”
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COMPANY PRESENTATION | AUGUST 202615 Density Imaging of Core From BMDD001W1 Intercept Click here to view the Micro-CT visualisation ¹See ASX Announcement dated 11 July 2025 “First wedge hole at Blue Moon hits 1.2m @ 543g/t Au”
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COMPANY PRESENTATION | AUGUST 202616 Drilling Ramping up Blue Moon is Now a Scale Play • Drilling momentum: • 200m step-out drilling testing >2km strike at Garden Gully with two rigs • Third rig testing new reefs • Seven drill pads approved • Approvals in progress for many more sites for expanded program • Upside potential - system remains open: • >5km to the north • Multiple parallel reefs to be tested We are no longer proving the system – we are testing how big it is
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COMPANY PRESENTATION | AUGUST 202617 Errabiddy Gold Project This Errabiddy Gold Project area occurs on Wajarri Yamatji land. Falcon acknowledges their ongoing connection to the land and pay our respect to them, their culture and their elders, past, present and emerging. Gold and Base Metals, WA Potential high impact project in an emerging goldfield
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COMPANY PRESENTATION | AUGUST 202618 Errabiddy Project JV Falcon Earning up to 70% of Craton Margin Gold Project • Situated in the Errabiddy shear zone on the north-western margin of the Yilgarn • Located 35km southeast of Benz Mining’s emerging Glenburgh deposit • Recently announced 10.1-12.0Moz Exploration Target1 1 ASX announcement released 24 June 2025 by BNZ “Benz Defines Maiden Gold Exploration Target at Glenburgh”
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COMPANY PRESENTATION | AUGUST 202619 Olsen Well Gold Target 5.8km long soil anomaly, open along strike, never been drilled • Errabiddy is considered highly prospective and remains underexplored • No previous drilling for gold • High-priority Olsen Well target drill ready: • 5.8km long soil anomaly >10ppb Au • Four consecutive soil samples >0.5 g/t Au • Incl. two consecutive samples >1 g/t Au • Up to 6.4 g/t Au in bedrock in limited rock chip sampling • EIS co-funding grant of up to $180k Olsen Well Target All approvals in place for 3,500m RC drill program this quarter
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COMPANY PRESENTATION | AUGUST 202620 Olsen Well Gold Target 5.8km long soil anomaly, open along strike, never been drilled • Errabiddy is considered highly prospective and remains underexplored • No previous drilling for gold • High-priority Olsen Well target drill ready: • 5.8km long soil anomaly >10ppb Au • Four consecutive soil samples >0.5 g/t Au • Incl. two consecutive samples >1 g/t Au • Up to 6.4 g/t Au in bedrock in limited rock chip sampling • EIS co-funding grant of up to $180k All approvals in place for 3,500m RC drill program this quarter
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COMPANY PRESENTATION | AUGUST 202621 Falcon Metals Investment Highlights • Highly decorated team with a history of ‘company making’ discoveries (Julimar, Nova-Bollinger, Thunderbox, Waterloo) • High-grade visible gold confirms continuation of Bendigo Goldfield onto Falcon tenure, with wedge intersections incl. 1.2m @ 543g/t Au, 6.5m @ 33g/t Au, 2.75m @ 41.9g/t, 0.4m @ 167g/t and 0.3m @ 185g/t Au • Blue Moon is open 6km to the north with multiple lines extending onto Falcon tenure, seven new drill pads approved with three rigs drilling 24/7 • Green light for first ever drilling into 5.8km long gold anomaly at Errabiddy in WA, expected this quarter • Aggressive drilling program underway, strong cash position of A$15.4M cash as of 30 June 2026 1 2 3 4 5
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COMPANY PRESENTATION | AUGUST 202622 International Offer Restrictions
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COMPANY PRESENTATION | AUGUST 202623 International Offer Restrictions This presentation does not constitute an offer of new ordinary shares (“New Shares”) of the Company in any jurisdiction in which it would be unlawful. In particular, this presentation may not be distributed to any person, and the New Shares may not be offered or sold, in any country outside Australia except to the extent permitted below. Canada (Alberta, British Columbia, Ontario and Quebec provinces) This presentation constitutes an offering of New Shares only in the Provinces of Alberta, British Columbia, Ontario and Quebec (the “Provinces”), only to persons to whom New Shares may be lawfully distributed in the Provinces, and only by persons permitted to sell such securities. This document is not a prospectus, an advertisement or a public offering of securities in the Provinces. This document may only be distributed in the Provinces to persons who are (i) “accredited investors” (as defined in National Instrument 45-106 – Prospectus Exemptions) and (ii) “permitted clients” (as defined in National Instrument 31-103 – Registration Requirements, Exemptions and Ongoing Registrant Obligations) if a lead manager offering the New Shares in Canada is relying upon the international dealer exemption under NI 31-103. No securities commission or authority in the Provinces has