AUS REGISTERED OFFICE Ground Floor, 22 Stirling Highway Nedlands WA 6009 ACN: 621 541 204 CONTACT E: info@eaglemountain.com.au ASX: EM2 eaglemountain.com.au ASX Announcement 23 OCTOBER 2024 2024 ANNUAL REPORT Eagle Mountain Mining Limited (ASX: EM2) is pleased to attach the Company’s Annual Report for the year ended 30 June 2024. This ASX announcement was authorised for release by the Board of Eagle Mountain Mining Limited. For further information please contact: Tim Mason Chief Executive Officer tim@eaglemountain.com.au Mark Pitts Company Secretary mark@eaglemountain.com.au Jane Morgan Investor and Media Relations jm@janemorganmanagement.com.au ABOUT EAGLE MOUNTAIN MINING Eagle Mountain is a copper-gold explorer focused on the strategic exploration and development of the Oracle Ridge Copper Mine and the highly prospective greenfields Silver Mountain Project, both located in Arizona, USA. Arizona is at the heart of America’s mining industry and home to some of the world’s largest copper discoveries such as Bagdad, Miami and Resolution, one of the largest undeveloped copper deposits in the world. Follow the Company’s developments through our website and social media channels: LinkedIn Twitter EM2 Website - 2 0 2 4 - ANNUAL REPORT CORPORATE DIRECTORY DIRECTORS Rick Crabb (Non-Executive Chairman) Charles Bass (Managing Director) Roger Port (Non-Executive Director) ALTERNATE DIRECTOR Brett Rowe (Alternate Director for Charles Bass) EXECUTIVE Tim Mason (Chief Executive Officer) COMPANY SECRETARY Mark Pitts EMAIL, WEBSITE and E-COMMUNICATIONS Email: info@eaglemountain.com.au Website: eaglemountain.com.au ASX CODE EM2 ABN 34 621 541 204 REGISTERED AND PRINCIPAL OFFICE Ground Floor 22 Stirling Highway Nedlands WA 6009 TUCSON OFFICE Suite 280 7330 N Oracle Rd, Tucson, Arizona 85704 AUDITORS William Buck Audit (WA) Pty Ltd Level 3 15 Labouchere Road South Perth WA 6151 SHARE REGISTRY Computershare Investor Services Pty Ltd Level 17, 221 St Georges Terrace Perth WA 6000 CORPORATE GOVERNANCE A summary statement reporting against the 4th Edition of the ASX Corporate Governance Recommendations which has been approved by the Board together with current policies and charters is available on the Company website. http://eaglemountain.com.au/about/#corporate EAGLE MOUNTAIN MINING | 2024 Annual Report 2 CONTENTS Chairman’s Letter 3 CEO Letter 5 FY24 Highlights 7 Review of Operations 11 Annual Mineral Resource Statement 28 ASX Additional Information 32 Directors’ Report 38 Auditor’s Independence Declaration 56 Consolidated Statement of Profit or Loss and Other Comprehensive Income 57 Consolidated Statement of Financial Position 58 Consolidated Statement of Changes in Equity 59 Consolidated Statement of Cash Flows 60 Notes to the Consolidated Financial Statements 61 Directors’ Declaration 95 Independent Auditor’s Report 96 EAGLE MOUNTAIN MINING | 2024 Annual Report 2 EAGLE MOUNTAIN MINING | 2024 Annual Report 3 CHAIRMAN’S LETTER EAGLE MOUNTAIN MINING | 2024 Annual Report 3 Rick Crabb Chairman Dear Shareholders, I am pleased to present Eagle Mountain Mining’s Annual Report for FY2024. This year has been marked by significant advancements in our exploration and development activities, positioning us as a leading player in the junior copper market. At the Silver Mountain Project, we have made an exciting discovery of porphyry-style intrusions. Fleetspace Exosphere Technology was used to conduct a seismic survey over promising targets and exposed previously unrecognised intrusive bodies, providing compelling evidence for a significant porphyry-style system at depth. Additional surface indicators further support this assessment. These significant findings have substantially enhanced the Silver Mountain Project’s potential and reinforces our belief in its long-term viability. The Oracle Ridge Project has also continued to deliver results. We were pleased to provide a Mineral Resource Estimate update during the year showcasing an impressive 57% growth in contained copper since the acquisition of the project, boasting a substantial total resource of 28.2Mt at 1.35% copper, 11 g/t silver, and 0.16g/t Au at a 0.8% cut-off. This achievement reflects the project’s underlying geological promise and is testament to the hard work and expertise of our dedicated team in Tucson and Perth, for which I thank them. Given the recent discovery of significant targets at Silver Mountain, Eagle Mountain has initiated a strategic review of Oracle Ridge. This review aims to determine the optimal allocation of capital to maximize shareholder value. In determining the forward strategy for the Company, the Board and management will carefully weigh up factors such as near-term debt and landowner obligations at Oracle Ridge, as well as the expanding exploration potential at Silver Mountain. On behalf of the Board, I would like to thank shareholders and other stakeholders who have supported the Company during the year. Your support is much appreciated and instrumental in driving our strategy. EAGLE MOUNTAIN MINING | 2024 Annual Report 4 EAGLE MOUNTAIN MINING | 2024 Annual Report 4 EAGLE MOUNTAIN MINING | 2024 Annual Report 5 At Silver Mountain, we made a breakthrough discovery of prospective porphyry-style intrusions beneath the cover. This discovery, coupled with the completion of the fourth mineral resource at Oracle Ridge, which saw a 57% increase in contained copper since acquisition, underscores the growth potential of the Company. As Oracle Ridge transitioned into a study phase, our geologists were able to reassess the potential at Silver Mountain, located north of Phoenix, Arizona. This extensive land package, situated within a region renowned for large porphyry systems, has long intrigued us. Despite the presence of historic mines, the underlying geological model remained elusive until a seismic survey completed during the year revealed a previously unrecognised intrusive bodies beneath a younger cover sequence. Furthermore, the surface expressions of porphyry-style alteration, breccias, veining, magnetic and gravity anomalies, and copper/gold mineralization provides compelling evidence for a significant porphyry style system at depth. Our Oracle Ridge project continued its impressive growth, achieving its fourth mineral resource increase since acquisition in late 2019. Underground channel sampling identified additional high-grade mineralization, including some of the best grades and widths seen to date. The drilling and channel sampling included in the Mineral Resource Update was focussed on increasing the Measured and Indicated categories, to provide material for the future scoping study. The project now boasts a substantial total resource of 28.2Mt at 1.35% copper, 11 g/t silver and 0.16g/t Au at a 0.8% Cut-off, with over half in the higher confidence Measured and Indicated categories. The combination of high-grade mineralization and broader lower-grade zones offers flexibility for future production scenarios. At lower cut-off grades, the mineralization thickens, supporting the potential for higher extraction rates and enhancing project economics. A Scoping study has been initiated on the project. The OREX prospect at Oracle Ridge is an exciting growth opportunity given the high copper grades at surface combined CHIEF EXECUTIVE OFFICER’S LETTER EAGLE MOUNTAIN MINING | 2024 Annual Report 5 Dear Shareholders, FY24 marked a year of significant progress for Eagle Mountain Mining, with notable advancements at both our Silver Mountain and Oracle Ridge projects. EAGLE MOUNTAIN MINING | 2024 Annual Report 6 with the large scale area of prospective geology. We are investigating the potential to undertake a seismic survey over OREX to model anomalies of the prospective sediments below the intrusive granodiorite. In August 2023, the U.S. Department of Energy recognised copper as a critical material. This acknowledgment highlights copper’s vital role in clean energy technologies and underscores the importance of securing domestic critical mineral and materials supply chains. This bodes well for Eagle Mountain, with two copper projects located in Arizona, a Tier 1 jurisdiction within the United States. While market conditions remain volatile, especially for explorers and emerging producers, we are grateful for the continued patience and support of our shareholders. We also extend our sincere thanks to our dedicated employees, contractors, and business partners in the USA and Australia for their commitment and contributions over the past year. Their efforts have been instrumental in achieving key milestones as we strive to become a domestic producer of green copper to support global decarbonization. Yours faithfully Tim Mason Chief Executive Officer EAGLE MOUNTAIN MINING | 2024 Annual Report 6 EAGLE MOUNTAIN MINING | 2024 Annual Report 7 FY24 HIGHLIGHTS ORACLE RIDGE PROJECT • An upgrade to the JORC Mineral Resource Estimate (MRE) for the Oracle Ridge Copper Project was completed in November 2023, resulting in 57% increase in contained Copper (at a 0.8% copper cut-off) since acquisition. • Technical evaluations continued, including mine planning and metallurgical testwork • Patented claim acquisition - Acquisition of strategically located claim (Cochise) providing access for future operations1 SILVER MOUNTAIN PROJECT • New porphyry Style target discoveries at the Silver Mountain Project • Mapping and sampling programs identified anomalous uranium, thorium and rare earths • 3D seismic survey completed, identifying copper porphyry targets • High grade assays from surface sampling up to 64g/t Au, 445g/t Ag and 15%Pb2\ CORPORATE/SAFETY/COMMUNITY • Well-supported capital raisings which generated $5.28m in new capital • No lost time injuries for financial year • Support for local communities continued, including sponsorship of a local sporting team 1 Acquisition subject to finalisation of legal agreements at time of report 2 Results received subsequent to FY2024 EAGLE MOUNTAIN MINING | 2024 Annual Report 8 VISION EAGLE MOUNTAIN MINING | 2024 Annual Report 8 Eagle Mountain Mining’s vision is to build shareholder and stakeholder value by creating a sustainable, profitable and well-regarded mining company focused on copper and minerals required for a low carbon renewable energy future. EAGLE MOUNTAIN MINING | 2024 Annual Report 9 SOCIAL AND COMMUNITY PEOPLE GOVERNANCE We continue to build strong relationships with the local communities and a range of stakeholders, including local government agencies. We are a proud sponsor of the local women’s softball team. We work closely with local governments and environmental departments and look forward to continuing these relationships. The health, safety and well-being of our people is a key priority for Eagle Mountain Mining and is essential to enable a prosperous future for Eagle Mountain Mining and its surrounding and supporting stakeholders. We pride ourselves on continuous training and development especially when it comes to safety. Over the last year Eagle Mountain Mining has supported the ongoing development of employee health and safety competencies. Where possible, Eagle Mountain Mining employs and engages contractors locally from the surrounding community. We continue to encourage diversity in the workplace environment. Currently 33% of our employees are women. The Company is committed to a high level of corporate governance and fostering a culture that values ethical behaviour, integrity and respect. We believe that adopting and operating in accordance with high standards of corporate governance is essential for sustainable long-term performance and value creation. EAGLE MOUNTAIN MINING | 2024 Annual Report 9 EAGLE MOUNTAIN MINING | 2024 Annual Report 10 ENVIRONMENT Eagle Mountain Mining is embracing a low emission future and is committed to being a responsible steward of the natural environment. The Company is supporting the renewable energy sector by targeting responsibly mined copper with the strong and unique potential to harness the natural benefits of gravity in its operations. Here are some key United Nations sustainable development goals that Eagle Mountain Mining aligns itself with. (https://sdgs. un.org/goal) Clean Energy - We aim to produce metals needed to reduce global greenhouse emissions in energy production and distribution. Economic Growth - We aim to promote sustained, inclusive and sustainable economic growth, full and productive employment for the communities in which we operate. Responsible consumption and production - We aim to reduce our greenhouse gas emissions for more sustainable operations through technology and innovation. Climate action - We aim to reduce greenhouse gas emissions and minimise disturbance of forested areas which capture and store carbon dioxide. We aim to achieve a net positive outcome for biodiversity by protecting and managing the forest. EAGLE MOUNTAIN MINING | 2024 Annual Report 10 EAGLE MOUNTAIN MINING | 2024 Annual Report 11 REVIEW OF OPERATIONS EAGLE MOUNTAIN MINING | 2024 Annual Report 11 EAGLE MOUNTAIN MINING | 2024 Annual Report 12 Review of Operations Eagle Mountain Mining Limited (“Eagle Mountain Mining”, “Company”) owns 100% of two projects in Arizona, the Oracle Ridge Copper Mine and the Silver Mountain Project. Arizona is a Tier 1 mining jurisdiction1 which hosts many large copper mines and projects operated by major mining companies including BHP, Rio Tinto, Freeport-McMoran, Asarco, Hudbay and South 32. The Company’s projects are both prospective for high-grade copper-silver-gold mineralisation and large-scale copper systems. Successful exploration programs during the year led to defining copper porphyry-style targets at the Silver Mountain Project. A large-scale seismic survey unlocked this geological potential under a cover unit of younger rocks. Activities at the Oracle Ridge Copper Project focused on increasing and upgrading the mineral resources and progressing a scoping study. Eagle Mountain Mining’s mission is to become a low-emission producer of copper which is vital for the decarbonisation of the global economy. We are planning for future mining operations to have a strong focus on reducing emissions by using battery or electric powered mining equipment and sourcing or producing renewable energy where possible. More than 70 countries2 have renewed targets for decarbonisation of their economies and copper is a key metal for reducing the use of fossil fuels. We are driven by our vision to supply the copper for a greener global future, but also to supply that copper via low-emission processes. 1Arizona is ranked 7th in the world by the Fraser Institute for mining investment attractiveness. https://www.fraserinstitute.org/sites/default/files/2023-annual-survey-of-mining-companies.pdf 2 https://www.un.org/en/climatechange/net-zero-coalition EAGLE MOUNTAIN MINING | 2024 Annual Report 13 Figure 1 - Location of Eagle Mountain Mining Projects Oracle Ridge Copper Project (100%) – Advanced Stage Project The Oracle Ridge Copper Mine is located northeast of Tucson and 26 kilometres from BHP’s San Manuel mine, once the largest underground mines in the USA. The site is accessible by road and is supported by a nearby railway and a copper smelter in the state. Figure 1 shows the location of the Oracle Ridge Copper Project. The Oracle Ridge Copper Mine is an advanced stage project containing a high-grade copper resource with significant gold and silver credits. Mineralisation at Oracle Ridge Copper Mine is skarn-hosted which is common at many porphyry deposits in Arizona. The source of the mineralisation at Oracle Ridge has not been found and it remains a key exploration opportunity. The project benefits from 18 kilometres of existing underground development, recently refurbished, along with other supporting infrastructure such as roads, mining services and power at nearby towns. EAGLE MOUNTAIN MINING | 2024 Annual Report 14 Figure 2 – Portal locations at Oracle Ridge Exploration The main copper minerals present at Oracle Ridge are bornite (63% Cu), chalcocite (79%Cu) and chalcopyrite (34% Cu). A bornite-dominant ore system continued to be supported by new drilling and underground channel sampling used in the updated MRE. The underground channel sampling program undertaken during the year contributed to grade upside in the main mine area at Oracle Ridge. These results also enabled an updated geological model for the Mineral Resource Estimate (MRE) update Examples of channel sampling results received during the year included. Refer ASX announcement 20 July 2023: o 32.6m at 2.23% Cu, 26.13g/t Ag and 0.28g/t Au (6500-NW-002)3 o 2.1m at 5.50% Cu, 19.00g/t Ag and 0.15g/t Au (6500-NW-001)3 After the previous focus on expansion and infill drilling Eagle Mountain Mining provided an update to the JORC Resource during the year and advanced technical evaluations based on the updated MRE. The Oracle Ridge project has strong potential for mineral resource expansion. A key area is the Oracle Ridge Extension (OREX) which covers a large area east of the existing mine. Multiple outcropping zones of high-grade copper mineralisation, very similar in style to the main mine area, are observed at OREX combined with a magnetic anomaly dipping towards the west. Permits to drill Oracle Ridge Extension (OREX) remained pending during the year. The Company remains eager to drill test this exploration target, which has large scale potential (figure 3). 3 All channel sample reported intervals are horizontal channel widths EAGLE MOUNTAIN MINING | 2024 Annual Report 15 Figure 3 – OREX exploration upside opportunity EAGLE MOUNTAIN MINING | 2024 Annual Report 16 JORC Mineral Resource Upgrade The Company completed a new MRE during the year using a revised geological model. The new MRE resulted in a 27% increase in contained Copper (at a 1% copper cut-off). Refer ASX Announcement 21 November 2023. The updated geological model incorporated drilling and channel sampling data acquired since the October 2022 MRE update. The drilling and channel sampling programs were designed to focus on improving and increasing the Measured and Indicated categories of the Resource. The revised geological model better reflects the style of mineralisation observed from the new data and in particular from the underground mapping. Since acquiring Oracle Ridge in late 2019 the Company has grown the contained copper by 57% (refer Figure 4). Table 1 – New Oracle Ridge Mineral Resource Estimate at a 0.8% copper cut-off Resource Category Tonne s [Mt] Cu [%] Ag [g/t] Au [g/t] Contained Cu Contained Ag Contained Au Measured 3.1 1.40 13.93 0.18 43,000 t or 94,800,000 lb 1.4 MOz 18 kOz Indicated 12.2 1.36 11.96 0.18 166,000 t or 366,000,000 lb 4.7 MOz 71 kOz Subtotal M+I 15.3 1.37 12.35 0.18 209,000 t or 460,800,000 lb 6.1 MOz 89 kOz Inferred 13.0 1.32 9.53 0.13 171,000 t or 377,000,000 lb 4.0 MOz 53 kOz Total M+I+I 28.2 1.35 11.06 0.16 380,000 t or 837,800,000 lb 10.0 MOz 142 kOz Differences may occur in totals due to rounding EAGLE MOUNTAIN MINING | 2024 Annual Report 17 Figure 4 - Summary of Oracle Ridge resource growth. Key differences between the previous 2022 update and the November 2023 Mineral Resource included: • Significant improvements in geological modelling and domaining methodologies. The extensive knowledge gained from detailed underground geological mapping, sampling and high density underground drilling has provided invaluable insights into the style of mineralisation and its local scale geometry. Higher resolution geological modelling and domaining of these mineralised zones was supported and made possible by this information. This greatly assisted with grade estimation control and resulted in improved reconciliation between mapped and sampled mineralisation to resource block grades. • Increased measured and indicated contained copper. This positive change was a result of surface and underground upgrade drilling which increased the footprint of higher confidence MRE categories. An increase in metal also resulted from strong underground channel sampling grades. • Increase in inferred tonnes and grade. Almost two thirds of all new drilling comprised expansion of the inferred resource and infill drilling within the inferred footprint. Positive average grades and widths compared to surrounding drilling resulted in tonnage and grade increases. • Cut-off grade set at 0.8% Cu. Internal mining and metallurgical studies that the Company is currently progressing justifies lowering the Mineral Resource reporting cut-off from 1.0% Cu to 0.8% Cu. EAGLE MOUNTAIN MINING | 2024 Annual Report 18 The MRE was reported in accordance with the JORC Code 2012 and was calculated using ordinary kriging (OK) constrained to unique geological units, A summary of the MRE is presented above in Table 1 and displayed in Figures 4 and 5. Comparison of tonnes and grades at various cut-off grades are presented below in Table 2 Figure 5 – Plan view of the new resource model at a 0.2% and 0.8% Cu cut-off grade, location of existing underground workings and main deposit areas. EAGLE MOUNTAIN MINING | 2024 Annual Report 19 Figure 6 – Long section view of updated MRE looking west showing distribution of Resource Categories, location of existing underground workings and main deposit areas. Note only the topographic surface and Leatherwood contact have a view window applied of 100m. EAGLE MOUNTAIN MINING | 2024 Annual Report 20 Significantly greater tonnages occur at lower copper cut-off grades, providing optionality for future mining and processing studies (refer to Table 2 below). Table 2 – 2023 resource model tonnage and grade quantities at various cut-off grades Cut-Off [Cu %] Tonnes [Mt] Cu [%] Ag [g/t] Au [g/t] Contained Cu Contained Ag Contained Au 0.2 91.0 0.71 6.13 0.09 648,000 t or 1,428,600,000 lb 17.9 MOz 257 kOz 0.4 58.7 0.95 8.02 0.11 555,000 t or 1,223,600,000 lb 15.1 MOz 216 kOz 0.6 40.4 1.15 9.59 0.14 465,000 t or 1,025,100,000 lb 12.5 MOz 178 kOz 0.8 28.2 1.35 11.06 0.16 380,000 t or 837,800,000 lb 10.0 MOz 142 kOz 1.0 19.8 1.54 12.43 0.17 305,000 t or 672,400,000 lb 7.9 MOz 111 kOz 1.2 13.8 1.74 13.84 0.19 239,000 t or 526,900,000 lb 6.1 MOz 84 kOz Technical Evaluations During the financial year, Eagle Mountain Mining progressed various technical evaluations to assess options for future mining and processing operations at Oracle Ridge Copper Project. These evaluations were based on an underground mining operation and will consider various potential