Termination of Avondale Project Earn-in Agreement

Rimfire Pacific Mining Limited (Rimfire or the Company) (ASX: RIM) provides the following updates in respect of the Avondale Project.

As previously disclosed to ASX, Rimfire terminated the Fifield Earn-in Agreement and stated it was considering its rights in relation to the Avondale Earn-in Agreement in light of the judgement of the of the Victorian Supreme Court in: Resource Capital Ltd v Giovinazzo [2024] VSC 548 (Judgment) (See Rimfire ASX Announcement dated 3 October 2024).

The Avondale Project has been funded by Golden Plains Resources Pty Ltd (GPR) under the earn-in agreement, which has the potential to see GPR earn a joint venture interest of up to 70%.

Despite requests, GPR has failed to provide any information in relation to whether there has been a change of control as to GPR since the Avondale Earn-in Agreement was executed.

Having considered the matter further, Rimfire has now issued a notice of termination to GPR in respect of the Avondale Earn-in Agreement, with the termination stated to take immediate effect.

Given the Avondale Earn-in Agreement was terminated prior to GPR satisfying the earn-in requirements, GPR will have no interest in the Avondale Project going forward. The express terms of the Avondale Earn-in Agreement do not require the Company to repay to GPR any funding provided by it prior to termination in these circumstances.

The Avondale Project contains the Melrose Scandium Prospect where Rimfire has recently reported an Indicated and Inferred Mineral Resource estimate of 3Mt @ 240 ppm Sc (1,120t Sc Oxide) (See Rimfire ASX Announcement dated 9 September 2024)*.

Rimfire expects that GPR will dispute the termination and seek to resolve the dispute through arbitration. Similar to the Fifield Project (See Rimfire ASX Announcement dated 17 October 2024), Rimfire has offered to provide to GPR a revocable undertaking that it will not dispose of, create any encumbrance over or dissipate the Avondale Project or any mined product. The undertaking is an interim measure until it is revoked by Rimfire.

Rimfire has also offered to have the disputes in relation to the termination of the Fifield Earn-in Agreement and the Avondale Earn-in Agreement resolved in the same arbitration.

The undertaking does not preclude Rimfire from carrying on exploration activities to advance the Avondale Project.

The Rimfire Board recognises the risks associated with its decision to terminate the Avondale Project Earn-in Agreement (including the prospect of Mr Giovinazzo successfully appealing the Judgement, the prospect of a dispute with GPR and the costs and distraction associated with that, and the requirement for funding to advance the Avondale Project) but believes the decision is in the best interests of the Company and its shareholders.

The Company will continue to update the market in accordance with its continuous disclosure obligations in the event of material developments in relation to this matter.

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