reviewed or in any way passed upon this document, the merits of the New Shares or the offering of the New Shares and any representation to the contrary is an offence. No prospectus has been, or will be, filed in the Provinces with respect to the offering of New Shares or the resale of such securities. Any person in the Provinces lawfully participating in the offer will not receive the information, legal rights or protections that would be afforded had a prospectus been filed and receipted by the securities regulator in the applicable Province. Furthermore, any resale of the New Shares in the Provinces must be made in accordance with applicable Canadian securities laws. While such resale restrictions generally do not apply to a first trade in a security of a foreign, non-Canadian reporting issuer that is made through an exchange or market outside Canada, Canadian purchasers should seek legal advice prior to any resale of the New Shares. The Company as well as its directors and officers may be located outside Canada and, as a result, it may not be possible for purchasers to effect service of process within Canada upon the Company or its directors or officers. All or a substantial portion of the assets of the Company and such persons may be located outside Canada and, as a result, it may not be possible to satisfy a judgment against the Company or such persons in Canada or to enforce a judgment obtained in Canadian courts against the Company or such persons outside Canada. Statutory rights of action for damages and rescission. Securities legislation in certain Provinces may provide a purchaser with remedies for rescission or damages if an offering memorandum contains a misrepresentation, provided the remedies for rescission or damages are exercised by the purchaser within the time limit prescribed by the securities legislation of the purchaser’s Province. A purchaser may refer to any applicable provision of the securities legislation of the purchaser’s Province for particulars of these rights or consult with a legal adviser. Certain Canadian income tax considerations. Prospective purchasers of the New Shares should consult their own tax adviser with respect to any taxes payable in connection with the acquisition, holding or disposition of the New Shares as there are Canadian tax implications for investors in the Provinces. Language of documents in Canada. Upon receipt of this document, each investor in Canada hereby confirms that it has expressly requested that all documents evidencing or relating in any way to the sale of the New Shares (including for greater certainty any purchase confirmation or any notice) be drawn up in the English language only. Par la réception de ce document, chaque investisseur canadien confirme par les présentes qu’il a expressément exigé que tous les documents faisant foi ou se rapportant de quelque manière que ce soit à la vente des valeurs mobilières décrites aux présentes (incluant, pour plus de certitude, toute confirmation d’achat ou tout avis) soient rédigés en anglais seulement. European Union (excluding Austria) This presentation has not been, and will not be, registered with or approved by any securities regulator in the European Union. Accordingly, this document may not be made available, nor may the New Shares be offered for sale, in the European Union except in circumstances that do not require a prospectus under Article 1(4) of Regulation (EU) 2017/1129 of the European Parliament and the Council of the European Union (the “Prospectus Regulation”). In accordance with Article 1(4)(a) of the Prospectus Regulation, an offer of New Shares in the European Union is limited to persons who are “qualified investors” (as defined in Article 2(e) of the Prospectus Regulation). Hong Kong WARNING: This presentation has not been, and will not be, registered as a prospectus under the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong, nor has it been authorised by the Securities and Futures Commission in Hong Kong pursuant to the Securities and Futures Ordinance (Cap. 571) of the Laws of Hong Kong (the “SFO”). Accordingly, this presentation may not be distributed, and the New Shares may not be offered or sold, in Hong Kong other than to “professional investors” (as defined in the SFO and any rules made under that ordinance). No advertisement, invitation or document relating to the New Shares has been or will be issued, or has been or will be in the possession of any person for the purpose of issue, in Hong Kong or elsewhere that is directed at, or the contents of which are likely to be accessed or read by, the public of Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to New Shares that are or are intended to be disposed of only to persons outside Hong Kong or only to professional investors. No person allotted New Shares may sell, or offer to sell, such securities in circumstances that amount to an offer to the public in Hong Kong within six months following the date of issue of such securities. The contents of this presentation have not been reviewed by any Hong Kong regulatory authority. You are advised to exercise caution in relation to the offer. If you are in doubt about any contents of this document, you should obtain independent professional advice.
