TECHNICAL REPORT on the TRES QUEBRADAS LITHIUM PROJECT Catamarca Province, Argentina

Prepared for:

POCML 3 INC. and

130 KING STREET WEST SUITE 2210 33 BAY STREET, SUITE 2400, TORONTO, ONTARIO TORONTO, ONTARIO M5X 1E4 CANADA M5H 2T6 CANADA

Prepared by:

Mark King, Ph.D., P.Geo., F.G.C.

A CANADIAN PROFESSIONAL GEOSCIENTIST REGISTERED WITH THE ASSOCIATION OF PROFESSIONAL GEOSCIENTISTS OF NOVA SCOTIA

GROUNDWATER INSIGHT INC. 3 MELVIN ROAD, HALIFAX, NOVA SCOTIA B3P 2H5 CANADA

EFFECTIVE DATE: JUNE 6, 2016

TABLE OF CONTENTS SUMMARY ...... 1 S1 – INTRODUCTION ...... 1 S2 – RELIANCE ON OTHER EXPERTS ...... 1 S3 – PROPERTY DESCRIPTION AND LOCATION ...... 2 S4 – ACCESSIBILITY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE AND PHYSIOGRAPHY ...... 3 S5 – HISTORY ...... 4 S6 – GEOLOGICAL SETTING AND MINERALIZATION ...... 4 S7 – DEPOSIT TYPES ...... 5 S8 – EXPLORATION ...... 5 S9 – DRILLING ...... 5 S10 – SAMPLING METHOD AND APPROACH ...... 6 S11 – SAMPLE PREPARATION, ANALYSES AND SECURITY ...... 6 S12 – DATA VERIFICATION ...... 6 S13 – MINERAL PROCESSING AND METALLURGICAL TESTING ...... 6 S14 – MINERAL RESOURCE ESTIMATES ...... 7 S15 – ADJACENT PROPERTIES ...... 7 S16 – OTHER RELEVANT DATA AND INFORMATION ...... 7 S17 – INTERPRETATION AND CONCLUSIONS ...... 7 S18 – RECOMMENDATIONS ...... 8 1 – INTRODUCTION ...... 9 1.1 Authorization and Purpose ...... 9 1.2 Sources of Information ...... 9 1.3 Scope of Personal Inspection ...... 9 1.4 Special Considerations for Brine Resources...... 10 1.5 Units and Currency ...... 13 2 – RELIANCE ON OTHER EXPERTS ...... 14 3 – PROPERTY DESCRIPTION AND LOCATION ...... 15 3.1 Location ...... 15 3.2 Description ...... 15 3.3 Type of Mineral Tenure ...... 19 3.4 Royalties ...... 19 3.5 Environmental Liabilities ...... 20 3.6 Permits ...... 20 3.7 Aboriginal Communities ...... 20 3.8 Site Access Risk Factors ...... 20 4 – ACCESSIBILITY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE AND PHYSIOGRAPHY...... 23 4.1 Accessibility...... 23 4.2 Climate ...... 23 4.3 Local Resources ...... 24 4.4 Infrastructure ...... 24 4.5 Physiography ...... 24

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina i

5 – HISTORY ...... 28 6 – GEOLOGICAL SETTING AND MINERALIZATION ...... 29 6.1 Regional Geology ...... 29 6.2 Property Geology ...... 29 6.3 Mineralization ...... 36 6.4 Surface Water ...... 38 6.5 Groundwater ...... 38 6.6 Water Balance ...... 40 7 – DEPOSIT TYPES ...... 41 8 – EXPLORATION ...... 43 8.1 Overview ...... 43 8.2 Surface Brine Sampling Program ...... 43 8.3 Data Processing ...... 52 9 – DRILLING ...... 54 10 – SAMPLING METHOD AND APPROACH ...... 54 10.1 Background ...... 54 10.2 Surface Brine Sampling Method ...... 54 11 – SAMPLE PREPARATION, ANALYSES AND SECURITY ...... 57 11.1 Overview ...... 57 11.2 Sample Preparation ...... 57 11.3 Brine Analysis ...... 57 11.4 Field QA/QC Program ...... 58 11.5 Independent QA/QC Program ...... 62 11.6 Laboratory QA/QC Program ...... 62 11.7 Sample Security ...... 62 12 – DATA VERIFICATION ...... 66 13 – MINERAL PROCESSING AND METALLURGICAL TESTING ...... 67 14 – MINERAL RESOURCE ESTIMATES ...... 70 15 – ADJACENT PROPERTIES ...... 70 16 – OTHER RELEVANT DATA AND INFORMATION ...... 71 17 – INTERPRETATION AND CONCLUSIONS ...... 71 18 – RECOMMENDATIONS ...... 74 19 – REFERENCES ...... 76 20 – LIST OF ABBREVIATIONS ...... 78 21 – DATE AND SIGNATURE PAGE ...... 80