processing options. A key part of the Company’s strategy is to develop an environmentally friendly and low emissions copper mine to benefit all stakeholders. The Oracle Ridge Copper Mine is uniquely placed to deliver on this with its topography, minimal existing surface footprint and extensive existing underground mine infrastructure. The evaluations will leverage these unique characteristics of the Project and will aim to achieve high levels of energy self-sufficiency while minimising surface impacts. The recent underground drilling, sampling and mapping activities together with the results of drilling conducted by Eagle Mountain Mining over the past two and a half years and by previous owners provided the confidence to move to technical evaluations, including processing, mining, infrastructure, environmental and permitting. The evaluations have been focused on production primarily from the existing Measured and Indicated resources and will evaluate alternate mining scenarios to optimise returns, including larger scale operations using the materially larger resource base at lower cut-off grades, or a smaller higher-grade operation with selective mining. Recent advancements in equipment and process technologies will also be considered with a view to lowering operating costs and increasing efficiencies for the Project. Eagle Mountain is focused on becoming a mid-tier US copper producer at its Oracle Ridge Copper Project in Arizona. The Company continues to look at options with potential lower capital and operating costs compared to conventional mining and processing methods as well as delivering a much lower environmental footprint. EAGLE MOUNTAIN MINING | 2024 Annual Report 21 Permitting Status Overview A key project benefit is the previous production history. The current project permitting status is outlined below (Table 3). Table 3 – Permitting Status 1 Air Quality Permit is for a 2000 tons per day operation from the mine / 3000 tons per day through a concentrator. Increases from these rates require an update to the permit. Acronyms: ADEQ – Arizona Department of Environmental Quality ASMI - Arizona State Mine Inspector ASLD- Arizona State Land Department USFS - United States Forest Service Land Acquisition The Company exercised a right of first refusal to acquire approximately 15 acres of the Cochise patented claim (Cochise) adjacent to existing patented claims owned by the Company. The acquisition was for 100% of the surface rights. The acquisition terms were US$325,000 comprising a down payment of US$200,000 and a secured seller’s loan of US$125,000 over a 5-year period at 6% interest per year. The purchase of Cochise will save approximately US$190,000 of further lease payments which were payable under the current agreement. At the time of writing this report, the Company is progressing with various legal agreements for the acquisition of the property. Cochise EAGLE MOUNTAIN MINING | 2024 Annual Report 22 is the remaining piece of private property not owned by the Company on public or federal land. The acquisition of Cochise removes the uncertainty of future access beyond 2036 under the current access agreement. Figure 7- Location of newly acquired patented claim The acquisition of Cochise supports the ongoing Scoping Study for the development of Oracle Ridge as a key access route between the mine and tailings storage facility area. Strategic Review Subsequent to the end of FY2024, the Company commenced a strategic review of Oracle Ridge. The 2019 acquisition of the project included a five-year grace period for debt repayments, which coincided with existing landowner agreements requiring option payments. Given these factors, along with the recent discovery of significant exploration targets at Silver Mountain, the company is undertaking a Strategic Review of Oracle Ridge as part of a process to review options to maximize shareholder value (refer ASX announcement 9 July 2024). Further details of the debt and landowner payments are outlined in the Financial Report. EAGLE MOUNTAIN MINING | 2024 Annual Report 23 Silver Mountain Copper Project (100%) – Porphyry-Style Targets Identified The Silver Mountain copper/gold project (“Silver Mountain”) is located in Arizona to the northwest of Phoenix. The project area sits on the Laramide Arc, a northwest-southeast trending geological feature containing world-class porphyry copper mines such as Bagdad, Miami and Resolution. It also lies on the southern extension of a northeast-southwest prospective metallogenic belt that hosts United Verde and Iron King, two historical mines of volcanogenic massive sulphide affinity. The intersection of these two trends results in a favourable geologic setting with high complexity and potential for multiple mineralisation styles. Figure 8 – Location of the Silver Mountain Project within the porphyry and VMS corridor intersection. The northern portion of the project area has a history of prospecting and mining of high-grade copper from the 1890s into the 1920s. Except for limited campaigns in the 1960s, 1970s and early 1990s, there had been no modern exploration at Silver Mountain. Commencing in 2013, Eagle Mountain Mining and its subsidiaries have been the first companies to complete modern exploration over the Silver Mountain project area. A portion of the tenements are held in patented claims, which grant royalty-free surface and mineral rights with low carrying costs. Silver Mountain encompasses three main prospects known as “Pacific Horizon”, “Scarlett” and “Red Mule”, each having a unique mineralisation style. EAGLE MOUNTAIN MINING | 2024 Annual Report 24 Recent copper porphyry style targets have been identified at Silver Mountain, from exploration work carried out during the year. A 3D seismic survey revealed potential for large mineral deposits beneath tertiary cover. Ambient Noise Tomography (ANT) Seismic Geophysical Survey During the year the Company engaged Fleet Space Technologies (Fleet) to conduct a passive Ambient Noise Tomography (ANT) seismic geophysical survey across the western portion of Silver Mountain (see Figure 9). This area of the project was largely undrilled, yet hosted numerous high grade gold and silver occurrences of up to 86.1g/t Au and 921g/t Ag in rock samples that could help vector towards a significant mineral system at depth. (refer ASX announcement 29 April 2024) Figure 9 –Seismic survey Area at Silver Mountain (refer to ASX announcements dated 29 February 2024 and 13 March 2024). Refer Figure 10 for section B-B’. EAGLE MOUNTAIN MINING | 2024 Annual Report 25 The western half of Silver Mountain boasts numerous geological features that supported the use of an ANT survey in the area, including: • Favourable Fault Systems: A regionally significant structure – the Breakaway Fault – believed to be associated with detachment mineralisation, open at depth and possibly related to a mineralised source; • High-Grade Hotspots: A well-endowed concentration of high-grade gold, silver, uranium and thorium occurrences are located along the Scarlett-Red Mule trend where porphyry style veins and pegmatites have been mapped. This suggests a significant source of mineralisation may lie below; • Hidden Geological Features: Iron-rich rock facies and paleosols south of Silver Dollar mine potentially representing a large source of secondary iron (eg. from a weathered porphyry pyrite halo); • Prospective Crossroads: Potential intersection of prospective systems such as the gossan- rich VMS trend at Pacific Horizon and Scarlett-Red Mule mineralisation at depth; and • Untested Territory: Previous drilling has primarily been concentrated in the Pacific Horizon area, leaving the western half of Silver Mountain open for discoveries. The identified porphyry-style alteration zones identified that are considered to be the drivers of previously mapped and logged surface features such as veining, alteration and pebble dykes were further confirmed by results from the 3D “(ANT”) seismic survey results received subsequent to the end of the year. This assisted in defining possible mineralising fluid and heat sources at depth. Additional near surface targets could exist that may have been obscured from surface due to later stage Tertiary cover sequences such as volcanics and conglomerates, similar to other significant copper porphyry deposits such as Resolution in Arizona. A conceptual geological model showing how these prospective features may be related, and similarities to classic porphyry-style systems, is shown in Figure 10. EAGLE MOUNTAIN MINING | 2024 Annual Report 26 Figure 10 – Section and surface projection supporting an interpreted geological concept at depth (left) with similarities to typical porphyry deposit models (right) (refer to ASX announcement dated 31 July 2024). EAGLE MOUNTAIN MINING | 2024 Annual Report 27 3D ANT Seismic Survey Fleet Space was engaged to complete a real-time 3D ANT seismic survey on the western portion of the Silver Mountain Project, as shown in Figure 9. Seismic modelling measures the velocity differences of various rock units and is considered a suitable exploration indicator due to the presence of overlying cover and defined rock units with contrasting velocities. The velocity model confirmed multiple large-scale targets, including several high velocity volumes interpreted to be porphyry-style alteration zones. A section of the priority areas is shown in Figure 11. Figure 11 – Section view looking NW of seismic velocity model from Silver Mountain with interpreted geological features such as alteration and structures (refer ASX announcement 9 July 2024. Prospective Features Supporting Porphyry-Style Targets Phyllic-style veining and propylitic alteration found in drill core proximal to the Breakaway fault zone in the Scarlett area support the concept of a related, nearby porphyry intrusion (refer ASX announcements dated 28 August 2018 and 8 April 2019). These features, such as the Breakaway fault and porphyry veins, are oriented along the regionally significant NW-SE Laramide Arc structural trend and the localised NE-SW trend respectively, similar to other major porphyry systems such as Bagdad and Miami (refer to ASX announcement dated 29 April 2024). EAGLE MOUNTAIN MINING | 2024 Annual Report 28 ANNUAL MINERAL RESOURCE STATEMENT The Company’s Mineral Resource Statement has been compiled in accordance with the Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code 2012), Chapter 5 of the ASX Listing Rules and ASX Guidance Note 31. The Company has no Ore Reserve estimates at the date of this report. The Company governs its activities in accordance with industry best-practice. The resource reports and supporting data were subjected to internal analysis and independent peer-review before release. Mineral Resources The Company’s Mineral Resource Estimate (“MRE”) at its Oracle Ridge Copper Project (“Oracle Ridge”) in Arizona is shown as at 30 June 2024 in Table 6. The MRE incorporates a significant change from that reported in the 2023 Annual Report, being the MRE Upgrade which was announced on 21 November 2023 and incorporated the Resource Increase to 28Mt at 1.35% Cu for 380kt Contained Copper. An updated geological model was completed that incorporated drilling and channel sampling data acquired since the October 2022 MRE update. The Company completed the new MRE using a revised geological model. The new MRE was independently reviewed by SRK Consulting (Australasia) Pty Ltd (“SRK”). The MRE was calculated using ordinary kriging constrained to unique geological units with categorical indicator kriging applied where applicable to interpret higher resolution estimation sub-units. The MRE is reported in accordance with the JORC Code 2012. Table 5 – Summary of existing Mineral Resources Resource Project Mineral Resource Competent Person Organisation ASX Reporting Date Oracle Ridge Alex Lukomskyj Eagle Mountain Mining Limited 21 November 2023 EAGLE MOUNTAIN MINING | 2024 Annual Report 29 Table 6 – June 2024 Oracle Ridge Mineral Resource Estimate at a 0.8% copper cut-off Differences may occur in totals due to rounding Review of Material Changes Internal mining and metallurgical studies that the Company has been progressing justified lowering the Mineral Resource reporting cut-off from 1.0% copper to 0.8% copper, while carrying over the same reporting cut-off assumptions as applied to the October 2022 MRE. Other key changes in the MRE since last year’s Annual Mineral Resource Statement are as follows (when comparing at a 1% copper cut-off, and as shown in Table 7): • Incorporation of new data acquired since the October 2022 MRE, comprising 50 drillholes and 55 underground channels • Significant improvements in geological modelling and domaining methodologies from detailed underground mapping, sampling and high density drilling results • 27% increase in contained copper • 20% increase in tonnes • 6% increase in grade Resource Category Tonnes [Mt] Cu [%] Ag [g/t] Au [g/t] Contained Cu Contained Ag Contained Au Measured 3.1 1.40 13.93 0.18 43,000 t or 94,800,000 lb 1.4 MOz 18 kOz Indicated 12.2 1.36 11.96 0.18 166,000 t or 366,000,000 lb 4.7 MOz 71 kOz Subtotal M+I 15.3 1.37 12.35 0.18 209,000 t or 460,800,000 lb 6.1 MOz 89 kOz Inferred 13.0 1.32 9.53 0.13 171,000 t or 377,000,000 lb 4.0 MOz 53 kOz Total M+I+I 28.2 1.35 11.06 0.16 380,000 t or 837,800,000 lb 10.0 MOz 142 kOz EAGLE MOUNTAIN MINING | 2024 Annual Report 30 Table 7 – Comparison of updated and previous resource quantities at a 1.0% copper cut-off Resource Category Tonnes Cu Ag Au Contained Cu Contained Ag Contained Au [Mt] [%] [g/t] [g/t] Nov-23 >1% Cu Measured 2.3 1.57 15.51 0.20 37,000 t 81,600,000 lb 1.2 MOz 15 kOz Indicated 8.7 1.55 13.34 0.20 134,000 t 295,400,000 lb 3.7 MOz 56 kOz Inferred 8.8 1.52 10.72 0.14 134,000 t 295,400,000 lb 3.0 MOz 40 kOz Total M+I+I 19.8 1.54 12.43 0.17 305,000 t 672,400,000 lb 7.9 MOz 111 kOz Oct-22 >1% Cu Measured 2.1 1.57 16.42 0.21 33,000 t 72,800,000 lb 1.1 MOz 14 kOz Indicated 8.7 1.49 14.94 0.21 129,000 t 284,400,000 lb 4.2 MOz 59 kOz Inferred 5.7 1.36 14.85 0.15 77,000 t 169,800,000 lb 2.7 MOz 28 kOz Total M+I+I 16.5 1.45 15.10 0.19 240,000 t 529,100,000 lb 8.0 MOz 102 kOz Difference Measured 0.2 0.01 -0.93 -0.02 4,000 t 8,800,000 lb 0.1 MOz 1 kOz Indicated 0 0.08 -1.7 -0.01 5,000 t 11,000,000 lb -0.5 Moz -3 kOz Inferred 3.1 0.17 -4.12 -0.01 57,000 t 125,600,000 lb 0.3 Moz 12 kOz Total M+I+I 3.3 Up 20% 0.09 Up 6% -2.67 -0.02 65,000 t 143,300,000 lb Up 27% -0.1 Moz 9 kOz Differences may occur in totals due to rounding Governance and Internal Controls The Company ensures good governance in relation to resource estimation. The geological model used for the Mineral Resource was prepared by Company geologists in Arizona using implicit modelling techniques in Leapfrog Geo and included all available drill hole data, underground channels as well as surface and underground mapping. The Mineral Resource was independently reviewed by SRK. All drill hole data is stored in-house within a commercially available purpose designed database management system and subjected to industry standard validation procedures. Quality control on resource EAGLE MOUNTAIN MINING | 2024 Annual Report 31 drill programs have been undertaken to industry standards with implementation of appropriate drilling type, survey data collection, assay standards, sample duplicates and repeat analyses. The resource reports and supporting data were subjected to internal analysis and peer review before release. The Company is not aware of any additional information, other than that reported, which would have a material effect on the estimates as reported. Due to the nature, stage and size of the Company’s existing operations, the Board believes there would be no efficiencies gained by establishing a separate mineral reserves and resources committee responsible for reviewing and monitoring the Company’s processes for calculating mineral reserves and resources estimates and for ensuring that the appropriate controls are applied to such calculations. The Company confirms it is not aware of any new information or data since the updated Mineral Resource was declared that materially affects the information included in this Mineral Resource Statement. COMPETENT PERSONS STATEMENTS The information in this Annual Mineral Resource Statement is based on, and fairly represents, information and supporting documentation reviewed by Mr. Alex Lukomskyj, who is a member of The Australasian Institute of Mining and Metallurgy and has sufficient experience that is relevant to the style of mineralisation, type of deposit under consideration and to the activities 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” (JORC Code 2012). Mr. Lukomskyj is a full time employee and the Chief Resource Geologist at Eagle Mountain Mining Limited and consents to the inclusion in this document of information relating to Mineral Resources in the form and context in which it appears. Mr. Lukomskyj holds shares and options in Eagle Mountain Mining Limited. Where the Company references previous exploration results, it confirms that it is not aware of any new information or data that materially affects the information included in those announcements, and all material assumptions and technical parameters continue to apply and have not materially changed. In addition, the form and context in which the Competent Persons findings are presented have not been materially modified from the original reports. EAGLE MOUNTAIN MINING | 2024 Annual Report 32 ASX Additional Information Pursuant to the Listing Requirements of the Australian Securities Exchange, the shareholder information set out below was applicable as at 7 October 2024. A. Distribution of Equity Securities Analysis of numbers of shareholders by size of holding: Ordinary Fully Paid Shares Distribution Number of shareholders Securities held % of issued capital 1 – 1,000 118 52,113 0.01 1,001 – 5,000 353 1,122,281 0.29 5,001 – 10,000 299 2,391,771 0.61 10,001 – 100,000 877 35,030,042 8.92 More than 100,000 423 354,278,715 90.18 Totals 2,070 392,874,922 100% There are 682 shareholders holding less than a marketable parcel of ordinary shares. B. Twenty Largest Shareholders The names of the twenty largest holders of quoted shares are listed below: Ordinary Shares - Quoted Shareholder Name Number of shares % of Shares SILVER MOUNTAIN MINING NOMINEE PTY LTD58,770,001 14.96 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 30,854,679 7.85 METECH SUPER PTY LTD 23,003,031 5.86 SHADOW MOUNTAIN MINING PTY LTD 20,833,333 5.30 GEORGE CHIEN-HSUN LU 7,552,665 1.92 MR MARX LIN 7,256,541 1.85 MR BERTRAND LALANNE 6,200,190 1.58 EAGLE MOUNTAIN MINING | 2024 Annual Report 33 Ordinary Shares - Quoted Shareholder Name Number of shares % of Shares BNP PARIBAS NOMINEES PTY LTD 6,101,319 1.55 VINCERE RESOURCES HOLDINGS LLC 4,950,324 1.26 HOWIESON PTY LTD 4,832,236 1.23 CITICORP NOMINEES PTY LIMITED 4,549,662 1.16 VIDOG CAPITAL PTY LTD 4,500,000 1.15 ARALAD MANAGEMENT PTY LTD 3,729,412 0.95 MR GEORGE CHIEN-HSUN LU 3,700,000 0.94 EQUITY TRUSTEES LIMITED 3,102,272 0.79 LU'S INTERNATIONAL LIMITED 2,892,500 0.74 MR GEORGE CHIEN HSUN LU + MRS JENNY CHIN PAO LU 2,700,000 0.69 QUARTZ MOUNTAIN MINING PTY LTD 2,694,000 0.69 GUNSYND PLC 2,500,000 0.64 DR LARRY JORDAN 2,100,000 0.53 Total 202,822,165 51,63 C. Substantial Shareholders An extract of the Company’s Register of Substantial Shareholders (who hold 5% or more of the issued capital) is set out below: Issued Ordinary Shares Holder of Relevant Interest Number of shares % of shares Silver Mountain Mining Nominee Pty Ltd and Associated Entities 84,467,032 27.7% Paradice Investment Management Pty Ltd 18,282,896 6.383% EAGLE MOUNTAIN MINING | 2024 Annual Report 34 D. Unquoted Securities Performance Rights Number of Rights Expiry Date Number of Holders 300,000 1 February 2025 1 300,000 E. Voting Rights In accordance with the Company’s Constitution, voting rights in respect of ordinary shares are on a show of hands whereby each member present in person or by proxy shall have one vote and upon a poll, each share will have one vote. There are no voting rights in respect of options or performance rights over unissued shares. F. Restricted Securities There are no restricted securities on issue. EAGLE MOUNTAIN MINING | 2024 Annual Report 35 Schedule of interests in mining tenements Eagle Mountain mineral licences as at 7 October 2024 are all presently located in the State of Arizona, United States of America. Prospect & Tenure type Claim Reference (Tenement) Percentage held SILVER MOUNTAIN PROJECT Pacific Horizon Patented Claims (26 individual claims) Empire, Copper Ash, Palestine, Buffalo, Little Pittsburg, Austin, Wellington, Eagle, Number Ten, Number Eleven, Number Twelve, Number Thirteen, Noonday, South Noonday, Dudley, Comet, Alameda, Virginia, Mars, Ashland, Oakland, Sunnyside, Cuprite, Azurite, Yavapai and Jumbo 100% Unpatented Claims (119 individual claims) SMM#5-14, SMM#19-37, SMM#40-60, SMM#67-85, SMM#96-117, SMM#119, SMM#124-141, SMM#143 SMM#147, SMM#149, SMM#151, SMM#155, SMM#157, SMM#159, SMM#213-214 100% Exploration Permit (1 individual permit) 008-120870 100% Scarlett Unpatented Claims (76 individual claims) SCA#1-15, SCA#57-80, SCA#83-87, SCA#90-94, SCA#97- 101, SCA#104-108, SCA#111-115, SCA#118-121, SCA#124-127, SCA#130-133 100% Exploration Permit (1 individual permit) 008-120869 Red Mule Unpatented Claims (93 individual claims) SMM#146, SMM#148, SMM#150, SMM#152-154, SMM#158, SMM#160, SMM#162-207, SMM#210-212, SCA#16-51 100% Exploration Permit (1 individual permit) 008-120872 100% Rhyolite Target Unpatented Claims (65 individual claims) SMMSO#001-015, SMMSO#023-048, SMMSO#054-056, SMMSO#058, SMMSO#060-061, SMMSO#063-068, SMMSO#071-079, SMMSO#081-082, SMMSO#084 100% Exploration Permit (1 individual permit) 008-120101 100% EAGLE MOUNTAIN MINING | 2024 Annual Report 36 Prospect & Tenure type Claim Reference (Tenement) Percentage held ORACLE RIDGE COPPER PROJECT Patented Claims (61 individual claims) Parcel 1 (Roosevelt, Way-up, Homestake, Lone Pine, Imperial and Hidden Treasure) Parcel 2 (Eagle, York, Copper Peak and Golden Peak No 2) Parcel 3 (Grand Central Lode) Parcel 4 (Tunnel Site, Major McKinley, Marble Peak, Wedge, Giant, Copper Head, Centennial, General R E Lee and Blizzard) Parcel 5 (Oversight MS3461) Parcel 6 (Daily No3, Daily No5, Sphinx, Roskruge, Calumet, Edith, Daily Extension, Cave, Wedge No3, Wedge No2 and Katherine) Parcel 7 (Copper Princess, Apache Central and Daily Tunnel Site) Parcel 8 (Oversight MS3504) Parcel 9 (Apex, Alabama, Bornite, Contact, Cuprite, Epidote, Embersite, Garnet, Over the Top, Yellow Copper, Valley, Apex No2, Keeney and Wilson) Parcel 10 (Chalcopyrite and Peacock) Parcel 11 (Daily Extension No2, Daily Extension No3, Daily Extension No4) Parcel 12 (H T Fraction) Parcel 13 (Turkey) Parcel 24 (20506009B) Parcel 25 (20506014B) Parcel 27 (Holly Terror) Parcel 28 (Precious Metals)) 100% Unpatented Claims (50 individual claims) Jody #1-20, Lorelei #1-7, Olesya #1-23 100% Red Hawk Unpatented Claims (24 individual claims) WTO 1-24 Lode Claims 100% OREX Unpatented Claims (93 individual claims) WTO 25-105, 115-124, 143-144 Lode Claims 100% Golden Eagle Unpatented Claims (27 individual claims) WTO 106-114, 125-142 Lode Claims 100% EAGLE MOUNTAIN MINING | 2024 Annual Report 37 FINANCIAL REPORT EAGLE MOUNTAIN MINING | 2024 Annual Report 37 EAGLE MOUNTAIN MINING | 2024 Annual Report 38 DIRECTORS’ REPORT The Directors present their report on Eagle Mountain Mining Limited (“Eagle Mountain” or the “Company”) and its controlled entities (the “Group”) for the year ended 30 June 2024. DIRECTORS The names and details of the Group’s Directors in office during the year until the date of this report are as follows. Directors were in office for this entire year unless otherwise stated. Rick Crabb - B. Juris (Hons), LLB, MBA, FAICD (Non-Executive Chair) Rick Crabb holds degrees of Bachelor of Jurisprudence (Honours), Bachelor of Laws and Master of Business Administration from the University of Western Australia. He practised as a solicitor from 1980 to 2004 with Robinson Cox (now Clayton Utz) and Blakiston & Crabb (now Gilbert + Tobin) specialising in mining, corporate and commercial law, advised in relation to numerous project developments in Australia and Africa. Rick has since focused on his public company directorships and investments. He has been involved as a director and strategic shareholder in a number of successful public companies operating in mining, oil production and property development. He is currently Non-executive Chair of Ora Gold Limited and Leo Lithium Limited. Charles Bass - B.Sc. Geology, M.Sc. Mining Engineering/Mineral Processing, FAICD, FAusIMM, FAIG; (Managing Director) Honorary Doctorate of Business, Edith Cowan University, Western Australia Honorary Doctorate of Commerce, Curtin University, Western Australia. 