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COMPANY PRESENTATION | AUGUST 202624 International Offer Restrictions New Zealand This presentation has not been registered, filed with or approved by any New Zealand regulatory authority under the Financial Markets Conduct Act 2013 (the “FMC Act”). The New Shares are not being offered or sold in New Zealand (or allotted with a view to being offered for sale in New Zealand) other than to a person who: • is an investment business within the meaning of clause 37 of Schedule 1 of the FMC Act; • meets the investment activity criteria specified in clause 38 of Schedule 1 of the FMC Act; • is large within the meaning of clause 39 of Schedule 1 of the FMC Act; • is a government agency within the meaning of clause 40 of Schedule 1 of the FMC Act; or • is an eligible investor within the meaning of clause 41 of Schedule 1 of the FMC Act. Singapore This presentation and any other materials relating to the New Shares have not been, and will not be, lodged or registered as a prospectus in Singapore with the Monetary Authority of Singapore. Accordingly, this document and any other document or materials in connection with the offer or sale, or invitation for subscription or purchase, of New Shares, may not be issued, circulated or distributed, nor may the New Shares be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore except pursuant to and in accordance with exemptions in Subdivision (4) Division 1, Part 13 of the Securities and Futures Act 2001 of Singapore (the “SFA”) or another exemption under the SFA. This presentation has been given to you on the basis that you are an “institutional investor” or an “accredited investor” (as such terms are defined in the SFA). If you are not such an investor, please return this document immediately. You may not forward or circulate this document to any other person in Singapore. Any offer is not made to you with a view to the New Shares being subsequently offered for sale to any other party in Singapore. On-sale restrictions in Singapore may be applicable to investors who acquire New Shares. As such, investors are advised to acquaint themselves with the SFA provisions relating to resale restrictions in Singapore and comply accordingly. United Kingdom This presentation has not been delivered for approval to the Financial Conduct Authority in the United Kingdom and no prospectus (within the meaning of Regulation 21 of The Public Offers and Admissions to Trading Regulations 2024 (“POATRs”)) has been published or is required to be published in respect of the New Shares. This presentation is issued on a confidential basis to “qualified investors” (within the meaning of paragraph 2 of Schedule 1 to the POATRs) in the United Kingdom. The New Shares may not be offered or sold in the United Kingdom by means of this presentation or any other document except pursuant to an exemption from the general prohibition on offers of relevant securities to the public in the United Kingdom. This presentation should not be distributed, published or reproduced, in whole or in part, nor may its contents be disclosed by recipients to any other person in the United Kingdom. Any invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000, as amended (“FSMA”)) received in connection with the issue or sale of the New Shares has only been communicated or caused to be communicated and will only be communicated or caused to be communicated in the United Kingdom in circumstances in which section 21(1) of the FSMA does not apply to the Company. In the United Kingdom, this document is being distributed only to, and is directed at, persons (i) who have professional experience in matters relating to investments falling within Article 19(5) (investment professionals) of the Financial Services and Markets Act 2000 (Financial Promotions) Order 2005 (“FPO”), (ii) who fall within the categories of persons referred to in Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the FPO or (iii) to whom it may otherwise be lawfully communicated (“relevant persons”). The investment to which this document relates is available only to relevant persons. Any person who is not a relevant person should not act or rely on this document. United States This document does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States. The New Shares have not been, and will not be, registered under the US Securities Act of 1933 or the securities laws of any state or other jurisdiction of the United States. Accordingly, the New Shares may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws. The New Shares may be offered and sold in the United States only to: ● accredited investors within the meaning of Rule 501(a)(1), (2), (3), (7), (8), (9) and (12) under the US Securities Act; and ● dealers or other professional fiduciaries organized or incorporated in the United States that are acting for a discretionary or similar account (other than an estate or trust) held for the benefit or account of persons that are not US persons and for which they exercise investment discretion, within the meaning of Rule 902(k)(2)(i) of Regulation S under the US Securities Act.
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ASX : FAL Suite 6, Level 6, 350 Collins St, Melbourne VIC 3000 PO Box 106 Flinders Lane VIC 8009 Falcon Metals Limited T +61 3 8648 6684 E tmarkwell@falconmetals.com.au W falconmetals.com.au Ben Creagh Investor Relations E benc@nwrcommunications.com.au