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina ii

List of Figures

Figure 1.1: Evaluation framework considered applicable to lithium brine prospects. Certain components of this framework are enhancements of, or otherwise in addition to, those already contained in the CIM Standards as provided by CIM (2014) and OSC, APGO and TSX (2008)...... 12 Figure 3.1: Property location map – 3Q Project...... 16 Figure 3.2: Catchment area of the 3Q Salar Complex...... 17 Figure 3.3: Tenements held in the 3Q Project...... 21 Figure 4.1: Topography of the 3Q Project catchment...... 27 Figure 6.1: Simplified regional geology – 3Q Project...... 30 Figure 6.2a: Property-scale geology - 3Q Project...... 33 Figure 6.2b: Property-scale geology legend – 3Q Project...... 34 Figure 6.3: West to East (A-A’) geologic cross-section across Tres Quebradas Salar - 3Q Project...... 35 Figure 6.4: Surface water features near the 3Q Salar Complex...... 39 Figure 8.1: Sample location map – 3Q Project...... 44 Figure 8.2: Laguna Tres Quebradas bathymetric map...... 45 Figure 8.3: Interpolation of lithium results from shallow brine samples...... 46 Figure 8.4: Interpolation of potassium results from shallow brine samples...... 46 Figure 8.5: Interpolation of magnesium results from shallow brine samples...... 47 Figure 8.6: Interpolation of the magnesium to lithium ratio in shallow brine samples. ... 47 Figure 8.7: Interpolation of sulfate results from shallow brine samples...... 48 Figure 8.8: Interpolation of the sulfate to lithium ratio in shallow brine samples...... 48 Figure 8.9: Interpolation of TDS results from shallow brine samples...... 49 Figure 8.10: Interpolation of boron results from shallow brine samples...... 49 Figure 8.11: Interpolation of calcium results from shallow brine samples...... 50 Figure 8.12: Interpolation of manganese results from shallow brine samples...... 50 Figure 8.13: Interpolation of pH from shallow brine samples...... 51 Figure 8.14: Interpolation of the chloride to sodium ratio in shallow brine samples...... 51 Figure 8.15: Lithium results for brine and water samples collected from salar boundary areas...... 53 Figure 11.1: Lithium results for field standard samples...... 59 Figure 11.2: Potassium results for field standard samples...... 59 Figure 11.3: Field duplicates versus original sample results, for lithium...... 60 Figure 11.4: Field duplicates versus original sample results, for potassium...... 60 Figure 11.5: Blank sample results for sodium...... 61 Figure 11.6: Blank sample results for sulfate...... 61 Figure 11.7: Results for duplicates collected by the independent QP, for Li, K, Mg, and Mn...... 63 Figure 11.8: Lithium results for duplicate samples collected by the independent QP. ... 64 Figure 11.9: Laboratory duplicate results for lithium...... 64 Figure 11.10: Laboratory duplicate results for potassium...... 65

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina iii

Figure 13.1: Pilot solar evaporation ponds schematic...... 69 Figure 17.1: Delineation of two zones with the highest detected lithium concentrations...... 73

List of Photos

Photo 3.1: Looking westward across Laguna Tres Quebradas...... 18 Photo 3.2: Looking westward from altitude across Laguna Verde...... 18 Photo 3.3: Looking northward across Laguna Negra...... 18 Photo 4.1: View across the rough surface of Tres Quebradas Salar, with the peaks of Tres Quebradas (left) and Tres Cruces (centre)...... 26 Photo 4.2: Nacimientos volcanic system...... 26 Photo 6.1: Iron hydroxide staining along the diffuse discharge location of Tres Quebradas River...... 40 Photo 10.1: Salar brine sampling from hand-excavated holes...... 56 Photo 10.2: Brine sampling from open water...... 56

List of Tables

Table 3.1: Status of mineral claims in the 3Q Project...... 22 Table 6.1: Composition of two surface zones of mineralization defined at the 3Q Project...... 37 Table 6.2: Comparison of selected brine chemistry from the two surface zones of mineralization defined at the 3Q Project with other lithium brine deposits...... 37 Table 8.1: 3Q Project sampling summary...... 43 Table 18.1: Proposed exploration components and estimated budget...... 75

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina iv

SUMMARY

S1 – INTRODUCTION

This report (the “Report”) was prepared for POCML 3 Inc. and Neo Lithium Corp. (the “Company” or “NLC”) to document the methods and results of preliminary exploration activities on mineral claims held by the Company at their Tres Quebradas Project (“3Q Project” or “Project”). The mineral deposits of interest are related to lithium and potassium in brine contained in salars and brine lakes within the Tres Quebradas Salar Complex (“3Q Salar Complex” or “Complex”).