2024 WA Senior Australian of the Year Charles worked as a geologist and then plant metallurgist at Patino Mines’ copper-gold mine in northern Quebec. While there, he won the Canadian Mineral Industry Scholarship to study mineral processing at Queen’s University. After Queens, in 1976, Charles joined AMAX Inc, an American mining company in their Head Office and came to Perth in 1978 for a two-year secondment to Mt Newman Mining. He then spent almost two years at the Twin Buttes copper mine near Tucson, Arizona. Charles returned to Australia and established a consulting and mining software company, Metech Pty Ltd in early 1982. He formed Eagle Mining Corporation in 1992 with Tony Poli and was responsible for the deal that led to the discovery of the very successful Nimary Gold Mine, now part of Northern Star’s Jundee operation. Following an uninvited takeover Charles co- founded Aquila Resources Ltd with Tony Poli in 2000 and helped transition it from a gold explorer to iron ore and coal before it too was subject to a $1.4 billion takeover in 2014 at the hands of a joint bid between Baosteel and ASX-listed Aurizon. Eagle Mountain Mining listed on the ASX in 2018 and shortly thereafter Charlie negotiated the deal to bring the Oracle Ridge copper project near Tucson out of receivership. In addition to his role as Managing Director of EM2, Charles is involved in his various family businesses and is very active in philanthropy. He is the founder and Chairman of the Centre of Entrepreneurial EAGLE MOUNTAIN MINING | 2024 Annual Report 39 DIRECTORS’ REPORT Research and Innovation (“CERI”), a charitable organisation working with post-graduate researchers in fostering a start-up culture for high knowledge and high value industry in WA. Roger Port – BA, FCA, FAICD (Non-Executive Director) Roger Port was a partner of PricewaterhouseCoopers and has over 30 years’ experience in financial analysis, company and business valuations, transaction due diligence and mergers and acquisitions. He led the PricewaterhouseCoopers Perth Deals team for seven years and has had significant experience in the resources sector in his career. Roger is a graduate of Macquarie University and gained a Graduate Diploma in Applied Finance and Investment from the Securities Institute of Australia. He is a Fellow of Chartered Accountants Australia and New Zealand and a Fellow of the Australian Institute of Company Directors. Roger is currently a board member of CTI Logistics Limited, Cullen Wines (Australia) Pty Ltd and is the Chair of Linear Clinical Research Limited. Brett Rowe - BComm, MAcc, GAICD (Alternate Director for Charles Bass) Brett Rowe has over 25 years’ experience in the financial services industry and is a graduate of the Australian Institute of Company Directors. He holds a Bachelor of Commerce degree and a Masters of Accounting. Brett is a director and the chief executive officer of The Bass Group, as well as a director of The Bass Family Foundation. Brett is responsible for managing the global financial interests of the Bass Family, as well as the Foundation’s ongoing support of education and health in disadvantaged children and youth in regional Western Australia. Brett is also a director of the Centre for Entrepreneurial Research and Innovation Limited (CERI). CERI aims to assist the growth of WA’s non-mining industry through a strong innovation base where high-knowledge start-up company formation can be accelerated. This is achieved through the co-creation of a WA-based venture capital industry. CHIEF EXECUTIVE OFFICER Tim Mason – B. Eng (Hons) MBA; GAICD Mr Mason has over 20 years’ experience in the mining and engineering sectors across a broad range of corporate, operations, business development and engineering roles. His recent roles of General Manager Operations and General Manager Projects and Innovation involved conducting feasibility studies, project development and operations start-up, business development, project financing and corporate presentations. Mr Mason holds a Bachelor of Engineering Honours (Geotechnical) from the Royal Melbourne Institute of Technology, a Masters of Business Administration from Murdoch University and is a Graduate Member of the Australian Institute of Company Directors. EAGLE MOUNTAIN MINING | 2024 Annual Report 40 DIRECTORS’ REPORT COMPANY SECRETARY Mark Pitts - B.Bus; FCA; GAICD (Company Secretary) Mark Pitts is a Principal in the Company Secretarial and CFO advisory divisions of the Automic Group providing secretarial support, corporate and compliance advice, he has over 35 years’ experience in business administration and corporate compliance. Having started his career with KPMG in Perth, Mark has worked at a senior management level in a variety of commercial and consulting roles including mining services, healthcare and property development. The majority of the past 20 years has been spent working for or providing services to publicly listed companies in the resources sector. Mark holds a Bachelor of Business Degree from Curtin University, is a Fellow of Chartered Accountants Australia and New Zealand and is a graduate of the Australian Institute of Company Directors. DIRECTORS’ INTERESTS As at the date of this report, the Directors’ interests in shares and unlisted options of the Company are as follows: Director Directors’ Interests in Ordinary Shares Directors’ Interests in Options Options vested at the reporting date R Crabb 1,861,522 371,704 371,704 C Bass 105,300,365 20,833,333 20,833,333 R Port 1,269,772 253,954 253,954 B Rowe (alternate for C Bass) 500,000 - - The Directors’ interests include Unlisted and Listed Options which are vested or exercisable as at the date of signing this report. DIRECTORS’ MEETINGS The number of meetings of the Company’s Directors held during the year ended 30 June 2024, and the number of meetings attended by each Director are as follows: Director Board of Directors’ Meetings Eligible to Attend Attended R Crabb 9 9 C Bass 9 9 R Port 9 9 B Rowe (alternate for C Bass) 9 9 PRINCIPAL ACTIVITIES The Company’s principal activity for the year ended 30 June 2024 was mineral exploration and technical evaluations at the Oracle Ridge Copper Mine and at the Silver Mountain Project in Arizona, United States of America. EAGLE MOUNTAIN MINING | 2024 Annual Report 41 DIRECTORS’ REPORT There were no significant changes in these activities during the financial year. REVIEW OF OPERATIONS Exploration activities Silver Mountain Project During the financial year, field mapping, sampling and a geophysical survey led to the identification of new geological systems with potential for both porphyry style mineralisation under cover and high- grade copper and gold mineralisation. The new geological model was supported by the following positive geological attributes: • Outcropping mineralisation with elevated copper, gold, lead and silver • Various geophysical anomalies • Structural modelling • Mapped outcropping breccia and vein systems • Outcropping alteration prospective for porphyry style mineralisation In addition, elevated uranium, thorium and rare earth elements near the historic Silver Dollar mine were discovered. Silver Mountain was elevated to be the priority exploration project within the Company. Further field work is underway to establish the extent of mineralisation, alteration and structural extents. Oracle Ridge Copper Project During the financial year, various exploration, metallurgical and comminution test work programs were progressed at the Oracle Ridge Copper Project. In November 2023, an updated Mineral Resource Estimate (MRE) was completed using a revised geological model incorporating new drilling and underground channel sampling results. The new MRE reflects an increase in measured and indicated copper and an increase in inferred tonnes and grade. A Scoping Study, assessing the financial and technical development of the project and incorporating the new MRE, was commenced during the latter half of the financial year. Corporate activities The Company completed a Renounceable Entitlement Offer during the financial year, raising a total of approximately $5.3 million (before costs) through the issue of 87,908,059 shares and 87,908,059 free attaching options. Following unsolicited interest in the Oracle Ridge Project, the Company initiated a Strategic Review of the Project which aims to maximise shareholder value. Argonaut PCF were appointed advisors to the Strategic Review. EAGLE MOUNTAIN MINING | 2024 Annual Report 42 DIRECTORS’ REPORT REVIEW OF OPERATIONS (continued) Risk Management The Company takes a proactive approach to risk management. The Board is responsible for ensuring that risks, including emerging risks, and also opportunities, are identified on a timely basis and the Company’s objectives and activities are aligned with the risks and opportunities identified by the Board. Given the size of the Company and its stage of development all Board members are involved and have responsibility for management of risk. There are inherent risks associated with the exploration for minerals. The Group faces the usual risks encountered by companies engaged in the exploration, evaluation and development of minerals. The material business risks for the Group include: External Risks Exposure to fluctuations in the US Dollar The financial results and position of the Group are reported in Australian dollars. The Group’s exploration projects are located in Arizona, United States of America. Accordingly, the Group’s exploration costs are linked to US dollars (US$) and the A$/US$ exchange rate. Exposure to fluctuations in commodity prices Fluctuation in commodity price could impact market sentiment and therefore adversely affect the ability of the Company to raise capital. Future potential earnings are also heavily dependent on commodity prices which exposes the future potential income of the Company to commodity price risks. Cyber Risk The Group uses various IT systems and cloud based software. Should a cyber event occur, there is a risk of business disruption or data breach that may adversely affect the financial position and/or performance of the Group. Environmental risks The Company’s operations and projects are subject to the laws and regulations of the jurisdictions in which it has interests and carries on business (currently Arizona, USA) regarding environmental compliance and relevant hazards. There is also a risk that the environmental laws and regulations may become more onerous, making the Group’s operations more expensive which may adversely affect the financial position and/or performance of the Group. The Directors are not aware of any environmental law that is not being complied with. Climate change risks The Group may be impacted by climate related risks including reduced water availability, extreme weather events and changes to legislation and regulation in relation to climate. Government regulations risks Changes in law and regulations or government policy may adversely affect the Group’s operations. There is no guarantee that current or future exploration claim applications or existing claim renewals will be granted, that they will be granted without undue delay, or that the Company can economically comply with any conditions imposed on any granted exploration claims. Loss of claims may adversely affect the financial position and /or performance of the Group. EAGLE MOUNTAIN MINING | 2024 Annual Report 43 DIRECTORS’ REPORT REVIEW OF OPERATIONS (continued) Operating Risks Exploration and development risk The exploration for and development of mineral deposits involves significant risks that even a combination of careful evaluation, experience and knowledge may not eliminate. While the discovery of an ore body may result in substantial rewards, not all exploration activity will lead to the discovery of economic deposits. Major expenditure may be required to locate and establish Ore Reserves, to establish rights to mine the ground, to receive all necessary operating permits, to develop metallurgical processes and to construct mining and processing facilities at a particular site. Tenure Risks Mining claims in Arizona are governed by mining laws of Arizona and the United States. Mining claims and permits are subject to various conditions, including an annual property tax and/or annual rental payment, and a specific term of grant and annual expenditure conditions in respect of Arizona state exploration permits. If the conditions attaching to the claim or permit are not satisfied or if the permits are not renewed, claims could be lost. A Reversionary Interest in the Mineral Rights is held by MMV over certain of the Relevant Oracle Ridge Patented Claims. The reversion is set to occur on 18 February 2025, unless an extension option is exercised by the Company and an extension payment in the order of US$3 million adjusted for CPI (approximately A$6.6 million at 30 June 2024) is remitted to MMV (Extension Option). There is a risk that if the Company is unable to pay the extension payment or renegotiate terms of the payment with MMV, the mineral rights relating to the Relevant Patented Claims will revert to MMV. Loss of claims may adversely affect the financial position and/or performance of the Group. Future capital requirements The Group’s ongoing activities, including repayment of its secured debt and the exercise or renegotiation of the Extension Option, are likely to require substantial further financing. Although the Directors believe that additional capital can be obtained, there cannot be any assurance that appropriate capital or funding, if and when needed, will be available on terms favourable to the Company or at all. If the Company is unable to obtain additional financing as needed, it may be required to reduce, delay or suspend its operations which may result in a material adverse effect on the Company’s activities and its ability to continue as a going concern. Mineral Resources The Group’s estimates of Mineral Resources are based on different levels of geological confidence and different degrees of technical and economic evaluation, and no assurance can be given that anticipated tonnages and grades will be achieved or could be mined or processed profitably. EAGLE MOUNTAIN MINING | 2024 Annual Report 44 DIRECTORS’ REPORT REVIEW OF OPERATIONS (continued) Results of operations and financial position The operating loss after income tax of the Group for the year ended 30 June 2024 was $6,445,174 (2023: $13,661,302). Included in the loss for the year are uncapitalised exploration costs of $3,410,877 (2023: $10,341,361) and non-cash items (in respect of depreciation, share based payments expenses and fair value gains/losses) amounting to $562,788 (2023: $811,849). At 30 June 2024, cash assets amounted to $3,116,959 (2023: $2,236,536). SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS Other than the matters stated in this report, there have been no significant changes in the Group’s state of affairs during the financial year. EQUITY SECURITIES ON ISSUE Class of Security 30 June 2024 30 June 2023 Ordinary fully paid shares 392,874,922 304,966,863 Options over unissued shares 96,508,059 15,350,000 Performance rights 300,000 300,000 Subsequent to the end of the financial year, no securities were issued. Unlisted Options over Ordinary Shares At 30 June 2024, 96,508,059 unissued ordinary shares of the Company were under option as follows: Number of Options Granted Exercise Price Expiry Date 2,600,000 1 52 cents 1 July 2024 6,000,000 2 55 cents 1 July 2024 87,908,059 3 20 cents 31 March 2027 1 Options issued to employees pursuant to the Company’s employee incentive plan. 2 Options issued to Directors. 3 Free attaching options issued pursuant to a Renounceable Entitlement Offer. During the financial year, 87,908,059 options were issued, 6,750,000 options were cancelled and no options were exercised. Subsequent to 30 June 2024 and up to the date of this report, no options were exercised and 8,600,000 options were cancelled without being exercised on their expiry date of 1 July 2024. No options have been issued since 30 June 2024. At the date of this report, there were 87,908,059 unissued ordinary shares of the Company under option. Options do not entitle the holder to participate in any share issue of the Company or any other body corporate. The holders of unlisted options are not entitled to any voting rights until the options are exercised into ordinary shares. EAGLE MOUNTAIN MINING | 2024 Annual Report 45 DIRECTORS’ REPORT EQUITY SECURITIES ON ISSUE (continued) Performance Rights over Ordinary Shares During the year ended 30 June 2024, 100,000 performance rights vested, and no performance rights were issued, cancelled or exercised. Subsequent to 30 June 2024, no performance rights have been issued, exercised or cancelled. DIVIDENDS No dividend has been paid during the financial year and no dividend is recommended for the current financial year. EVENTS SUBSEQUENT TO THE END OF THE REPORTING YEAR On 12 September 2024, the Company announced the deferral of the A$3 million loan from Metech Super Pty Ltd, an entity associated with director Mr Charles Bass, by 12 months to 31 December 2025. Further key terms in the Deed of Assignment, Assumption and Variation (which takes effect from 30 September 2024) are: • Interest accrued to 30 September 2024 is proposed to be satisfied through the issue of fully paid ordinary shares in the Company, subject to shareholder approval. The number of shares to be issued will be based on the 30 day VWAP up to and including the date of execution of the Deed on 6 September 2024; • The loan is interest free beyond 30 September 2024; • On 30 September 2024, the loan will be assigned to Silver Mountain Mining Nominee Pty Ltd, an entity that is also related to Mr Charles Bass; • The lender may elect for the balance of the loan to be converted into shares at any time prior to 90 days before the maturity date, at a price equal to 90% of the 30 day VWAP, subject to shareholder approval and regulatory approvals if required; and • The Company may elect to repay the loan in cash at any time prior to the maturity date and may elect for the balance of the loan to be converted into shares, if no such election has been made by the lender prior to 90 days before the maturity date. The issue price of shares will be equal to 90% of the 30 day VWAP, subject to shareholder approval and regulatory approvals if required. Other than as shown above, there has not arisen in the interval between the end of the financial year and the date of this report any other item, transaction or event of a material and unusual nature likely, in the opinion of the Directors of the Company to affect substantially the operations of the Group, the results of those operations or the state of affairs of the Group in subsequent financial years. LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS The Group intends to focus on exploration programs at the Silver Mountain Project and undertake further mining and metallurgical studies at the Oracle Ridge Copper Mine (refer to tenure risks above) in Arizona in the United States of America. Any other likely developments in the operations of the Group and the expected results of those operations in future financial years have not been included in this report as the inclusion of such information is likely to result in unreasonable prejudice to the Group. EAGLE MOUNTAIN MINING | 2024 Annual Report 46 DIRECTORS’ REPORT ENVIRONMENTAL ISSUES The Group’s operations are not regulated under any significant environmental regulation under a law of the Commonwealth of Australia, a State or a Territory. The operations and proposed activities of the Group are subject to United States Federal and Arizona State laws and regulations concerning the environment. The Board believes that the Group has adequate systems in place for the management of its environmental requirements. The Group aims to ensure the appropriate standard