CORPORATE STRATEGY

July 31, 2025

Kincora Copper Limited (the “Company” or “Kincora”) is an active explorer and project generator focused on world-class copper-gold discoveries.

The Company has an industry leading technical team credited with multiple Tier-1 scale discoveries, a well credential board and management team, with significant “skin in the game” (the latter currently representing approximately 40% of Kincora’s shareholder register).

Kincora’s portfolio of assets includes seven major projects hosting district scale landholdings and drill ready targets in both Australia and Mongolia’s leading porphyry belts, the Macquarie Arc and Southern Gobi, respectively, and the historical Condobolin mining field in the southern section of the Cobar superbasin NSW.

The Company has recently pivoted its funding strategy and created the foundations to become a very significant scale explorer, create shareholder value from multiple avenues, and, in July 2025 had this strategy endorsed and financing supported by several leading North American natural resource sector investors.

These investors recognized recent major asset level and corporate milestones that support a hybrid project generator exploration and funding model where we leverage strategic partnerships with mining majors and cashed up new tech explorers. The corporate restructuring and terms of the financing (including a 12-month resale restriction) supports a clear medium-term strategy, not just a near-term share price rally from depressed levels, impacted by a major shareholder overhang between 3Q’2024-2Q’2025 and the period between drilling campaigns as we pivoted our funding model.

Kincora is now undertaking a diversified and portfolio approach to confirm the next series of globally significant copper-gold discoveries. Our strategy is scalable and provides shareholders multiple shots on goal and value catalysts.

Drilling activities across multiple targets at multiple projects are ramping up. Management fee income from operating partner-funded exploration is increasing. Further asset level partnership deals are in the pipeline and we continue to proactively assess further new value add opportunities.

Adopting this model supports countercyclical growth, as evident by recently securing four additional licenses (pegged at minimal cost directly from the government). And three of these licenses have already attracted asset level partners, and one is currently being drilled.

Our core focus is the Macquarie Arc in New South Wales (“NSW”), Australia, which has recently seen more than A$16 billion in M&A activity and over A$385 million in earn-in deals with junior porphyry explorers (1).

Commercially, Kincora has secured six asset-level deals to unlock over A$110 million of potential partner funding – with over A$5.5 million of expenditure to date at our large-scale copper-gold porphyry projects (between 4Q’24-1Q’25) (2). These industry leading partners provide unique technical endorsement of the merits and scale of the targets we are seeking to test, the credentials of our team and ESG considerations of each project. They don’t just provide capital, and each deal is tailored to the specifics of the project and what the investor adds to create a win-win partnership.

The Company is currently seeking further asset level partnerships for our flagship NSW porphyry projects; all located in existing porphyry system camps hosting greater than 20-million-ounce gold equivalent resource inventory (3) and supporting significant scale walk up drill programs.

On July 7, 2025, Kincora announced an oversubscribed C$4 million non-brokered private placement of units led by leading North American investors, including Rick Rule and Jeff Phillips, and their investor networks. Uniquely, the share units have a 12-month hold period and there is an accelerator on the warrants – both at the lead investors requests. This raising is concurrent with a corporate restructuring and share capital roll back.

Why?

In the last two-years, Kincora has made significant progress moving to a project generation and partner funding model and resuming drilling. This progress, the inherent value that has been already created and further very material milestones anticipated upon continuing to deliver on the existing strategy has been recognized by these cornerstone investors.

The roll back and placement terms provides the structure to leverage the deals, partner funding and project results already in place and to unlock significant existing value. This is starting to be realized.

The new capital provides the ability to accelerate more drilling, do more asset level deals, earn more management fees, and, ultimately, supporting the ambition of more (big) new discoveries. These multiple avenues all provide further material value catalysts for shareholders.

The financing supports Kincora undertaking drilling at our 100% owned Condobolin project, a historical mining field located within the Cobar superbasin and within trucking distance to an existing mill seeking third party ore. The Cobar superbasin has recently seen a number of significant new discoveries (eg Federation, Achilles, Mallee Bull, Southern Nights and Wagga Tank) and significant corporate activity (eg Harmony’s A$1.6 billion offer for MAC, Kingston Resources recently receiving A$50 million cash for the first tranche of its divestment of its Misima project etc). The project and regional profiles’ support the Condobolin project being an asset that a junior explorer such as Kincora can add significant value too.

By having a significant portfolio of partner funded large porphyry projects, and a very focused program on a 100% owned project, we are seeking to position Kincora as a leading institutional grade explorer in the public Australian and Canadian markets, and the leading project generator on the ASX.

What do we mean by institutional grade explorer?

The public markets cost of capital for exploration is currently high, with many institutional and family office investors seeking to avoid exposure to the exploration sector due to:

(a) Risk of negative drill results on flagship project(s): Most junior explorers are generally valued on their flagship one or two projects with news flow and value catalysts usually providing a relatively binary return profile to investors; and,

(b) Listed equity level dilution: without an income stream most juniors need to regularly come back to market (generally on terms which are a discount to the market) to raise further equity capital.

Kincora’s business model is looking to address these key risks and providing investors the asymmetric return profile to the exploration sector by:

(a) Portfolio approach to exploration: Our model seeks to test multiple targets at multiple projects, supporting a diversified approach to exploration risk where any new discovery within the portfolio provides shareholders material upside exposure but the number of targets being advanced means limited downside from anyone project.  This approach supports multiple shots on goal and is being predominately funded by our asset level partners that also provide a unique level of due diligence to the merits of these targets.