The format and content of this report is prepared in accordance with the requirements of National Instrument 43-101 – Standards of Disclosure for Mineral Projects including Form 43-101F1 – Technical Report and Companion Policy 43-101CP – To National Instrument 43-101 Standards of Disclosure for Mineral Projects, of the Canadian Securities Administrators (“NI 43- 101”).

Report preparation was supervised by Mark King, Ph.D., P.Geo., F.G.C., a “qualified person” (a “QP”) who is “independent” of NLC, as such terms are defined by NI 43-101. The author was present at the Project site for a period of three days in March 2016. This was a period of active data collection by NLC, which provided the opportunity to observe field methods.

The assessment of the 3Q Project is at a preliminary stage. Only surface sampling results are available to date. No resource or reserve estimates are possible at this time.

S2 – RELIANCE ON OTHER EXPERTS

The preparation of this report was supervised by the independent QP, Mark King, Ph.D., P.Geo., F.G.C., and president of Groundwater Insight Inc. (“GWI”). Dr. King has 28 years of experience as a consulting hydrogeologist. He has served as technical manager on major groundwater-related projects in Canada and the United States, and lithium brine projects in South America and the United States. His expertise in hydrogeology, geochemistry and geology is an appropriate foundation for serving as the QP for this Project and preparing this technical report.

Brine processing information (Section 13) was provided by Dr. Claudio Suarez-Authievre, Ph.D., Chartered Chemist (Canada). Dr. Suarez-Authievre has extensive experience in brine processing projects in Argentina, Chile and Bolivia.

A preliminary evaluation of archeological considerations in the vicinity of the Project was conducted on behalf of NLC by Dr. Norma Ratto (2016).

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 1

All information regarding legal status of the mining claims making up the 3Q Project and acquisition thereof by Liex S.A., as specifically noted in this report, was provided by the law firm of Martin and Miguens, Argentinean legal counsel for NLC in a legal opinion dated May 11, 2016. It has not been independently verified by the QP.

S3 – PROPERTY DESCRIPTION AND LOCATION

The 3Q Project is located in the southwestern portion of the Catamarca Province of Argentina. The closest paved road to the Project is Ruta Nacional 60 (RN60) which connects the capital city of Catamarca Province (San Fernando del Valle de Catamarca) to Copiapó and the seaport of Caldera, via Paso de San Francisco.

Argentinean law provides for the granting of two types of mining rights: exploration permits (each an “Exploration Permit”), which are limited in duration and which allow for the exploration of a mineral property, and mining permits (each a “Mining Permit”), which allow for the exploitation of the minerals in the subject property. The designations of the permits in respect of the 3Q Project are Mining Permits. Mining Permits are unlimited in duration and remain the holder’s property as long as the holder meets its obligations under the Argentinean National Mining Code, as amended, including annual canon payments and minimum investment commitments.

The 3Q Project includes 28,900 ha of tenements in a salar/lake system that has been named the 3Q Salar Complex by NLC. All information regarding the legal status of the 3Q Project tenements was provided by the law firm of Martin and Miguens, Argentinean legal counsel for NLC. It has not been independently verified by GWI. NLC, through a wholly owned subsidiary known LIEX SA, has good and marketable title to 10 exploitation permits (“Manifestaciones”) that make up the 3Q Project tenements. These tenements are registered with the mining authority of Catamarca, and are free and clear of any liens or other encumbrances.

Environmental liabilities have not yet been formally evaluated for the Project. However, preliminary inspection indicates that they are low. The local flora is sparse to absent throughout most of the Project area, owing to the desert climate and the high salinity of most waters. The local fauna is equally sparse with minimal wildlife observed in the northern two thirds of the Complex. Some grazing animals and avian wildlife were observed at the south end of the Complex where freshwater inputs support limited growth of grasses. Detailed archeological research has not been conducted in the basin. However, a preliminary investigation conducted for NLC by Dr. Norma Ratto indicates that there is low probability of archeological discoveries in this area.