of environmental care is achieved, and in doing so, that it is aware of and is in compliance with all environmental legislation. The Directors of the Group are not aware of any breach of environmental legislation for the financial year under review. INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS AND AUDITORS During the year ended 30 June 2024, the Company paid an insurance premium to insure certain officers of the Company. The officers of the Company covered by the insurance policy include the Directors named in this report. The Directors and Officers Liability insurance provides cover against all costs and expenses that may be incurred in defending civil or criminal proceedings that fall within the scope of the indemnity and that may be brought against the officers in their capacity as officers of the Company. The insurance policy does not contain details of the premium paid in respect of individual officers of the Company. Disclosure of the nature of the liability cover and the amount of the premium is subject to a confidentiality clause under the insurance policy. The Company has not provided any insurance for an auditor of the Company. PROCEEDINGS ON BEHALF OF THE GROUP No person has applied for leave to the court to bring proceedings on behalf of the Group or intervene in any proceedings to which the Group is a party for the purpose of taking responsibility on behalf of the Group for all or any part of those proceedings. The Company was not a party to any such proceedings during the year. NON-AUDIT SERVICES The following non-audit services were provided by William Buck Advisors (WA) Pty Ltd, a related entity of the entity’s auditor, William Buck Audit (WA) Pty Ltd. The Directors are satisfied that the provision of non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The nature and scope of each type of non-audit service provided means that auditor independence was not compromised. William Buck Advisors (WA) Pty Ltd received or is due to receive the following amounts for the provision of non-audit services: 30 June 2024 30 June 2023 Taxation services for Eagle Mountain Mining Group entities $10,300 $22,120 EAGLE MOUNTAIN MINING | 2024 Annual Report 47 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) Remuneration paid to Directors and Officers of the Company is set by reference to such payments made by other ASX listed companies of a similar size and operating in the mineral exploration industry. In addition, reference is made to the specific skills and experience of the Directors and Officers. Details of the nature and amount of remuneration of each Director and other Key Management Personnel are disclosed annually in the Remuneration Report. Remuneration Committee The Board has adopted a formal Nomination and Remuneration Policy which provides a framework for the consideration of remuneration matters. The Company does not have a separate remuneration committee and as such, all remuneration matters are considered by the Board as a whole, with no member deliberating or considering such matter in respect of their own remuneration. In the absence of a separate Remuneration Committee, the Board is responsible for: 1. Setting remuneration packages for Executive Directors, Non-Executive Directors and other Key Management Personnel; and 2. Implementing employee incentive and equity based plans and making awards pursuant to those plans. Non-Executive Remuneration The Company’s policy is to remunerate Non-Executive Directors, at rates comparable to other ASX listed companies in the same industry, for their time, commitment and responsibilities. Non-Executive Remuneration is not linked to the performance of the Company, however, to align Directors’ interests with shareholders’ interests, remuneration may be provided to Non-Executive Directors in the form of equity based long term incentives. 1. Fees payable to Non-Executive Directors are set within the aggregate amount previously approved by shareholders; 2. Non-Executive Directors’ fees are payable in the form of cash and superannuation benefits; 3. Non-Executive Directors’ superannuation benefits are limited to statutory superannuation entitlements; and 4. Participation in equity based remuneration schemes by Non-Executive Directors is subject to consideration and approval by the Company’s shareholders. The maximum aggregate Non-Executive Directors’ fees payable is currently set at $300,000 per annum. Executive Director and Other Key Management Personnel Remuneration Executive remuneration consists of base salary, plus other performance incentives to ensure that: 1. Remuneration packages incorporate a balance between fixed and incentive pay, reflecting short and long term performance objectives appropriate to the Company’s circumstances and objectives; and 2. A proportion of remuneration is structured in a manner to link reward to corporate and individual performance. EAGLE MOUNTAIN MINING | 2024 Annual Report 48 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) (continued) Executives are offered a competitive level of base salary at market rates (based on comparable ASX listed companies) and are reviewed regularly to ensure market competitiveness. To date the Company has not engaged external remuneration consultants to advise the Board on remuneration matters. Incentive Plans The Company provides long term incentives to Directors and Employees pursuant to the Company’s Employee Incentive Plan. The Board, acting in remuneration matters: 1. Ensures that incentive plans are designed to differentiate between executives and non-executives and have appropriate and realistic performance targets and provide rewards when those targets are achieved; 2. Reviews and approves existing incentive plans established for employees; and 3. Approves the administration of the incentive plans, including receiving recommendations for and the consideration and approval of grants pursuant to such incentive plans. Engagement of Non-Executive Directors Non-Executive Directors conduct their duties under the following terms: 1. A Non-Executive Director may resign from his/her position and thus terminate their contract on written notice to the Company; and 2. A Non-Executive Director may, following resolution of the Company’s shareholders, be removed before the expiration of their period of office (if applicable). Payment is made in lieu of any notice period if termination is initiated by the Company, except where termination is initiated for serious misconduct. In consideration of the services provided by Mr Rick Crabb as Non-Executive Chairman, the Company will pay him a fee inclusive of statutory superannuation of $50,000 per annum. In consideration of the services provided by Mr Roger Port as Non-Executive Director, the Company will pay him a fee inclusive of statutory superannuation of $50,000 per annum. Messrs Crabb and Port are also entitled to fees for other amounts as the Board determines where they perform special duties or otherwise perform extra services or make special exertions on behalf of the Company. There were no such fees paid during the year ended 30 June 2024. Engagement of Managing Director The Company has entered into an executive service agreement with Mr Charles Bass in his role as Managing Director on the following material terms and conditions. Mr Bass received a base salary inclusive of statutory superannuation of $50,000 per annum from the commencement of the agreement. Mr Bass’ remuneration remains unchanged as at the date of this report. Either party may terminate the agreement by providing 30 days written notice to the other party. Eagle Mountain may otherwise terminate the Managing Director’s employment in accordance with the Constitution or the Corporations Act. Upon termination of the agreement, Mr Bass will cease employment with Eagle Mountain as its Managing Director and will become a Non-Executive Director of Eagle Mountain. EAGLE MOUNTAIN MINING | 2024 Annual Report 49 DIRECTORS’ REPORT Mr Bass may, subject to shareholder approval, participate in Eagle Mountain’s Employee Incentive Plan and other long term incentive plans adopted by the Board. Engagement of Chief Executive Officer The Company has entered into an executive service agreement with Mr Timothy Mason, effective 15 January 2020, in his role as Chief Executive Officer (“CEO”) on the following material terms and conditions. Mr Mason initially received a base salary inclusive of statutory superannuation of $300,000 per annum which is subject to annual review and is currently $399,500 per annum inclusive of superannuation effective from 1 January 2023. The CEO may terminate the agreement by providing 3 months’ written notice. Eagle Mountain may terminate the agreement with 3 months’ written notice or the provision of 3 months’ salary in lieu of notice; or may otherwise terminate the CEO’s employment in accordance with the Constitution or the Corporations Act. Mr Mason is eligible to participate in Eagle Mountain’s Employee Incentive Plan and other long term incentive plans adopted by the Board. Short Term Incentive Payments The Non-Executive Directors may set annual Key Performance Indicators (“KPIs”) for the Executive Director and the CEO. The KPIs are chosen to align the reward of the individual Executives to the strategy and performance of the Company. If KPIs are set, performance objectives, which may be financial or non-financial, or a combination of both, are weighted when calculating the maximum Short Term Incentives payable to Executives. At the end of the year, the Non-Executive Directors will assess the actual performance of the Executives against the set performance objectives. The maximum amount of the Short Term Incentive, or a lesser amount depending on actual performance achieved, is paid to the Executives as a cash payment. No Short Term Incentives are payable to Executives where it is considered that the actual performance has fallen below the minimum requirement. Shareholding Qualifications The Directors are not required to hold any shares in Eagle Mountain under the terms of the Company’s Constitution. Group Performance In considering the Company’s performance, the Board provides the following indices in respect of the current financial year: 2024 2023 2022 2021 Loss for the year/period attributable to shareholders $(6,445,174) $(13,661,302) $(30,748,045) restated $(21,070,239) Closing share price at 30 June $0.052 $0.10 $0.215 $1.00 As a Group focussed on exploration activities, the Board does not consider the loss attributable to shareholders as one of the performance indicators when implementing Short Term Incentive payments. EAGLE MOUNTAIN MINING | 2024 Annual Report 50 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) (continued) In addition to technical exploration success, the Board considers the effective management of safety, environmental and operational matters and successful management, acquisition and consolidation of high quality landholdings, as more appropriate indicators of management performance for the financial year. Remuneration Disclosures The Key Management Personnel of the Company have been identified as: Mr Rick Crabb Non-Executive Chairman Mr Charles Bass Managing Director Mr Roger Port Non-Executive Director Mr Brett Rowe Alternate Director for Charles Bass Mr Tim Mason Chief Executive Officer The details of the remuneration of each Director and member of Key Management Personnel of the Company are as follows: Year Ended 30 June 2024 Short Term Post Employment Other Long Term Base Salary $ Short Term Incentive $ Superannuation Contributions $ Value of Equity Based Remuneration $ Total $ Value of Equity as Proportion of Remuneration % Rick Crabb 45,045 - 4,955 - 50,000 - Charles Bass 45,045 - 4,955 - 50,000 - Roger Port 45,045 - 4,955 - 50,000 - Brett Rowe - - - - - - Tim Mason 372,101 - 27,399 16,640 416,440 4.1% Total 507,236 - 42,264 16,640 566,440 - EAGLE MOUNTAIN MINING | 2024 Annual Report 51 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) (continued) Year Ended 30 June 2023 Short Term Post Employment Other Long Term Base Salary $ Short Term Incentive $ Superannuation Contributions $ Value of Equity Based Remuneration $ Total $ Value of Equity as Proportion of Remuneration % Rick Crabb 45,249 - 4,751 - 50,000 - Charles Bass 45,249 - 4,751 - 50,000 - Roger Port 45,249 - 4,751 - 50,000 - Brett Rowe - - - - - - Tim Mason 344,458 - 25,292 162,229 531,979 30.5% Total 480,205 - 39,545 162,229 681,979 - The fair value of options and performance rights shown in the above tables is calculated at the date of grant using an appropriate valuation model and allocated to each reporting period evenly over the period from grant date to vesting date. The value disclosed in the above tables is the portion of the fair value of the securities recognised in the reporting period. The basis of the fair value is disclosed later in this Remuneration Report. Details of Performance Related Remuneration During the year ended 30 June 2024, no Short Term Incentive payments were paid to the Directors or Key Management Personnel. Equity Based Remuneration - Options During the year ended 30 June 2024, no options were granted to the Directors and Key Management Personnel as remuneration. The fair value of options is determined using the Black Scholes option pricing model. Fair value of options issued as remuneration is allocated to the relevant vesting period of the securities. Options and performance rights are provided at no initial cost to the recipients. Exercise of Options Granted as Remuneration the year ended 30 June 2024, no ordinary shares were issued in respect of the exercise of options previously granted as remuneration to Directors or Key Management Personnel of the Company. EAGLE MOUNTAIN MINING | 2024 Annual Report 52 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) (continued) Equity Instrument Disclosures Relating to Key Management Personnel Option Holdings Key Management Personnel have the following interests in unlisted options over unissued shares of the Company. Year ended 30 June 2024 Name Balance at beginning of the year Received during the year as remuneration Other changes during the year 1 Balance at the end of the year Vested and exercisable at the end of the year Rick Crabb 1,500,000 - 371,704 1,871,704 1,871,704 Charles Bass 1,500,000 - 20,833,333 22,333,333 22,333,333 Roger Port 1,500,000 - 253,954 1,753,954 1,753,954 Brett Rowe 1,000,000 - - 1,000,000 1,000,000 Tim Mason 1,000,000 - 132,500 1,132,500 1,132,500 1 Free attaching options which were acquired by participation in a Renounceable Entitlement Offer. Equity Based Remuneration – Performance Rights During the year ended 30 June 2024, no performance rights were granted as remuneration to Key Management Personnel. The fair value of rights is determined using the share price at the date of grant. Fair value of rights issued as remuneration is allocated to the relevant vesting period of the securities. Performance rights are provided at no initial cost to the recipients. Exercise of Performance Rights Granted as Remuneration During the year ended 30 June 2024, no ordinary shares were issued in respect of the exercise of performance rights previously granted as remuneration to Directors or Key Management Personnel of the Company. EAGLE MOUNTAIN MINING | 2024 Annual Report 53 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) (continued) Performance Rights Holdings Key Management Personnel have the following interests in unlisted performance rights over unissued shares of the Company. Year ended 30 June 2024 Name Balance at beginning of the year Received during the year as remuneration Other changes during the year Balance at the end of the year Vested and exercisable at the end of the year Rick Crabb - - - - - Charles Bass - - - - - Roger Port - - - - - Brett Rowe - - - - - Tim Mason 300,000 - - 300,000 300,000 Share Holdings The number of shares in the Company held during the financial year by Key Management Personnel of the Company, including their related parties are set out below. There were no shares granted during the reporting period as compensation. Year ended 30 June 2024 Name Balance at beginning of the year Received during the year as remuneration Other changes during the year Balance at the end of the year Rick Crabb 1,349,818 - 511,704 1,861,522 Charles Bass 84,467,032 - 20,833,333 105,300,365 Roger Port 1,015,818 - 253,954 1,269,772 Brett Rowe 500,000 - - 500,000 Tim Mason 530,000 - 132,500 662,500 Loans made to Key Management Personnel No loans were made to Key Management Personnel including personally related entities during the financial year. EAGLE MOUNTAIN MINING | 2024 Annual Report 54 DIRECTORS’ REPORT Page 19 REMUNERATION REPORT (AUDITED) (continued) Loans received from Key Management Personnel During the financial year ended 30 June 2024, the Company entered into an unsecured short term loan and an underwriting agreement with a director related entity, Shadow Mountain Mining Pty Ltd (Shadow Mountain). The interest free loan was for $1.25 million, to mature on 30 June 2024 if not converted prior to that date. On 22 March 2024, the loan was repaid by the issue of 20,833,333 ordinary shares to Shadow Mountain at an issue price per share of $0.06 pursuant to the terms of the loan and underwriting agreements. In the previous financial year, the Company entered into a $3 million unsecured loan facility with director related entity, Metech Super Pty Ltd as trustee for the Metech No2 Super Fund. During the current financial year, a drawdown of $1 million was made against the facility. Refer to note 13 for further detail. No other loans were received from Key Management Personnel including personally related entities during the financial year. Other transactions with Key Management Personnel Transactions between related parties are on commercial terms and conditions, no more favourable than those available to other parties unless otherwise stated. The Company has entered into a lease agreement with Elk Mountain Mining Limited, an entity associated with Mr Charles Bass, for the lease of the Company’s administration offices in Perth, Western Australia. Total payments made under the lease amounted to $97,663 (2023: $95,748) and included interest of $12,230 (2023: $17,530) and lease principal repayments of $85,433 (2023: $78,218). Other than the above, there were no transactions with Key Management Personnel. End of Remuneration Report EAGLE MOUNTAIN MINING | 2024 Annual Report 55 DIRECTORS’ REPORT AUDITOR’S INDEPENDENCE DECLARATION Section 307C of the Corporations Act 2001 requires our auditors, William Buck Audit (WA) Pty Ltd, to provide the Directors of the Group with an Independence Declaration in relation to the audit of the financial report. This Independence Declaration is set out on the following page and forms part of this Directors’ report for the year ended 30 June 2024. This report has been made in accordance with a resolution of the Board of Directors. Rick Crabb Chairman Dated at Perth this 30th day of September 2024 EAGLE MOUNTAIN MINING | 2024 Annual Report 56 Draft Declaration EM2 AUDITOR’S INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE CORPORATIONS ACT 2001 TO THE DIRECTORS OF EAGLE MOUNTAIN MINING LIMITED I declare that, to the best of my knowledge and belief, during the year ended 30 June 2024 there have been: — no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and — no contraventions of any applicable code of professional conduct in relation to the audit. William Buck Audit (WA) Pty Ltd ABN 67 125 012 124 Amar Nathwani Director Dated this 30th day of September 2024 EAGLE MOUNTAIN MINING | 2024 Annual Report 57 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME For the Year Ended 30 June 2024 Year ended 30 June 2024 Year ended 30 June 2023 Notes A$ A$ Interest income 11,171 17,600 Other income 46,674 1,035 Exploration and evaluation costs (3,410,877) (10,341,361) Administration and other costs (1,821,024) (2,179,530) Equity based payments 4 (16,940) (327,870) Finance costs (701,720) (398,046) Depreciation expense 9, 10 (789,522) (604,415) Net change in fair value of convertible notes 13 243,674 120,436 (Loss)/gain on foreign currency exchange (6,610) 50,849 Loss before income tax 4 (6,445,174) (13,661,302) Income tax expense 5 - - Loss after income tax from continuing operations (6,445,174) (13,661,302) Other comprehensive income net of income tax Other comprehensive income that may be re- classified to profit or loss in subsequent years net of income tax Unrealised gain on foreign currency translation 16a - 11,528 - 176,996 Total comprehensive loss for the year (6,433,646) (13,484,306) cents cents Basic and diluted loss per share 27 (2.0) (4.8) The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes. EAGLE MOUNTAIN MINING | 2024 Annual Report 58 CONSOLIDATED STATEMENT OF FINANCIAL POSITION As at 30 June 2024 30 June 2024 30 June 2023 Note A$ A$ Current Assets Cash and cash equivalents 6 3,116,959 2,236,536 Trade and other receivables 7 85,554 184,701 Total Current Assets 3,202,513 2,421,237 Non-Current Assets Exploration and evaluation expenditure 8 11,291,705 11,281,486 Property, plant and equipment 9 3,360,631 4,106,879 Right-of-use assets 10 117,237 346,516 Bonds and security deposits 296,516 295,896 Total Non-Current Assets 15,066,089 16,030,777 TOTAL ASSETS 18,268,602 18,452,014 Current Liabilities Trade and other payables 11 479,989 514,800 Employee leave liabilities 114,282 115,831 Lease liabilities 12 92,507 250,321 Borrowings 13 5,556,758 - Provisions 14 - - Total Current Liabilities 6,243,536 880,952 Non-Current Liabilities Lease liabilities 12 48,554 141,060 Employee leave liabilities 30,950 22,974 Borrowings 13 8,748,245 12,862,984 Total Non-Current Liabilities 8,827,749 13,027,018 TOTAL LIABILITIES 15,071,285 13,907,970 NET ASSETS 3,197,317 4,544,044 Equity Issued capital 15 89,552,447 84,482,468 Reserves 16 4,160,276 5,523,799 Accumulated losses (90,515,406) (85,462,223) TOTAL EQUITY 3,197,317 4,544,044 The above statement of financial position should be read in conjunction with the accompanying notes. EAGLE MOUNTAIN MINING | 2024 Annual Report 59 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the Year Ended 30 June 2024 Issued capital $A Forex Translation reserve $A Share based payment reserve $A Common control reserve $A Accumulated losses $A Total $A Balance at 1 July 2022 (restated) 