(b) Self-funding model: currently management fee income from operating two earn-in and joint venture agreements is significantly offsetting Kincora’s corporate costs. The Company is pursuing discussions and negotiations with further asset level partners for our flagship porphyry projects on a further management fee model basis. A further transaction (or multiple transactions) on this basis is expected to support a self-funding model with an income stream more than covering corporate and project holding costs.

This income stream approach coupled with the July 7th announced C$4m non-brokered private placement and associated in-the-money warrants (supporting potentially a further C$6.65m of capital to Kincora), provides a robust balance sheet position and limits medium term listed equity level dilution risk.

(c) Further deals: to date Kincora has realized six deals unlocking potentially over A$110m in partner funding and include our earlier stage or non-core projects. Discussions with new partners for our flagship remaining 100% owned Northparkes and Cowal block projects are ongoing and have the potential to be major value catalysts.

Delivering on this strategy is expected to further support Kincora’s valuation and liquidity, and appeal to a significantly larger investor base.

After two years of setting the asset level and corporate foundations for very significant share price success we are very excited about future news flow as we ramp up exploration, see management fees increase, seek further material new asset level partnerships / transactions and test our wide array of copper-gold targets with the drill bit.

We believe the July 2025 financing is a strong recognition of our strategy aimed at creating further very material returns for shareholders well beyond current levels’.

We look forward to keeping you up to date with our continued progress.

Cameron McRae                                       Sam Spring

Chairman of the Board                              President and CEO

References

(1) Source, the Ocean Blue Equities Oct 8, 2024 initiation research report on Waratah Minerals with the addition of Newmont’s earn-in and joint venture agreements with Koonenberry Gold (KNB.ASX) for the:

(a) Junee porphyry project ($23.9m of expenditure to date, ex the Jan 2025 drilling with Koonenberry Gold carried until commercial production); and,

(b) Fairholme porphyry project (Koonenberry carried until $15m of exploration expenditure, with $1.14m spent to date before the Jan 2025 drilling program).

(2) Over $110 million of potential partner funding has been secured for four of Kincora’s six major project portfolios and that comprise the Company’s  earlier stage and/or non-core projects. This funding comprises 6 deals and four partners with over A$5.5m of partner funded exploration since late 2024 until the end of March 2025 and includes:

  1. a) The original up to A$50m earn-in & JV agreement with AngloGold Ashanti for the Nyngan and Nevertire projects and the amended agreement to include the Nyngan South, Nevertire South and Mulla projects including another up to A$50m earn-in & JV: refer May 28, 2024 release “AngloGold Ashanti to earn-in to the NJNB Project” and Apr 14, 2025, “Second Major Earn-in Secured with AngloGold Ashanti” (estimated budget >$3.5m, incl. 6,197.3m drilling until Mar 31, 2025. Kincora is currently the project manager receiving a 10% fee of expenditure). For more information on AngloGold Ashanti please visit their website at anglogoldashanti.com

 

  1. b) Fleet Space Technologies (which in December 2024 raised $150m in a Series D financing) partnership under R&D Grant for geophysical surveys at Nyngan: refer Jul 25, 2024 release “ANT and Gravity Geophysical Surveys at the Nyngan Project” (est. budget $500k). For more information on Fleet Space please visit their website at https://www.fleetspace.com

 

  1. c) Fleet Space partnership for the Wongarbon project: refer Oct 16, 2024 release “Kincora announces Strategic Investment & Expanded Partnership with Fleet Space” (Fleet Space is to conduct ANT & gravity surveys with the right to fund >2000m of drilling for an earn-in/JV. Est. budget for ANT & gravity surveys $600k, follow up drilling >$0.5m)

 

  1. d) Exploration Alliance partner Earth AI (which in January 2025 raised US$20m in a Series B financing) drilling commenced at the Cundumbul project: refer May 20, 2024 release “Artificial Intelligence Partner Drilling New Copper Targets at the Cundumbul Project” (Earth AI has the right to right to spend up to $4.5m at Cundumbul and earn an NSR upon a “qualifying interval”. Estimated budget to date >$800k, incl. 5 completed holes for >2500m with a VTEM geophysical survey recently completed and analysis ongoing). For more information on Earth AI please visit their website at https://earth-ai.com/

 

  1. e) Woomera Mining (now Orbminco Ltd – ASX:OB1) agreement for Kincora’s Mongolian assets: refer Aug 12, 2024 release “Kincora secures funded, successful and motivated partner for Mongolian assets” & Orbminco release Jan 14, 2025 “Drilling Results for Bronze Fox Copper-Gold Project”, drilling results & technical details/disclaimers (Orbminco has the right to spend US$4m for a 80% interest in the Mongolian subsidiaries with Kincora free carry also to Final Investment Decision (FID) or a cash payment + NSR acquisition right for 100% interest. Orbminco consideration shares to Kincora $450k (issue price). Estimated budget >C$1.2m to Mar 31, 2025 incl. 2516m of drilling (& ex-planned conversion of the western exploration to a mining license and 2025 proposed geophysics and drilling). For more information on Orbminco please visit the ASX website (ticker “OB1”) or their homepage https://www.orbminco.com.au

(3) MinEx Consulting analysis and report for Kincora

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