There are no aboriginal communities (or inhabitants) in the vicinity of the Project. Tourists in four-wheel drive trucks, all-terrain vehicles, and off-road motorcycles occasionally pass through the southern end of the Project area, en route to view the Pissis Volcano, located 21 km southwest of the Project (outside the Company property) and accessed by dirt road.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 2

Access to the 3Q Project is affected by weather conditions. During the winter months, there may be limited or no access to the 3Q Project via the current site access road, depending on the severity of the weather. To the extent known, there are no other significant factors and risks, besides noted in the technical report, which may affect access, title, or the right or ability to perform work on the property.

S4 – ACCESSIBILITY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE AND PHYSIOGRAPHY

The 3Q Project can be accessed from Ruta Nacional 60 (RN60) via a dirt road that heads westward from RN60 at UTM coordinates 582560mE, 6942335mN. It is feasible to access most areas of the property by this dirt road. RN60 is a paved year-round highway that joins the capital city of Catamarca Province (San Fernando del Valle de Catamarca) with the seaport of Caldera, in Chile, via Paso de San Francisco. By this route, Caldera is approximately 450 km from the existing gravel road access to the Project.

The Project is located in a high altitude, cold desert climate. Climate monitoring data do not yet exist for the 3Q Project, but some generalizations are possible, based on Puna conditions. It is expected that prevailing climatic conditions will limit Project exploration work to the period from mid-October to mid- April, with current roads.

The closest population centre to the Project is the town of Fiambalá, Argentina (population 5,000). It is located 100 km east of the Project and can be reached from the Project in a driving time of approximately four hours.

Minimal infrastructure currently exists in the vicinity of the Project. The national highway, RN60, comes to within 50 km of the property. Dirt roads can be used to access the eastern and western sides of the property. A hotel is located on RN60, approximately 50 km north of the point where the site dirt road connects to RN60.

With regard to other infrastructure considerations (availability of power, water, and mining personnel; potential tailings and waste disposal areas, and processing plants) it is noted that infrastructure studies have not yet been conducted for this early stage project. However, some initial possibilities have been identified. Electrical power for the site camp and operational equipment would likely be provided by a combination of solar, wind and diesel generation. Exploration for potential freshwater sources would likely be conducted on one or more of the large alluvial fans that are adjacent to the salar Complex. The town of Fiambalá represents a potential source for mining personnel. Such personnel would need to reside at a camp constructed at the site. The storage requirement for tailings and waste materials is expected to be minimal. Processing details would be further evaluated in the follow-up stage of exploration.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 3

The 3Q Salar Complex occupies the centre of a north-south oriented ovoid catchment area, approximately 80 km long and 45 km wide. The salars and brine lakes of the Complex are located in the lowest area of the catchment, at approximately 4100 masl. The maximum elevation within the Project tenements is approximately 4650 masl. Areas where the topography slopes gently upward from the lakes and salars are indicative of alluvial fans encroaching into the lakes and flat-lying salar surfaces. It is expected that the salars extend outward under these fans, to some degree. Steeper slopes are indicative of bedrock surfaces that plunge under the edges of the salars and lakes, giving relatively sharp boundaries.

S5 – HISTORY

A third party private owner staked six lithium and potassium mining claims located in Laguna Verde, Tinogasta, Catamarca Province, northwestern Argentina. On January 11, 2016, this owner assigned the mining rights underlying the six lithium and potassium mining claims that he staked to Messrs. Waldo Pérez, Pedro Gonzalez and Gabriel Pindar. On April 5, 2016, Messrs. Pérez, Gonzalez and Pindar assigned all of their rights in these properties to LIEX S.A in consideration of a nominal aggregate payment of 10,000 Argentinean pesos (approx. CDN$890 in the aggregate) and an aggregate 1.5% gross revenue royalty over the Project. Messrs. Pérez and Pindar are both directors of Neo Lithium. LIEX S.A. also staked four lithium and potassium mining claims in the same area. All information regarding the legal status of the 3Q Project tenements was provided by the law firm of Martin and Miguens, Argentinean legal counsel for NLC. It has not been independently verified by the QP.

The catchment area of the 3Q Salar Complex has a very limited history of mining interest. The only known previous exploration campaign was for gold and copper. The work was conducted in the early to mid- 1990s by El Dorado, in the western area of the catchment where they identified and drilled several targets. The access road to the property was constructed at that time.