78,501,878 302,768 9,446,196 (3,014,276) (73,440,676) 11,795,890 Loss for the year - - - - (13,661,302) (13,661,302) Other comprehensive income for the year net of income tax - 176,996 - - - 176,996 Total comprehensive loss for the year - 176,996 - - (13,661,302) (13,484,306) Issue of shares and options (note 15, 17) 5,742,300 - - - - 5,742,300 Capital raising costs (note 15) (217,710) - - - - (217,710) Exercise of options/performance rights 456,000 - (76,000) - - 380,000 Cancellation of options - - (1,639,755) - 1,639,755 - Vesting of options/performance rights - - 327,870 - - 327,870 Balance at 30 June 2023 84,482,468 479,764 8,058,311 (3,014,276) (85,462,223) 4,544,044 Balance at 1 July 2023 84,482,468 479,764 8,058,311 (3,014,276) (85,462,223) 4,544,044 Loss for the year - - - - (6,445,174) (6,445,174) Other comprehensive income for the year net of income tax - 11,528 - - - 11,528 Total comprehensive loss for the year - 11,528 - - (6,445,174) (6,433,646) Issue of shares and options (note 15, 17) 5,274,483 - - - - 5,274,483 Capital raising costs (note 15) (204,504) - - - - (204,504) Cancellation of options - - (1,391,991) - 1,391,991 - Vesting of options/performance rights - - 16,940 - - 16,940 Balance at 30 June 2024 89,552,447 491,292 6,683,260 (3,014,276) (90,515,406) 3,197,317 The above statement of changes in equity should be read in conjunction with the accompanying notes. EAGLE MOUNTAIN MINING | 2024 Annual Report 60 CONSOLIDATED STATEMENT OF CASH FLOWS For the Year Ended 30 June 2024 Year ended 30 June 2024 Year ended 30 June 2023 Note A$ A$ Cash Flows from Operating Activities Payments to suppliers and employees (1,657,366) (2,167,126) Payments for exploration and evaluation (3,419,576) (10,875,822) Payments for interest and other financing costs (24,215) (49,884) Interest received 10,815 17,600 Net cash used in operating activities 18 (5,090,342) (13,075,232) Cash Flows from Investing Activities Payments for the acquisition of exploration assets - (529,925) Payments for purchase of fixed assets (127,943) (3,005,470) Proceeds from the sale of fixed assets 187,597 - Refunds/(payments) for bonds and deposits 44,598 (543) Net cash used in investing activities 104,252 (3,535,938) Cash Flows from Financing Activities Proceeds from the issue of shares and options 5,274,484 5,742,300 Proceeds from the exercise of share options - 411,000 Capital raising costs (204,505) (217,710) Proceeds from borrowings 1,000,000 2,000,000 Repayments of borrowings - (7,559) Repayment of lease liabilities (201,092) (250,746) Net cash generated by financing activities 5,868,887 7,677,285 Net increase/(decrease) in cash held 882,797 (8,983,885) Cash and cash equivalents at the beginning of the year 2,236,536 11,073,913 Effect of foreign exchange on cash and cash equivalents (2,374) 96,508 Cash and cash equivalents at the end of the year 6 3,116,959 2,236,536 The above statement of cash flows should be read in conjunction with the accompanying notes. EAGLE MOUNTAIN MINING | 2024 Annual Report 61 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 These consolidated financial statements and notes represent those of Eagle Mountain Mining Limited and its controlled entities (the “Group”). Eagle Mountain Mining Limited is a public limited liability company, incorporated and domiciled in Australia. The Group is a for-profit entity for financial reporting purposes under Australian Accounting Standards. The financial statements for the year ended 30 June 2024 were approved and authorised for issue by the Board of Directors on 30 September 2024. 1. STATEMENT OF MATERIAL ACCOUNTING POLICIES The Group has consistently applied the following accounting policies to all periods presented in these consolidated financial statements, except if mentioned otherwise. In addition, the Group has adopted Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2). The amendments require the disclosure of “material” rather than “significant” accounting policies. Although the amendments did not result in any changes to the accounting policies themselves, they impacted the accounting policy information disclosed in this note. (a) Basis of Preparation These general purpose financial statements for the reporting year ended 30 June 2024 have been prepared in accordance with the requirements of the Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards Board. The financial statements and notes comply with International Financial Reporting Standards. The financial report has been prepared on an accruals basis and is based on historical cost and does not take into account changing money values or, except where stated, current valuations of non-current assets. Cost is based on the fair values of the consideration given in exchange for assets. (i) Going Concern The financial statements have been prepared on the going concern basis which contemplates the continuity of normal business activities and the realisation of assets and discharge of liabilities in the normal course of business. The Group has incurred a loss after income tax of $6,445,174 and a net operating cash outflow of $5,090,342 during the year ended 30 June 2024. Cash assets at 30 June 2024 were $3,116,959 and current liabilities at that date were $6,243,536. Current liabilities include approximately $5.6 million relating to loan repayments. These factors indicate that there is a material uncertainty that may cast significant doubt on whether the Group will be able to continue as a going concern and therefore whether it will be able to realise its assets and extinguish its liabilities in the normal course of business and at the amounts stated in the financial report. The $5.6 million current loan repayments comprise $3.3 million relating to a convertible loan with Metech Super Pty Ltd as trustee for the Metech No2 Super Fund (an entity associated with Director, Mr Charles Bass) and $2.3 million owing to Vincere Resource Holdings LLC (Vincere) (refer note 10). Whilst the Metech loan repayments are shown as a current liability at 30 June 2024, subsequent to the end of the financial year, the loan was assigned to Silver Mountain Mining Nominee Pty Ltd as trustee for the Metech No 2 Super Fund and some of the terms of the Metech loan agreement were varied, including an extension of the maturity date by 12 months to 31 December 2025, hence making the loan repayment a non-current liability. An additional variation to the loan terms includes the settlement of accrued interest owing via the issue of fully paid ordinary shares in the Company. The remaining outstanding balance of the Metech loan is convertible into fully paid ordinary shares in the Company at the option of the Lender and should the Lender not exercise this option, the Company may elect to repay the loan by the issue of fully paid ordinary shares under the terms of the loan agreement (refer to note 20 for the key revised terms for the loan). EAGLE MOUNTAIN MINING | 2024 Annual Report 62 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 1. STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued) (a) Basis of Preparation (continued) (i) Going Concern (continued) In addition to the current liabilities highlighted above, the Company makes reference to its contractual commitments as outlined in note 23 and in particular the reversionary interest over certain of the patented claims covering the Oracle Ridge Mine held by Marble Mountain Ventures LLC (MMV) (US$3 million adjusted for CPI or approximately A$6.6 million at 30 June 2024). In order to extend its interest in the mineral rights on the patented claims, the Company is required to exercise its extension option and make the extension payment to MMV in February 2025. The Company is currently in the process of renegotiating the schedule of payments under the agreement with MMV and the convertible loan with Vincere, particularly in relation to the payments required during the next 12 months. Both of these agreements have been entered into with wholly owned subsidiary Wedgetail Operations LLC (“WTO”). The Vincere loan is secured over the assets of WTO, including the Oracle Ridge Mine. At the date of signing this report, there is material uncertainty on the outcome of the negotiations with both Vincere and MMV, although the Directors remain optimistic that a mutually beneficial outcome can be reached with both parties. Should renegotiation of the loan with Vincere not be favourable to the Group and unless sufficient funding can be raised on satisfactory terms, then the Oracle Ridge project would revert to Vincere and the loan owing to Vincere will be extinguished. Similarly, should renegotiations with MMV not be favourable to the Group and sufficient funding cannot be raised on satisfactory terms, WTO will be unable to exercise its extension option and tenure to the mineral rights for certain patented claims will be lost. In the event that both of these outcomes occur, the Group will retain the rights to the Silver Mountain Project and would continue with exploration on these claims. Acquisition costs for the Oracle Ridge Mine are capitalised as Exploration and Evaluation Expenditure and were approximately A$10 million at 30 June 2024. Since negotiations with Vincere and MMV are still underway and the Directors are of the view that reasonable terms can be agreed, no impairment charge has been booked against the carrying amount of the Oracle Ridge Mine reflected in these financial statements at 30 June 2024. In addition, Argonaut PCF have been appointed as advisors to undertake a strategic review of the Oracle Ridge Mine following unsolicited market approaches. The intent of the review is to maximise shareholder value. Should negotiations be unsuccessful with Vincere and MMV, and there is no positive outcome from the strategic review, then the carrying value of the Oracle Ridge Mine will be subject to review and likely impairment. The Directors will continue to actively monitor the Group’s activities with due regard to current and future funding requirements. Cash forecasts have been prepared to 30 September 2025 and project a positive cash balance at this date. The forecasts demonstrate that there is a need for additional funding over and above the funds available at 30 June 2024, renegotiation of the Vincere and MMV agreements together with a positive outcome from the strategic review. Should these factors not eventuate, the Group would be required to significantly scale back exploration activities and corporate overheads. On this basis above, the Directors are of the opinion that the use of the going concern basis is appropriate in the circumstances. (ii) Basis of Consolidation The financial information comprises the financial information of Eagle Mountain and entities (including special purpose entities) controlled by Eagle Mountain (its “subsidiaries”). EAGLE MOUNTAIN MINING | 2024 Annual Report 63 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 1. STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued) (a) Basis of Preparation (continued) (ii) Basis of Consolidation (continued) Control is achieved when Eagle Mountain: • has power over the investee; • is exposed, or has rights, to variable returns from its involvement with the investee; and • has the ability to use its power to affect its returns. Eagle Mountain reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above. The financial information of subsidiaries is prepared for the same reporting period as Eagle Mountain, using consistent accounting policies. Adjustments are made to bring into line any dissimilar accounting policies that may exist. All inter-company balances and transactions, including unrealised profits arising from intra- group transactions, have been eliminated in full. Unrealised losses are eliminated unless costs cannot be recovered. Subsidiaries are consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of the Group. Total comprehensive income of subsidiaries is attributed to the owners of Eagle Mountain and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance. Specifically, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated statement of profit or loss and other comprehensive income from the date Eagle Mountain gains control until the date when Eagle Mountain ceases to control the subsidiary. The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable to Eagle Mountain. When the Group loses control of a subsidiary, a gain or loss is recognised in profit or loss and is calculated as the difference between: • the aggregate of the fair value of the consideration received and the fair value of any retained interest; and • the previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any non-controlling interests. All amounts previously recognised in other comprehensive income in relation to that subsidiary are accounted for as if the Group had directly disposed of the related assets or liabilities of the subsidiary (i.e. reclassified to profit and loss or transferred to another category of equity as specified/permitted by the applicable Accounting Standards). The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting under AASB 9, or when applicable, the cost on initial recognition of an investment in an associate or a joint venture. (iii) New Accounting Standards and Interpretations The Group has adopted all of the new, revised or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board (“AASB”) that are mandatory for the current reporting period. EAGLE MOUNTAIN MINING | 2024 Annual Report 64 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 1. STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued) (a) Basis of Preparation (continued) Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory, have not been early adopted by the Group for the annual reporting period ended 30 June 2024. The Group has not yet assessed the impact of these new or amended Accounting Standards and Interpretations. (b) Exploration, Evaluation and Development Expenditure Exploration and evaluation expenditure is generally written off in the year incurred, except for acquisition of exploration properties which is capitalised and carried forward. When production commences, any accumulated costs for the relevant area of interest which have been capitalised and carried forward will be amortised over the life of the area according to the rate of depletion of the economically recoverable resources. A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to the area of interest. The carrying value of any capitalised expenditure is assessed by the Directors each reporting period to determine if any provision should be made for the impairment of the carrying value. The appropriateness of the Group’s ability to recover these capitalised costs has been assessed at the end of each reporting period and the Directors are satisfied that the value is recoverable. The carrying value of capitalised exploration and evaluation expenditure is assessed for impairment at an overall level whenever facts and circumstances suggest that the carrying amount of the assets may exceed recoverable amount. An impairment exists when the carrying amount of the assets exceeds the estimated recoverable amount. The assets are then written down to their recoverable amount. Any impairment losses are recognised in the income statement. (c) Foreign Currency Transactions The financial statements are presented in Australian dollars, which is the functional currency of the Group. Foreign currency transactions Foreign currency transactions are translated into the functional currency at the rates of exchange prevailing at the dates of the transaction. Non-monetary items measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date when fair values were determined. Exchange differences arising on the translation of monetary items are recognised in the consolidated statement of profit or loss and other comprehensive income. Exchange differences arising on the translation of non-monetary items are recognised directly in equity to the extent that the gain or loss is directly recognised in equity, otherwise the exchange difference is recognised in the consolidated statement of profit or loss and other comprehensive income. Foreign operations The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rate at the reporting date. The revenues and expenses of foreign operations are translated into Australian dollars using the average exchange rates for the period, which approximate the rates at the dates of the transactions. All resulting foreign exchange differences are recognised in other comprehensive income through the foreign currency reserve in equity. The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment is disposed of. (d) Borrowings Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs. They are subsequently measured at amortised cost using the effective interest method. EAGLE MOUNTAIN MINING | 2024 Annual Report 65 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 1. STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued) (e) Convertible Note – Derivative Liability Derivative financial instruments are stated at fair value. The fair value of the derivative has been valued using a valuation technique, including inputs that include reference to similar instruments and option pricing models, which is updated each period. Gains and losses arising from changes in fair value of these instruments together with settlements in the period are accounted for through the consolidated statement of profit or loss and other comprehensive income through net finance costs. The convertible note liability and derivative are removed from the statement of financial position when the obligations specified in the contract are discharged, cancelled or expired. (f) Convertible Note – Debt Liability The embedded derivative component of a convertible note is recognised initially at fair value and the debt liability component is calculated as the difference between the financial instrument as a whole and the value of the derivative liability at inception. Any directly attributable transaction costs are allocated to the convertible note debt liability and convertible note derivative liability in proportion to their initial carrying amounts. Subsequent to initial recognition, the debt liability component of the convertible note is measured at amortised cost using the effective interest method. (g) Lease Liabilities A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group's incremental borrowing rate. Lease payments comprise fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred. Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding right-of-use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down. (h) Impairment of Non-financial Assets At each reporting date, the Group reviews the carrying amounts of its non-financial assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from the other assets, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. EAGLE MOUNTAIN MINING | 2024 Annual Report 66 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 1. STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued) If the recoverable amount of an asset (or cash-generated unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised in profit or loss immediately, unless the relevant asset is carried at fair value, in which case the impairment loss is treated as a revaluation decrease. Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (cash-generating unit) in prior years. A reversal of an impairment loss is recognised in profit or loss immediately, unless the relevant asset is carried at fair value, in which case the impairment loss is treated as a revaluation increase. (i) Property, Plant and Equipment Property, plant and equipment assets are initially recognised at acquisition cost or manufacturing cost, including any costs directly attributable to bringing the assets to the location and condition necessary for the assets to be capable of operating in the manner intended by the Group’s management. Property, plant and equipment assets are subsequently measured using the cost model which reflects cost less subsequent depreciation and impairment losses. Depreciation is recognised on a diminishing value basis to write down the cost less estimated residual value of the assets. Leasehold improvements are capitalised and subsequently amortised over the term of the respective lease. The following depreciation rates are applied to property, plant and equipment assets on the diminishing value basis: • Motor vehicles: 25% • Mine properties: 12.5% • Other property, plant and equipment: 20-50% Material residual value estimates and estimates of useful life are updated as required, but at least annually. Gains or losses arising on the disposal of property, plant and equipment assets are determined as the difference between the disposal proceeds and the carrying amount of the assets and are recognised in profit or loss within other income or other expenses. (j) Right-of-Use Assets A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset and restoring the site or asset. Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the asset, whichever is the shorter. Where the Group expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right-of- use assets are subject to impairment or adjusted for any remeasurement of lease liabilities. The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred. EAGLE MOUNTAIN MINING | 2024 Annual Report 67 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 1. STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued) (k) Share Based Payment Transactions The Group recognises the fair value of options and performance rights granted to Directors, employees and consultants as remuneration as an expense on a pro-rata basis over the vesting period in the consolidated statement of profit or loss and other comprehensive income with a corresponding adjustment to equity. The Group provides benefits to employees (including Directors) of the Group in the form of share based payment transactions, whereby employees render services in exchange for shares or rights over shares (“equity-settled transactions”). The cost of these equity-settled transactions with employees (including Directors) is measured by reference to fair value at the date they are granted. The fair value is determined using the Black Scholes option pricing model. (l) Issued Capital Issued and paid up capital is recognised at the fair value of the consideration received by the Group. Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received. (m) Critical Accounting Estimates and Judgments In preparing the financial information, the Group has been required to make certain estimates and assumptions concerning future occurrences. There is an inherent risk that the resulting accounting estimates will not equate exactly with actual events and results. (i) Significant Accounting Judgements In the process of applying the Group’s accounting policies, management has made the following judgements, apart from those involving estimations, which have the most significant effect on the amounts recognised in the financial statements: Capitalisation of Operating Leases Determination of lease term In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an extension option, or not exercise a termination option. Extension options (or periods after termination options) are only included in the lease term if the lease is reasonably certain to be extended (or not terminated). Determination of lease term (continued) The lease term is reassessed if an option is actually exercised (or not exercised) or the Group becomes obliged to exercise (or not exercise) it. The assessment of reasonable certainty is only revised if a significant event or a significant change in circumstances occurs, which affects this assessment, and that is within the control of the lessee. Determination of incremental borrowing rate The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which is generally the case for leases in the Group, the lessee’s incremental borrowing rate is used. To determine the incremental borrowing rate, where possible recent third party financing received by the individual lessee is used as a starting point and adjusted to reflect changes in financing conditions since third party financing was received. If there was no recent third party financing agreement, a build-up approach is used that starts with a risk-free interest rate adjusted for credit risk for the lessee and any further relevant adjustments specific to the lease (such as term, country, currency and security). EAGLE MOUNTAIN MINING | 2024 Annual Report 68 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 1. STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued) (ii) Significant Accounting Estimates and Assumptions The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period are: Key Estimates – Impairment of Capitalised Exploration and Evaluation Expenditure The future recoverability of capitalised exploration and evaluation expenditure is dependent on a number of factors, including whether the Group decides to exploit the related lease itself or, if not, whether it successfully recovers the related exploration and evaluation asset through sale. Factors that could impact the future recoverability include the level of reserves and resources, future technological changes, costs of drilling and production, production rates, future legal changes (including changes to environmental restoration obligations) and changes to commodity prices. At the end of the financial year, the carrying value of capitalised exploration and evaluation expenditure was reviewed for impairment and it was determined that no indicators of impairment were present. The assumptions behind the determination are outlined in note 8. Key Estimates – Share Based Payment Transactions The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. Fair values of share options are determined using the Black Scholes option pricing model. Should the assumptions used in these calculations differ, the amounts recognised could significantly change. Key Assumptions –Valuation of derivative liability The Group has entered into loan agreements which contain a conversion feature whereby the value of the loan, or a portion thereof, can be converted into shares in the Company upon the occurrence of various conversion trigger events or upon the election of the lender (or borrower). To derive the fair value of the embedded derivative liability component of the loans, a number of assumptions have been made. These assumptions, as well as key terms of the loan agreements, are outlined in note 13. Key Judgement – Environmental Issues Balances disclosed in the financial statements and notes thereto are not adjusted for any pending or enacted environmental legislation. At the current stage of the Group’s development and its current environmental impact, the Directors believe such treatment is reasonable and appropriate. (n) Fair Value of Assets and Liabilities The Group is required to classify all assets and liabilities, measured at fair value, using a three level hierarchy based on the lowest level of input that is significant to the entire fair value measurement, being Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date; Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3: Unobservable inputs for the asset or liability. Considerable judgement is required to determine what is significant to fair value and therefore which category the asset or liability is placed in can be subjective. The Group measures some of its assets and liabilities at fair value on either a recurring or non-recurring basis, depending on the requirements of the applicable Accounting Standard. Fair value is the price the Group would receive to sell an asset or would have to pay to transfer a liability in an orderly unforced transaction between independent, knowledgeable and willing market participants at the measurement date and is based on the fair value hierarchy. EAGLE MOUNTAIN MINING | 2024 Annual Report 69 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 1. STATEMENT OF MATERIAL ACCOUNTING POLICIES (continued) (o) Fair Value of Assets and Liabilities The Group is required to classify all assets and liabilities, measured at fair value, using a three level hierarchy based on the lowest level of input that is significant to the entire fair value measurement, being Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date; Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3: Unobservable inputs for the asset or liability. Considerable judgement is required to determine what is significant to fair value and therefore which category the asset or liability is placed in can be subjective. The Group measures some of its assets and liabilities at fair value on either a recurring or non-recurring basis, depending on the requirements of the applicable Accounting Standard. Fair value is the price the Group would receive to sell an asset or would have to pay to transfer a liability in an orderly unforced transaction between independent, knowledgeable and willing market participants at the measurement date and is based on the fair value hierarchy. 2. RELATED PARTY TRANSACTIONS Transactions between related parties are on commercial terms and conditions, no more favourable than those available to other parties unless otherwise stated. o During the financial year ended 30 June 2024, the Company entered into an unsecured short term loan and an underwriting agreement with a director related entity, Shadow Mountain Mining Pty Ltd (Shadow Mountain). The interest free loan was for $1.25 million, to mature on 30 June 2024 if not converted prior to that date. On 22 March 2024, the loan was repaid by the issue of 20,833,333 ordinary shares to Shadow Mountain at an issue price per share of $0.06 pursuant to the terms of the loan and underwriting agreements. o The Company has entered into a lease agreement with Elk Mountain Mining Limited, an entity associated with Mr Charles Bass, for the lease of the Company’s administration offices in Perth, Western Australia. Total payments made under the lease amounted to $97,663 (2023: $95,748) and included interest of $12,230 (2023: $17,530) and lease principal repayments of $85,433 (2023: $78,218). EAGLE MOUNTAIN MINING | 2024 Annual Report 70 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 3. REMUNERATION OF AUDITORS Year ended 30 June 2024 A$ Year ended 30 June 2023 A$ Audit and review of the financial statements 45,775 32,125 Taxation services 10,300 22,120 Total 56,075 54,245 The auditor of Eagle Mountain Mining Limited is William Buck Audit (WA) Pty Ltd. During the reporting period, a related entity of William Buck Audit (WA) Pty Ltd provided non-audit services amounting to $10,300 (2023: $22,120) to companies in the Group. 4. LOSS FROM ORDINARY ACTIVITIES Year ended 30 June 2024 A$ Year ended 30 June 2023 A$ Included in the loss before income tax are the following specific items of expenses: Interest paid/payable on borrowings (683,830) (358,600) Interest paid/payable on leases (17,890) (39,446) Employee expenses – non-exploration (664,275) (670,471) Share based payments expense - employees (16,940) (327,870) Insurances (264,966) (409,863) Travel expenses (61,062) (200,157) Movements in employee leave liabilities (6,426) (31,739) EAGLE MOUNTAIN MINING | 2024 Annual Report 71 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 5. INCOME TAX EXPENSE Year ended 30 June 2024 A$ Year ended 30 June 2023 A$ Current tax: Current income tax charge/(benefit) - - Current income tax benefit not recognised - - Deferred tax: Relating to origination and reversal of timing differences (540,175) (535,235) Deferred tax benefit not recognised 540,175 535,235 - - (a) The prima facie tax on loss from ordinary activities before income tax is reconciled to the income tax as follows: Loss before tax (6,445,174) (13,661,302) The prima facie tax on loss from ordinary activities attributable to parent entity before income tax: Prima facie tax (benefit) on loss from ordinary activities before income tax at 30% (2021: 30%) (1,933,552) (4,098,391) Add/(less) tax effect of: Exploration costs not deducted for tax 1,023,216 3,102,098 Non-deductible share based payments 5,082 98,361 Share issue costs deducted (179,305) (171,876) Unrealised movement in fair value of financial liabilities (73,102) (56,131) Deferred tax asset not brought to account 1,157,661 1,125,939 Income tax attributable to entity - - (b) Deferred tax – statement of financial position Liabilities Prepaid expenses 21,852 34,404 21,852 34,404 Assets Employee leave and other employee liabilities 90,759 54,055 Right-of-use asset 7,147 13,459 Revenue losses available to offset against future taxable income 3,373,697 2,758,273 Deductible equity raising costs 330,885 449,078 3,802,488 3,274,865 Net deferred tax asset not recognised 3,780,636 3,240,461 EAGLE MOUNTAIN MINING | 2024 Annual Report 72 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 5. INCOME TAX EXPENSE (continued) Year ended 30 June 2024 A$ Year ended 30 June 2023 A$ (c) Deferred tax – income statement Liabilities Prepaid expenses 12,552 8,284 Foreign exchange - - Assets Accrued expenses and provisions 34,508 (123,143) Employee leave and other employee liabilities 2,197 (8,371) Right-of-use asset (6,313) 1,626 Deductible equity raising costs (118,193) (106,563) Increase in tax losses carried forward 615,424 763,402 Deferred tax benefit movement not recognised 540,175 535,235 The deferred tax benefit of tax losses not brought to account will only be obtained if: (i) The Company derives future assessable income of a nature and an amount sufficient to enable the benefit from the tax losses to be realised; (ii) The Company continues to comply with the conditions for deductibility imposed by tax legislation; and (iii) No changes in tax legislation adversely affect the Company realising the benefit from the deduction of the losses. 6. CASH AND CASH EQUIVALENTS 30 June 2024 A$ 30 June 2023 A$ Cash at bank 2,362,128 2,236,536 Deposits at call 754,831 - Total 3,116,959 2,236,536 Included in cash at bank are amounts held in US dollar denominated bank accounts equivalent to $1,804,727 (2023: $1,361,138). 7. TRADE AND OTHER RECEIVABLES 30 June 2024 A$ 30 June 2023 A$ GST receivable 7,467 5,580 Accrued income and other receivables 5,247 64,440 Prepaid expenses and deposits 72,840 114,681 Total 85,554 184,701 The carrying amounts of trade and other receivables are assumed to approximate their fair values due to their short term nature. Trade receivables are generally due for settlement within 30 days. EAGLE MOUNTAIN MINING | 2024 Annual Report 73 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 8. EXPLORATION AND EVALUATION EXPENDITURE 30 June 2024 A$ 30 June 2023 A$ Movement during the year Carrying value – beginning of year 11,281,486 10,774,803 Capitalisation of tailings storage facility costs 1 - 85,766 Effect of movement in foreign exchange rates 10,219 420,917 Carrying value – end of the year 11,291,705 11,281,486 1 Refer to note 14. Carried forward exploration and evaluation expenditure represents the exploration asset acquisition costs recognised on the acquisition of Silver Mountain Mining Pty Ltd and the Oracle Ridge Mine. The recoverability of the carrying amount of the exploration and evaluation assets is dependent upon successful development and commercial exploitation, or alternatively, sale of the respective areas of interest. At 30 June 2024, capitalised acquisition costs for the Oracle Ridge Mine were approximately A$10 million. As disclosed in the going concern section of Note 1, under its contractual arrangements with Vincere and Marble Mountain Ventures LLC the Company is required to make payments of approximately A$8.9 million within the next 12 months. The Company is currently in negotiations with both parties to vary the schedule of payments and whilst there is material uncertainty on the outcome of the negotiations, the Directors remain optimistic that a mutually beneficial outcome can be reached. In addition, Argonaut PCF have been appointed as advisors to perform a strategic review of the Oracle Ridge Mine following unsolicited market approaches. The intent of the review is to maximise shareholder value. AASB 6 Exploration for and Evaluation of Mineral Resources requires exploration and evaluation assets to be assessed for impairment when facts and circumstances suggest that the carrying amount of the asset may exceed its recoverable amount. The Company has considered the various impairment indicators and as the negotiations with Vincere and MMV, as well as the strategic review are ongoing, it was determined that there are no indicators of impairment at this time. Should negotiations with Vincere and MMV be unsuccessful, and there is no positive outcome from the strategic review, then the carrying value of the Oracle Ridge Mine will be subject to review and likely impairment. 9. PROPERTY, PLANT AND EQUIPMENT Leasehold improve- ments Office equipment and furniture Field equipment and vehicles Mine plant and equipment Mine prop- erties Total A$ A$ A$ A$ A$ A$ Cost at the beginning of the year 401,226 217,111 616,310 1,374,830 3,008,939 5,618,416 Effect of foreign exchange movements 95 77 544 1,245 2,725 4,686 Additions 1 - - - - (14,179) (14,179) Disposals - - (179,406) (28,985) - (208,391) Cost at the end of the year 401,321 217,188 437,448 1,347,090 2,997,485 5,400,532 1 Adjustment to cost at the beginning of the financial year. EAGLE MOUNTAIN MINING | 2024 Annual Report 74 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 9. PROPERTY, PLANT AND EQUIPMENT (continued) Leasehold improve- ments Office equipment and furniture Field equipment and vehicles Mine plant and equipment Mine prop- erties Total A$ A$ A$ A$ A$ A$ Accumulated depreciation at the beginning of the year (352,730) (123,027) (339,852) (695,928) - (1,511,537) Disposals - - 56,804 11,981 - 68,785 Effect of foreign exchange movements 117 33 112 829 3,874 4,965 Depreciation charged in the year (16,346) (24,919) (39,733) (142,555) (378,561) (602,114) Accumulated depreciation at the end of the year (368,959) (147,913) (322,669) (825,673) (374,687) (2,039,901) Net book value at the beginning of the year 48,496 94,084 276,458 678,902 3,008,939 4,106,879 Net book value at the end of the year 32,362 69,275 114,779 521,417 2,622,798 3,360,631 10. RIGHT-OF-USE ASSET 30 June 2024 A$ 30 June 2023 A$ Opening balance 346,516 592,606 Right-of-use asset reductions 1 (43,039) - Depreciation expense (187,408) (255,283) Foreign currency differences 1,168 9,193 Total 117,237 346,516 The Group leases land and buildings for its offices in Perth, Australia and Arizona, United States of America under agreements with original terms of up to five years and which may contain options to extend the lease term. 1 During the year, the Arizona office lease agreement was terminated prior to the end of the tease term through mutual agreement of both parties. The new office lease agreement is for a period of 12 months and as such has not been accounted for under accounting standard AASB16 Leases. Expenditure on this short term lease in shown in note 23(c). EAGLE MOUNTAIN MINING | 2024 Annual Report 75 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 11. TRADE AND OTHER PAYABLES 30 June 2024 A$ 30 June 2023 A$ Current Trade creditors and accrued expenses 386,896 412,672 Other payables - 26,471 Payroll liabilities 93,093 75,657 Total 479,989 514,800 The carrying amounts of trade and other payables are assumed to approximate their fair values due to their short term nature. 12. LEASE LIABILITIES 30 June 2024 A$ 30 June 2023 A$ Current liability 92,508 250,321 Non-current liability 48,554 141,060 Total 141,062 391,381 Movement in lease liabilities Opening balance 391,381 632,052 Reduction in liability1 (48,713) - Principal repayments (201,092) (250,746) Foreign currency differences (514) 10,075 Lease liabilities at the end of the year 141,062 391,381 1 During the year, the Arizona office lease agreement was terminated prior to the end of the lease term through the mutual agreement of both parties. The new office lease agreement is for a period of 12 months and as such has been accounted for as a short term lease. Refer to note 23(c) for details of short term leases or leases of low value assets. EAGLE MOUNTAIN MINING | 2024 Annual Report 76 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 13. BORROWINGS 30 June 2024 A$ 30 June 2023 A$ Current Loan – debt liability 1 2,264,493 - Loan from related party – derivative liability 2 4,168 - Loan from related party – debt liability 2 3,288,097 - Total current borrowings 5,556,758 - Non-Current Loan – derivative liability 1 165,511 348,606 Loan – debt liability 1 8,582,734 10,496,189 Subtotal loan 8,748,245 10,844,795 Loan from related party 2 Loan – derivative liability - 48,702 Loan – debt liability - 1,969,487 Subtotal loan - 2,018,189 Total non-current borrowings 8,748,245 12,862,984 1 Vincere Loan Under the terms of the purchase agreement of the Oracle Ridge Copper Project in Arizona, USA, Wedgetail Operations LLC, a subsidiary in which the Company holds a 100% interest, entered into a US$6,423,000 secured loan with Vincere Resource Holdings LLC. The loan commenced in November 2019, is secured over all of the assets of Wedgetail Operations LLC, has a ten year term and accrued interest at 3.15% per annum for the first five years with no interest accruing thereafter. Commencing with the fifth anniversary, five annual loan repayments of US$1,500,000 each are payable up to a total value of US$7,500,000. Under the terms of the agreement, the lender has the right to convert up to US$1,000,000 of the secured loan into ordinary shares of the Company upon each of the following three conversion trigger events: i. The completion of a preliminary feasibility study; ii. A commitment is made to proceed with a bankable feasibility study; and iii. A commitment is made to commission the financing of the project as evidenced by a feasibility study sufficient to obtain third party financing. The terms of the agreement prevent the issue of ordinary shares to the lender where the cumulative number of shares held as a result of exercising the conversion rights would exceed 10% of the Company’s ordinary shares on issue. The conversion price of each conversion right held by the lender is an amount equal to a 20% discount to the 30 day volume weighted average price of the Company’s shares for the 30 days immediately after the date of public announcement of the applicable conversion trigger event. EAGLE MOUNTAIN MINING | 2024 Annual Report 77 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 13. BORROWINGS (continued) The face value of US$6,423,000 at inception was deemed to comprise the value of the derivative liability (or conversion right) with the residual being the debt liability component. The debt liability component of the secured loan is amortised at each reporting period using the effective interest method. The derivative liability component is revalued at each reporting date over the life of the secured loan. Fair Value Measurement The derivative liability component of the US$6,423,000 loan is measured or disclosed at fair value, using a three level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement. Refer to accounting policy note 1(n) for a description of the three levels. The derivative liability has been categorised as Level 3 in the fair value hierarchy and the fair value at the end of the reporting period was A$165,511. There were no transfers between levels during the financial year. Valuation Model Assumptions An independent valuation of the derivative liability has been undertaken at 30 June 2024 using a Monte Carlo simulation model with the following assumptions: Assumptions Conversion Event 1 Conversion Event 2 Conversion Event 3 Valuation date 30 June 2024 30 June 2024 30 June 2024 Spot price (A$) 1 $0.052 $0.052 $0.052 Exercise price 2 $0.045 $0.049 $0.052 Risk free rate 4.15% 4.08% 4.08% Expected future volatility 80% 80% 80% Expiry date 3 30 June 2026 30 June 2028 30 June 2029 Probability 4 70% 60% 60% 1 The share price of an EM2 share traded on the ASX to market close on 28 June 2024. 2 Exercise price is equal to a 20% discount to the estimated volume weighted average price of the Company’s shares for the 30 days immediately after the public announcement of the applicable conversion trigger event. A Monte Carlo simulation was utilised to determine the conversion price of each tranche of Conversion Right. 3 The expiry date is the estimated date on which the conversion right will be exercised for each tranche of conversion rights and is estimated from the date of the agreement. 4 Management’s estimate as at balance date of the probability of the conversion trigger events being achieved on the expiry dates for each tranche of conversion rights. Based on the above assumptions, the revaluation of the derivative liability resulted in a fair value gain of US$121,491 (A$185,308) which has been recognised through the profit and loss. In relation to the restriction of conversion rights up to 10% of the ordinary shares on issue, the valuation is based on the number of shares on issue at valuation date. Reconciliation of movement in Level 3 derivative liability 30 June 2024 A$ 30 June 2023 A$ Movement during the year Balance at the start of the financial year 348,606 449,035 Gain recognised in profit or loss (185,308) (116,145) Effect of movement in foreign exchange rates 2,213 15,716 Balance at the end of the financial year 165,511 348,606 EAGLE MOUNTAIN MINING | 2024 Annual Report 78 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 13. BORROWINGS (continued) Unobservable inputs for fair value measurement In determining the fair value measurement of the derivative liability, certain observable inputs such as the share price and exercise price of the conversion rights are used, together with unobservable inputs. The unobservable inputs used in the valuation of the derivative liability are deemed to be: 1. Issued capital – as the conversion rights are restricted to not more than 10% of the ordinary shares on issue, any increase in issued shares may impact the number of conversion rights that can be exercised; and 2. Timing of the three milestones to be achieved (conversion trigger events). The Level 3 unobservable inputs and sensitivity are as follows: Unobservable Input Change in input Sensitivity Shares on Issue +25% A 25% increase in share capital will result in an increase in fair value of approximately $15,070 Date of conversion trigger event -6 months A decrease of 6 months in achieving the first and subsequent milestones will result in an increase in fair value of approximately $3,360 Date of conversion trigger event +6 months An increase of 6 months in achieving the first and subsequent milestones will result in a decrease in fair value of approximately $3,350 2 Loan from Related Party During the prior financial year, Metech Super Pty Ltd as trustee for the Metech No2 Super Fund (Lender), an entity associated with Director, Mr Charles Bass, provided an unsecured loan facility of up to $3,000,000 to the Company. Subsequent to 30 June 2024, a Deed of Assignment, Assumption and Variation was executed assigning the loan to Silver Mountain Mining Nominee Pty Ltd, an entity also related to Mr Charles Bass, and deferring the maturity date of the loan by 12 months to 31 December 2025. Details of the key varied terms under the Deed of Assignment, Assumption and Variation are outlined in note 20, while the remainder of this note relates to the status of the loan at 30 June 2024. At 30 June 2024 and pursuant to the original loan terms, the loan attracted interest at 10% per annum and matured on 31 December 2024. The Company may repay all or part of the outstanding loan balance at any time prior to the maturity date without penalty. The Lender may elect to convert all or part of the outstanding balance into ordinary shares in the Company at any time up until the date which is 90 days prior to maturity, subject to shareholder approval, at a conversion price being the greater of: i. a 15% discount to the 15 day VWAP for the Company’s shares immediately prior to the election to convert; and ii. a floor price of $0.14 per share. If any portion of the loan is not repaid or converted prior to the day which is 90 days prior to maturity, the Company may at its sole discretion either repay the balance of the loan and interest in cash or require conversion at a 12% discount to the 15 day VWAP for the Company’s shares immediately prior to the election to convert, subject to shareholder approval. At 30 June 2024, the Company had fully drawn down the facility, with $2 million being drawn down on 26 May 2023 and $1 million being drawn down on 20 September 2023. EAGLE MOUNTAIN MINING | 2024 Annual Report 79 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 13. BORROWINGS (continued) The face value of the loan comprises the sum of the value of the derivative liability (or conversion right), and the debt liability component at inception. The debt liability component of the loan is amortised at each reporting period using the effective interest method. The fair value of the derivative liability component is revalued at each reporting date over the life of the loan. Fair Value Measurement The derivative liability component of the loan is measured or disclosed at fair value, using a three level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement. Refer to accounting policy note 1(n) for a description of the three levels. The derivative liability has been categorised as Level 3 in the fair value hierarchy and the fair value at the end of the reporting period was $4,168. There were no transfers between levels during the financial year. Valuation Model Assumptions An independent valuation of the derivative liability has been undertaken at each of the loan drawdown dates, and subsequently revalued at 30 June 2024, using a Monte Carlo simulation model with the following assumptions: Assumptions $2m drawdown $1m drawdown Total $3m Valuation date 26 May 2023 20 September 2023 30 June 2024 Spot price (A$) 1 $0.100 $0.079 $0.052 Risk free rate 3.57% 3.97% 4.45% Expected future volatility 85% 85% 80% Expiry date 2 31 December 2024 31 December 2024 31 December 2024 1 The share price of an EM2 share traded on the ASX to market close on 26 May 2023, 20 September 2023 and 30 June 2024 respectively. 2 The expiry date is the maturity date of the loan and it is assumed that conversion would occur on this date. Exercise price – It was identified that three possible conversion scenarios could occur depending on the value of the share price. A Monte Carlo simulation model was used to assess the probability of the share price hitting each of the thresholds with results at drawdown dates and revaluation date as follows: Grant Date 26 May 2023 $2m Grant Date 20 September 2023 $1m Revaluation Date 30 June 2024 $3m Probability of spot price < $0.140 78.9% 84.7% 98.0% Probability of spot price $0.140 to $0.165 4.0% 3.8% 1.1% Probability of spot price > $0.165 17.1% 11.5% 0.9% Based on the above assumptions, the revaluation of the derivative liability resulted in a fair value gain of $58,366 which has been recognised through the profit and loss. Reconciliation of movement in Level 3 derivative liability 30 June 2024 A$ 30 June 2023 A$ Movement during the year Balance at the start of the financial year 48,702 - Fair value on initial drawdown date 13,832 52,993 Gain recognised in profit or loss (58,366) (4,291) Balance at the end of the financial year 4,168 48,702 EAGLE MOUNTAIN MINING | 2024 Annual Report 80 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 14. PROVISIONS 30 June 2024 A$ 30 June 2023 A$ Movement in Tailings Storage Facility during the year Carrying value – beginning of year - 435,477 Additional provision for tailings storage facility - 85,766 Amounts used - (521,243) Carrying value – end of the year - - The Group acquired an existing tailings storage facility (“TSF”) with the purchase of the Oracle Ridge Copper Project. The TSF is covered by a permit issued by the Arizona Department of Environmental Quality which includes a condition that the TSF be upgraded to meet current engineering standards. The cost of the upgrade which was completed during the prior financial year was provided for in the financial statements as an adjustment to the cost of acquisition of the Oracle Ridge Copper Project (refer note 8). 15. ISSUED CAPITAL Shares Year ended 30 June 2024 Year ended 30 June 2023 Issue price Shares A$ Shares A$ Balance at the beginning of the year 304,966,863 84,482,468 268,265,063 78,501,878 Shares issued on exercise of options $0.20 $0.30 - - 1,900,000 456,000 Shares issued-Entitlement Offer $0.06 87,908,059 5,274,483 - - Placement shares issued $0.165 - - 30,303,031 5,000,000 Share Purchase Plan shares issued $0.165 - - 4,498,769 742,297 Less: share issue costs – cash 1 - - (204,504) - (217,707) Balance at 30 June 392,874,922 89,552,447 304,966,863 84,482,468 1 No deferred tax asset has been recognised in respect of the share issue costs as at the date of the financial report as it is not probable that it will be realised (refer note 5). The Company is a public company limited by shares. The Company was incorporated in Perth, Western Australia. The Company’s shares are limited whereby the liability of its members is limited to the amount (if any) unpaid on the shares respectively held by them. Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in proportion to the number of and amounts paid on the shares held. On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to one vote. Ordinary shares have no par value. There is no limit to the authorised share capital of the Company. EAGLE MOUNTAIN MINING | 2024 Annual Report 81 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 16. RESERVES 30 June 2024 A$ 30 June 2023 A$ Foreign currency translation reserve 491,292 479,764 Share based payments reserve 6,683,260 8,058,311 Common control reserve (3,014,276) (3,014,276) 4,160,276 5,523,799 Movements in reserves: Year ended 30 June 2024 A$ Year ended 30 June 2023 A$ a) Foreign currency translation reserve Balance at the beginning of the year 479,764 302,768 Exchange gain for the year 11,528 176,996 Balance at the end of the year 491,292 479,764 Foreign currency translation reserve The foreign currency translation reserve records unrealised exchange gains and losses on translation of controlled entities accounts during the year. Year ended 30 June 2024 A$ Year ended 30 June 2023 A$ b) Share based payments reserve Balance at the beginning of the year 8,058,311 9,446,196 Fair value vesting expense of options and performance rights 16,940 327,870 Fair value of options/performance rights exercised during the year - (76,000) Fair value of options expired during the year (1,391,991) (1,639,755) Balance at the end of the year 6,683,260 8,058,311 Share based payments reserve The share based payments reserve has been used to recognise the fair value of options and performance rights issued and vested but not exercised as at the end of the reporting year. Year ended 30 June 2024 A$ Year ended 30 June 2023 A$ c) Common control reserve Balance at the beginning of the year (3,014,276) (3,014,276) Common control transactions during the year - - Balance at the end of the year (3,014,276) (3,014,276) EAGLE MOUNTAIN MINING | 2024 Annual Report 82 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 16. RESERVES (continued) Common control reserve The amount recognised in the common control reserve represents the excess in fair value consideration given, over the net assets acquired, on the acquisition of Silver Mountain Mining Pty Ltd from Silver Mountain Mining Nominees Pty Ltd on 7 December 2017. 17. OPTIONS AND EQUITY BASED PAYMENTS Options – Reconciliation of Movements 30 June 2024 Number 30 June 2023 Number Options on issue at the beginning of the year 15,350,000 27,611,154 Options issued pursuant to an entitlement offer 87,908,059 - Options cancelled (6,750,000) (10,361,154) Options exercised - (1,900,000) Options on issue at the end of the year 96,508,059 15,350,000 Option Capital – Reconciliation of Movements 30 June 2024 A$ 30 June 2023 A$ Balance at the beginning of the year - - Movements during the year - - Balance at the end of the year - - 2024 2023 No. Weighted Average Exercise Price (cents) No. Weighted Average Exercise Price (cents) Options outstanding at the beginning of the year 15,350,000 52.29 27,611,154 46.36 Options granted during the year 87,908,059 20.00 - - Options exercised during the year - - (1,900,000) 20.00 Options cancelled and expired unexercised during the year (6,750,000) 50.00 (10,361,154) 42.40 Options outstanding at 30 June 96,508,059 23.04 15,350,000 52.29 Basis and Assumptions Used in the Valuation of Options Options issued during a reporting period are valued using the Black Scholes option valuation methodology. Historical volatility over the previous 12 months is used as the expected share price volatility. No expense has been recognised through the consolidated statement of profit or loss and other comprehensive income for the year ended 30 June 2024 (2023: $239,074) in respect of the expensing of options during the year. Weighted Average Contractual Life The weighted average contractual life for unexercised options is 30 months (2023: 8.6 months). EAGLE MOUNTAIN MINING | 2024 Annual Report 83 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 17. OPTIONS AND EQUITY BASED PAYMENTS (continued) Performance Rights During the year ended 30 June 2024, no performance rights were issued (2023: nil) and 200,000 performance rights vested (2023: 100,000). No performance rights were exercised or cancelled. An expense of $16,940 (2023: $88,796) has been recognised through the consolidated statement of profit or loss and other comprehensive income in respect of the vesting of performance rights during the financial year. 18. CASH FLOW INFORMATION Year ended 30 June 2024 A$ Year ended 30 June 2023 A$ Reconciliation of cash flows from operating activities with loss after income tax Loss after income tax (6,445,174) (13,661,302) Non-cash items included in profit or loss Depreciation expense 789,522 604,415 (Loss)/gain on foreign exchange 6,610 (50,849) Fair value gain (243,674) (120,436) Share based payment expense 16,940 327,870 Accrued interest expense 558,672 352,863 Changes in assets and liabilities: Decrease in receivables 57,306 98,366 Decrease in prepayments 41,841 27,613 Increase /(decrease) in employee leave liabilities 6,426 (19,730) Increase /(decrease) in accounts payable and accruals 121,189 (634,042) Net cash outflows from operating activities (5,090,342) (13,075,232) 19. SEGMENT INFORMATION An operating segment is a component of an entity that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same entity). AASB 8 Operating Segments requires operating segments to be identified on the basis of internal reports about components of the Group that are regularly reviewed by the chief operating decision maker in order to allocate resources to the segment and to assess its performance. The Group operates in one segment, being exploration for mineral resources. This is the basis on which internal reports are provided to the Directors for assessing performance and determining the allocation of resources within the Group. Following the acquisition of Silver Mountain Mining Pty Ltd on 7 December 2017, and the Oracle Ridge Copper Mine in November 2019, the Group operates in Australia and United States of America. EAGLE MOUNTAIN MINING | 2024 Annual Report 84 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 19. SEGMENT INFORMATION (continued) Information regarding the non-current assets by geographical location is reported below. No segment information is provided for United States of America in relation to revenue and profit or loss for the year ended 30 June 2024 or year ended 30 June 2023. Reconciliation of Non-Current Assets by Geographical Location 30 June 2024 A$ 30 June 2023 A$ Australia 176,233 278,014 United States of America 14,889,857 15,752,763 15,066,090 16,030,777 20. SUBSEQUENT EVENTS On 12 September 2024, the Company announced the deferral of the A$3 million loan from Metech Super Pty Ltd, an entity associated with director Mr Charles Bass, by 12 months to 31 December 2025. Further key terms in the Deed of Assignment, Assumption and Variation (which takes effect from 30 September 2024) are: • Interest accrued to 30 September 2024 is proposed to be satisfied through the issue of fully paid ordinary shares in the Company, subject to shareholder approval. The number of shares to be issued will be based on the 30 day VWAP up to and including the date of execution of the Deed on 6 September 2024; • The loan is interest free beyond 30 September 2024; • On 30 September 2024, the loan will be assigned to Silver Mountain Mining Nominee Pty Ltd, an entity that is also related to Mr Charles Bass; and • The lender may elect for the balance of the loan to be converted into fully paid ordinary shares in the Company at any time prior to 90 days before the new maturity date of 31 December 2025, at a price equal to 90% of the 30 day VWAP, subject to shareholder approval and regulatory approvals if required. The Company may elect to repay the loan in cash at any time prior to the maturity date and may elect for the balance of the loan to be converted into fully paid ordinary shares in theCompany, if no such election has been made by the lender prior to 90 days before the maturity date. The issue price of shares will be equal to 90% of the 30 day VWAP, subject to shareholder approval and regulatory approvals if required. There has not arisen in the interval between the end of the financial year and the date of this report any other item, transaction or event of a material and unusual nature likely to affect substantially the operations of the Group, the results of those operations or the state of affairs of the Group in subsequent financial years. 21. KEY MANAGEMENT PERSONNEL (a) Directors and Key Management Personnel The following persons were Directors or Key Management Personnel of Eagle Mountain Mining Limited during the financial year: (i) Chairman – Non-Executive: Rick Crabb (ii) Executive Director: Charles Bass, Managing Director (iii) Non-Executive Director: Roger Port (iv) Alternate Director: Brett Rowe (as Alternate Director to Charles Bass) (v) Chief Executive Officer: Timothy Mason EAGLE MOUNTAIN MINING | 2024 Annual Report 85 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 21. KEY MANAGEMENT PERSONNEL (continued) There were no other persons employed by or contracted to the Company during the financial year having responsibility for planning, directing and controlling the activities of the Company, either directly or indirectly. (b) Key Management Personnel Compensation A summary of total compensation paid to Key Management Personnel is as follows: 30 June 2024 A$ 30 June 2023 A$ Total short term employment benefits 507,236 480,205 Total equity based payments 16,940 162,229 Total post employment benefits 42,264 39,545 566,440 681,979 22. CONTINGENT LIABILITIES The Group has an exploration service agreement with Dragon’s Deep Exploration, Inc., an Arizona corporation (“Dragon”). Included in this agreement is a performance bonus payable to Dragon consisting of cash together with shares in Eagle Mountain Mining Limited (shares at market price, escrowed as required by the appropriate exchange) within 10 days of the event detailed below: Criteria (Specifically related to the Silver Mountain Project) Cash Bonus Shares of Value Commencement of a preliminary feasibility study in respect of any land covered by any mining claims or permits held by Silver Mountain Mining LLC and located in Arizona, USA.1 US$100,000 US$200,000 1. The milestone satisfaction date is the date on which the Company announces to the Australian Securities Exchange that it has commenced a pre-feasibility study on the relevant mining claims or permits. “Pre- feasibility Study” is as defined in the Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (2012 Edition). The Group does not currently foresee a preliminary feasibility study covering the claims held by Silver Mountain Mining LLC commencing in the near future. Other than the above, the Group has no contingent liabilities outstanding at the end of the year. 23. COMMITMENTS (a) Exploration Expenditure In order to maintain the current tenure status of its exploration assets, the Group has certain obligations and minimum expenditure requirements with respect to unpatented claims and Arizona state exploration permits located in Arizona in the United States of America, as follows: 30 June 2024 A$ 30 June 2023 A$ Within 1 year 591,559 533,978 After 1 year but not more than 5 years 2,481,997 2,197,758 Total 3,073,556 2,731,736 EAGLE MOUNTAIN MINING | 2024 Annual Report 86 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 23. COMMITMENTS (continued) (b) Asset Acquisition The Group has no commitments for asset acquisitions at 30 June 2024. (c) Operating Leases The Group has entered into a low value operating lease to rent storage space and a short term lease for office space in Arizona. The Group has availed itself of the recognition exemptions under AASB16 Leases. At 30 June 2024, the commitments under the lease agreements are as follows: 30 June 2024 A$ 30 June 2023 A$ Within 1 year 38,700 12,670 After 1 year but not more than 5 years - 12,670 Total 38,700 25,340 (d) Other Commitments A Reversionary Interest in the Mineral Rights is held by Marble Mountain Ventures LLC (“MMV”) over certain of the Patented Claims covering the mine. The Reversionary Interest is provided for in a deed dated 18 February 2010, with reversion set to occur on 18 February 2025, unless an Extension Option is exercised by Wedgetail Operations LLC (“WTO”). In order to exercise the Extension Option, WTO needs to provide 30 days written notice, make an Extension Payment in the order of US$3 million adjusted for CPI (approximately A$6.6 million at 30 June 2024) and remain in compliance with various related agreements. Should WTO agree to exercise the Extension Option, WTO’s interest in the mineral rights related to certain of the Patented Claims will be extended to 18 February 2040. The Company also has an Industrial Property Lease agreement (“Lease Agreement”) with MMV which provides surface access rights over patented claims which covers areas including the existing 5900 and 6400 mine portals, and the historic mill site. The Company made lease payments of approximately US$202,000 this financial year to MMV pursuant to the Lease Agreement (refer note 23(a)). The lease payments are subject to annual escalation for inflation. The term of the lease automatically renews every three years until expiration of the term on 31 January 2040. EAGLE MOUNTAIN MINING | 2024 Annual Report 87 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 24. FINANCIAL RISK MANAGEMENT The Group has exposure to a variety of risks arising from its use of financial instruments. This note presents information about the Company’s exposure to the specific risks, and the policies and processes for measuring and managing those risks. The Board of Directors has the overall responsibility for the risk management framework and has adopted a Risk Management Policy. (a) Credit Risk Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from transactions with customers and investments. Trade and Other Receivables The nature of the business activity of the Group does not result in trading receivables. The receivables that the Group does experience through its normal course of business are short term and the most significant recurring by quantity is receivable from the ATO. The risk of non-recovery of receivables from this source is considered to be negligible. Cash Deposits The Directors believe any risk associated with the use of predominantly one bank is addressed through the use of at least an A-rated bank as a primary banker. Except for this matter the Group currently has no significant concentrations of credit risk. (b) Liquidity Risk Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation. The Group manages its liquidity risk by monitoring its cash reserves and forecast spending. Management is cognisant of the future demands for liquid finance resources to finance the Company’s current and future operations, and consideration is given to the liquid assets available to the Company before commitment is made to future expenditure or investment. (c) Market Risk Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising any return. Interest Rate Risk The Group has cash assets which may be susceptible to fluctuations in changes in interest rates. Whilst the Group requires the cash assets to be sufficiently liquid to cover any planned or unforeseen future expenditure, which prevents the cash assets being committed to long term fixed interest arrangements, the Group does mitigate potential interest rate risk by entering into short to medium term fixed interest investments. EAGLE MOUNTAIN MINING | 2024 Annual Report 88 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 24. FINANCIAL RISK MANAGEMENT (continued) Equity Risk The Group has no direct exposure to equity risk. Foreign Exchange Risk The Group holds a portion of its cash assets in US dollar denominated bank accounts and bank deposits. The Group is also significantly exposed to foreign exchange risk through transactions and arrangements in respect of its US based operations. Other than the above, the Group does not have any direct contact with foreign exchange fluctuations other than their effect on the general economy. The Group seeks to mitigate foreign exchange risk by considering capital requirements and foreign exchange rates when undertaking treasury transactions, such as utilising US dollar denominated term deposits. 25. FINANCIAL INSTRUMENTS Credit Risk The Directors do not consider that the Group’s financial assets are subject to anything more than a negligible level of credit risk, and as such no disclosures are made (refer note 24(a)). Impairment Losses The Directors do not consider that any of the Group’s financial assets are subject to impairment at the reporting date. No impairment expense or reversal of impairment charge has occurred during the financial year. Interest Rate Risk At the reporting date the interest profile of the Group’s interest-bearing financial instruments was: Carrying amount ($) Carrying amount ($) 2024 2023 Fixed rate instruments Financial liabilities (14,496,522) (12,852,207) Variable rate instruments Financial assets 3,116,959 2,236,536 EAGLE MOUNTAIN MINING | 2024 Annual Report 89 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 25. FINANCIAL INSTRUMENTS (continued) Cash Flow Sensitivity Analysis for Variable Rate Instruments A change of 100 basis points in interest rates at the reporting date would have increased/(decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant. Profit or loss Equity 1% increase 1% decrease 1% increase 1% decrease 2024 Variable rate instruments 31,169 (31,169) 31,169 (31,169) 2023 Variable rate instruments 22,365 (22,365) 22,365 (22,365) Foreign Exchange Risk At the reporting date the Australian dollar equivalent of amounts recognised by the Group in US dollars were as follows: Carrying amount ($) Carrying amount ($) 2024 2023 Financial assets Cash at bank 1,804,727 1,361,138 Deposits at call - - 1,804,727 1,361,138 Financial liabilities Trade and other payables (246,546) (457,488) Borrowings (11,012,738) (10,844,795) (11,259,284) (11,302,283) Cash Flow Sensitivity Analysis for Foreign Exchange A change in foreign exchange rates of 5% at the reporting date would have increased/(decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant. Profit or loss Equity 5% increase 5% decrease 5% increase 5% decrease 2024 Financial assets 61,671 (61,571) 28,665 (28,665) Financial liabilities 562,964 (562,964) 562,964 (562,964) 2023 Financial assets 22,908 (22,908) 45,159 (45,159) Financial liabilities 565,114 (565,114) 565,114 (565,114) EAGLE MOUNTAIN MINING | 2024 Annual Report 90 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 25. FINANCIAL INSTRUMENTS (continued) Fair Values Fair Values Versus Carrying Amounts The fair values of financial assets and liabilities, together with the carrying amounts shown in the statement of financial position, are as follows: Consolidated Consolidated 2024 2023 Carrying amount $ Fair value $ Carrying amount $ Fair value $ Cash and cash equivalents 3,116,959 3,116,959 2,236,536 2,236,536 Trade and other payables (479,989) (479,989) (514,800) (514,800) Borrowings (14,305,003) (14,305,003) (12,862,984) (12,862,984) Lease liabilities (141,060) (141,060) (391,381) (391,381) (11,809,093) (11,809,093) (11,532,629) (11,532,629) The Group’s policy for recognition of fair values is disclosed at note 1(n). Liquidity Risk The following are the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements (refer note 24(b)): Consolidated Carrying amount Contractual cash flows < 6 months 6-12 months 1-2 years 2-5 years > 5 years $ $ $ $ $ $ $ 2024 Non-Derivatives Trade and other payables 479,989 479,989 479,989 - - - - Borrowings 14,135,324 14,808,947 2,264,493 3,483,268 2,264,493 6,796,693 - Lease liabilities 141,060 141,060 45,503 47,004 48,553 - - 14,756,373 15,429,996 2,789,985 3,530,272 2,313,046 6,796,693 - Derivatives Derivative liability 169,679 169,679 - 4,168 - 165,511 - 169,679 169,679 - 4,168 - 165,511 - EAGLE MOUNTAIN MINING | 2024 Annual Report 91 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 25. FINANCIAL INSTRUMENTS (continued) Consolidated Carrying amount Contractual cash flows < 6 months 6-12 months 1-2 years 2-5 years > 5 years $ $ $ $ $ $ $ 2023 Non-Derivatives Trade and other payables 514,800 514,800 514,800 - - - - Borrowings 12,465,676 13,662,182 - - 2,346,753 - 11,315,429 Lease liabilities 391,381 391,381 139,235 111,086 92,507 48,553 - 13,371,857 14,568,363 654,035 111,086 2,439,260 48,553 11,315,429 Derivatives Derivative liability 397,308 397,308 - - 48,702 - 348,606 397,308 397,308 - - 48,702 - 348,606 26. CONTROLLED ENTITIES Eagle Mountain Mining Limited is the ultimate parent entity of the Group. The following were controlled entities at the end of the financial year and have been included in the consolidated financial statements: Name Country of Incorporation Date acquired/incorporated Percentage Interest Held 2024 Percentage Interest Held 2023 Silver Mountain Mining Pty Ltd Australia 7 December 2017 100% 100% Silver Mountain Mining LLC United States of America 7 December 2017 100% 100% Silver Mountain Mining Operations Inc United States of America 18 January 2018 100% 100% Wedgetail Arizona Pty Ltd Australia 18 July 2019 100% 100% Wedgetail Holdings LLC United States of America 25 June 2019 100% 100% Wedgetail Operations LLC United States of America 18 July 2019 100% 100% Silver Mountain Mining LLC and Silver Mountain Mining Operations Inc are both 100% owned subsidiaries of Silver Mountain Mining Pty Ltd. Wedgetail Operations LLC and Wedgetail Holdings LLC are both 100% owned subsidiaries of Wedgetail Arizona Pty Ltd. EAGLE MOUNTAIN MINING | 2024 Annual Report 92 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 26. CONTROLLED ENTITIES (continued) The following amounts are payable by subsidiary companies to the parent company at the reporting date: Amount due to Eagle Mountain Mining Limited Name 2024 A$ 2023 A$ Silver Mountain Mining Pty Ltd 71,737 71,923 Silver Mountain Mining LLC 529,843 529,843 Silver Mountain Mining Operations Inc 11,100,194 10,680,374 Wedgetail Arizona Pty Ltd 5,006 4,696 Wedgetail Holdings LLC 66,685,587 63,846,582 Wedgetail Operations LLC 202,331 - The loans to subsidiary companies are non-interest bearing and Eagle Mountain Mining Limited does not intend to call for repayment within 12 months. 27. LOSS PER SHARE 30 June 2024 30 June 2023 Loss used in calculation of loss per share $(6,445,174) $(13,661,302) Weighted average number of shares used in the calculation of loss per share 327,502,128 286,920,245 Basic and diluted loss per share (2.0 cents) (4.8 cents) Options and performance rights to acquire ordinary shares granted by the Company and not exercised at the reporting date are included in the determination of diluted loss per share, to the extent that they are considered dilutive. There are 96,508,059 options and 300,000 performance rights on issue at 30 June 2024 (2023: 15,350,000 options and 300,000 performance rights) that have not been considered in calculating diluted loss per share as they are not considered to be dilutive to the reported earnings per share. EAGLE MOUNTAIN MINING | 2024 Annual Report 93 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the Year Ended 30 June 2024 28. PARENT ENTITY INFORMATION Parent Parent 30 June 2024 30 June 2023 A$ A$ Assets Current assets 2,586,790 1,410,146 Non-current assets1 4,371,407 5,573,395 Total Assets 6,958,197 6,983,541 Liabilities Current liabilities 3,681,377 179,710 Non-current liabilities 79,503 2,259,787 Total Liabilities 3,760,880 2,439,497 Net Assets 3,197,317 4,544,044 Equity Issued capital 89,552,447 84,482,468 Reserves 4,160,276 5,523,799 Accumulated losses (90,515,406) (85,462,223) Total Equity 3,197,317 4,544,044 Loss for the period1 (80,165,784) (75,767,058) Other comprehensive income - - Total comprehensive loss for the period (80,165,784) (75,767,058) 1 The Company has recognised a provision against the investment in subsidiary holdings to the extent that parent company net assets exceed those of the Group. Guarantees entered into by the parent entity in relation to the debts of its subsidiaries The parent entity is the guarantor in relation to the US$6,423,000 loan from Vincere Resource Holdings LLC (“Vincere”). In addition, the parent entity has entered into a Guarantee of Performance with Vincere under which the parent entity guarantees the full and timely performance of the conversion obligations under the note with Vincere. Refer to note 13. Contingent liabilities The parent entity had no contingent liabilities as at 30 June 2024 and 30 June 2023. Commitments The parent entity had no exploration or capital commitments as at 30 June 2024 and 30 June 2023. Accounting policies The accounting policies of the parent entity are consistent with those of the consolidated entity as disclosed in note 1. EAGLE MOUNTAIN MINING | 2024 Annual Report 94 CONSOLIDATED ENTITY DISCLOSURE STATEMENT Page 59 Entity Name Entity Type Place Formed / Country of Incorporation Ownership Interest % Australian or Foreign Resident Foreign jurisdiction of foreign residents Silver Mountain Mining Pty Ltd Body corporate Australia 100% Australia Australia Wedgetail Arizona Pty Ltd Body corporate Australia 100% Australia Australia Silver Mountain Mining LLC Limited Liability Company 1 USA 100% Foreign 2 USA Silver Mountain Mining Operations Inc Corporation USA 100% Foreign 2 USA Wedgetail Holdings LLC Limited Liability Company 1 USA 100% Foreign 2 USA Wedgetail Operations LLC Limited Liability Company 1 USA 100% Foreign 2 USA 1 Australian tax law generally does not contain corresponding residency tests for partnerships and trusts and these entities are typically taxed on a flow-through basis. 2 The central management and control of these entities is in Australia and therefore the entities will be dual tax residents in their country of incorporation and Australia. Basis of Preparation This consolidated entity disclosure statement (CEDS) has been prepared in accordance with the Corporations Act 2001 and includes information for each entity that was part of the Group as at the end of the financial year in accordance with AASB 10 Consolidated Financial Statements. Determination of tax residency Section 295 (3A)(vi) of the Corporation Act 2001 defines tax residency as having the meaning in the Income Tax Assessment Act 1997. The determination of tax residency involves judgement as there are different interpretations that could be adopted, and which could give rise to a different conclusion on residency. In determining tax residency, the Group has applied the following interpretations: • Australian tax residency The Group has applied current legislation and judicial precedent, including having regard to the Tax Commissioner's public guidance in Tax Ruling TR 2018/5. • Foreign tax residency. Where necessary, the Group has used independent tax advisers in foreign jurisdictions to assist in its determination of tax residency to ensure applicable foreign tax legislation has been complied with (see section 295(3A)(vii) of the Corporations Act 2001). EAGLE MOUNTAIN MINING | 2024 Annual Report 95 DIRECTORS’ DECLARATION In the opinion of the Directors of Eagle Mountain Mining Limited (“the Company”): (a) the accompanying financial statements and notes are in accordance with the Corporations Act 2001, including: (i) complying with Accounting Standards and the Corporations Regulations 2001 and other mandatory professional reporting requirements which, as stated in accounting policy note 1 to the financial statements, constitutes explicit and unreserved compliance with International Financial Reporting Standards (IFRS); and (ii) give a true and fair view of the financial position as at 30 June 2024 and of the performance for the year ended on that date of the Group. (b) the remuneration disclosures that are contained in the Remuneration Report in the Directors’ Report comply with Australian Accounting Standard AASB 124 Related Party Disclosures, The Corporations Act 2001 and the Corporations Regulations 2001. (c) there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable. (d) the financial statements comply with International Financial Reporting Standards as set out in note 1. (e) the information disclosed in the Consolidated Entity Disclosure Statement is true and correct. The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the Chief Executive Officer and Chief Financial Officer for the financial year ended 30 June 2024. This declaration is made in accordance with a resolution of the Directors. Signed at Perth this 30th day of September 2024. Rick Crabb Chairman EAGLE MOUNTAIN MINING | 2024 Annual Report 96 Independent auditor’s report to the members of Eagle Mountain Mining Limited Report on the audit of the financial report Our opinion on the financial report In our opinion, the accompanying financial report of Eagle Mountain Mining Limited (the Company) and its subsidiaries (the Group) is in accordance with the Corporations Act 2001, including: — giving a true and fair view of the Group’s financial position as at 30 June 2024 and of its financial performance for the year then ended; and — complying with Australian Accounting Standards and the Corporations Regulations 2001. What was audited? We have audited the financial report of the Group, which comprises: — the consolidated statement of financial position as at 30 June 2024, — the consolidated statement of profit or loss and other comprehensive income for the year then ended, — the consolidated statement of changes in equity for the year then ended, — the consolidated statement of cash flows for the year then ended, — notes to the financial statements, including material accounting policy information, — the consolidated entity disclosure statement, and — the directors’ declaration. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. EAGLE MOUNTAIN MINING | 2024 Annual Report 97 | 2 Material uncertainty related to going concern We draw attention to Note 1 (a)(i) in the financial report, which indicates that the Group has incurred a net loss of $6,445,174 and a net operating cash outflow of $5,090,342 during the year ended 30 June 2024 and current liabilities at that date were $6,243,536. As stated in Note 1 (a)(i), these events or conditions, along with other matters as set forth in Note 1 (a)(i), indicate that a material uncertainty exists that may cast significant doubt on the Group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In addition to the matter described in the Material uncertainty related to going concern section, we have determined the matters described below to be the key audit matters to be communicated in our report. 1. Exploration costs capitalised Area of focus (refer also to notes 1(b), 1(m)(ii) and 8) As at 30 June 2024, the carrying value of the Group’s exploration and evaluation assets amounted to $11,291,705. The carrying value of these costs represents a significant asset of Eagle Mountain Mining Limited and its controlled entities. This is considered a key audit matter as significant judgement is applied in determining whether the asset continues to meet the recognition criteria in AASB 6 Exploration for and Evaluation of Mineral Resources. As noted in Note 1m(ii) of the financial report, significant judgement is required in determining whether facts and circumstances indicate that the exploration and evaluation assets should be tested for impairment. How our audit addressed the key audit matter Our audit procedures focussed on evaluating management’s assessment of whether the exploration and evaluation assets continue to meet the recognition criteria of AASB 6 Exploration for and Evaluation of Mineral Resources, including: — Obtaining evidence that the Group has valid rights to explore the areas for which the exploration costs have been capitalised; — Enquiring of management and reviewing the cashflow forecast and ASX announcements to verify that substantive expenditure on further exploration for and evaluation of mineral resources in the Group’s areas of interest is planned and compared these to the minimum expenditure requirements of the licence expenditure requirements; — Enquiring of management, reviewing announcements made and reviewing minutes of director meetings to verify that management had not decided to discontinue activities in any of the areas of EAGLE MOUNTAIN MINING | 2024 Annual Report 98 | 3 Other information The directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 June 2024, but does not include the financial report and our auditor’s report thereon. Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. interest that has capitalised exploration costs; — Assessing management’s basis for expectation of renewal of exploration rights in the near term; and — Assessing the adequacy of the related disclosures in the financial report. 2. Convertible loans Area of focus (refer also to notes 1(e), 1(f), 1(m)(ii) and 13) At 30 June 2024, the reported value of the Group’s convertible loans was $14,305,003. The loans have conversion features which means that the loans are hybrid financial instruments with embedded derivatives which must be separated from the underlying debt component and accounted for on an individual basis. Accounting for embedded derivatives is complex and requires the use of valuation methodologies that rely upon observable and unobservable inputs and assumptions. This creates estimation uncertainty for the amounts recognised in the financial statements. For these reasons, we consider the valuation of convertible notes to be a key audit matter. How our audit addressed the key audit matter Our audit procedures included: — Verifying the terms of the loans to the loan agreements; — Assessing the requirements of AASB 9 Financial Instruments and AASB 132 Financial Instruments: Presentation to consider the appropriateness of the initial and subsequent accounting treatment of the convertible loans; — Critically assessing the appropriateness of the pricing models used for the current and previous reporting periods, the key inputs to the models and the reasonableness of the valuations of the embedded derivatives; and — Considering the adequacy of the related disclosures in the consolidated financial statements. EAGLE MOUNTAIN MINING | 2024 Annual Report 99 | 4 If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of the directors for the financial report The directors of the Company are responsible for the preparation of: — the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001; and — the consolidated entity disclosure statement that is true and correct in accordance with the Corporations Act 2001, and for such internal control as the directors determine is necessary to enable the preparation of: — the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view and is free from material misstatement, whether due to fraud or error; and — the consolidated entity disclosure statement that is true and correct and is free of misstatement, whether due to fraud or error. In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the financial report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf This description forms part of our auditor’s report. EAGLE MOUNTAIN MINING | 2024 Annual Report 100 | 5 Report on the Remuneration Report Our opinion on the Remuneration Report In our opinion, the Remuneration Report of Eagle Mountain Mining Limited, for the year ended 30 June 2024, complies with section 300A of the Corporations Act 2001. What was audited? We have audited the Remuneration Report included on pages 47 to 54 of the directors’ report for the year ended 30 June 2024. Responsibilities The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. William Buck Audit (WA) Pty Ltd ABN 67 125 012 124 Amar Nathwani Director Dated this 30th day of September 2024 THIS PAGE IS INTENTIONALLY LEFT BLANK ASX:EM2 | eaglemountain.com.au