S6 – GEOLOGICAL SETTING AND MINERALIZATION

The 3Q Project is located in the south end of the Puna Plateau, near the main Andean Cordillera. The Altiplano and Puna Plateaus contain the ‘Lithium Triangle,’ with corners in Chile, Argentina and Bolivia. The Lithium Triangle is characterized by the occurrence of high-altitude salt lakes and salt flats, many of which contain elevated lithium concentrations. The 3Q Salar Complex is the most southerly salar in the Argentinian portion of the triangle. It is located along a NW-striking lineament that is coincident with the salars of Pedernales and Maricunga, both located in Chile.

Local geological information for the 3Q Project area was available from the unpublished Spanish-language text and 1:250,000-scale geologic map recently completed by Rubiolo et. al (in press). This work is titled Carta Geologica De La Republica Argentina Hoja 2769-IV Fiambalá . Dr. Rubiolo has generously provided his recently prepared manuscript for use in this report.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 4

Preliminary shallow brine sampling results indicate the lithium and potassium grades and the levels of impurities in these two zones compare favourably against other deposits that are in production or evaluation. Laguna Tres Quebradas extends to a maximum depth of 2.2 m, and lithium grades are relatively constant with depth. Additional information is required to determine whether surface brine mineralization in the lake and the northern salar extends to adequate depths to be of economic importance.

The surface water features in the catchment include three large brine lakes (Laguna Tres Quebradas, Laguna Verde, and Laguna Negra) within the body of the main salar, and a smaller lake (Laguna Azul) in a neighboring valley to the east. Three rivers carry significant surface flow into the Complex.

No subsurface investigations have been conducted to date, for the 3Q Project. It is expected that the primary source of groundwater recharge to the salars and lakes is through the alluvial fans. The hydraulic gradient of brine within the 3Q Complex is extremely flat. Consequently, it is not yet known whether there is any tendency for brine movement within the Complex (i.e., from north to south or south to north).

S7 – DEPOSIT TYPES

Preliminary information for the 3Q Project indicate the subject salar Complex may meet the conditions for accumulation of lithium brines. In the absence of subsurface drilling information, a preliminary assumption has been made that the 3Q Salar Complex is an evaporite-dominant salar.

S8 – EXPLORATION

The lithium brine potential of the 3Q Project has only recently been recognized. No exploration history exists for the property. Since December of 2015, 255 surface brine samples (including 61 Quality Assurance/Quality Control (QA/QC) samples) have been collected from lakes, salars, rivers, and geothermal springs throughout the property. Results have been used to map the distributions of lithium, potassium, and other parameters in surface brines.

S9 – DRILLING

Drilling has not yet been conducted at the 3Q Project.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 5

S10 – SAMPLING METHOD AND APPROACH

The sampling program for the 3Q Project was designed by Dr. Waldo Perez, P.Geo., in consultation with the independent QP. The program includes methods for collection of samples from open lakes, salar surfaces, streams, and geothermal springs. The design and methods of the sampling program are considered to be acceptable and appropriate.

S11 – SAMPLE PREPARATION, ANALYSES AND SECURITY

A total of 255 brine samples (including 61 QA/QC samples) were collected at the 3Q Project between December 2015 and April 2016. The samples were collected under the supervision of Dr. Waldo Perez, P. Geo. (Argentina). All brine samples were analyzed by Alex Stewart Laboratories SA (“ASL”), an ISO 9001- 2008-certified laboratory with facilities in Mendoza, Argentina and headquarters in England. NLC has confirmed to the QP that ASL is independent of NLC. Evaluation of QA/QC results indicates that the program data are acceptable for preliminary evaluation of the 3Q Project.

S12 – DATA VERIFICATION

Sample collection and transport was performed under the supervision of Waldo Perez, Ph.D., P. Geo. A QA/QC program was employed, which consisted of the following:

• A reference standard sample was inserted into the sample stream at regular intervals by NLC personnel. • A field blank was inserted into the sample stream at regular intervals by NLC personnel. • Field duplicate samples were inserted into the sample stream at regular intervals by NLC personnel. • A set of field duplicate samples was collected by the independent QP and submitted for analysis with the NLC samples, but with a numbering system that was not divulged to NLC personnel. • A set of laboratory duplicate samples was analyzed by ALS.

Based on results from the above noted QA/QC samples and a review of field program methods, the 3Q Project dataset is considered acceptable for evaluation of surface brine on the 3Q Project.

S13 – MINERAL PROCESSING AND METALLURGICAL TESTING

No mineral processing and metallurgical testing has been conducted to date, for the 3Q Project. A discussion of general brine processing and project development considerations is provided.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 6

S14 – MINERAL RESOURCE ESTIMATES

S15 – ADJACENT PROPERTIES

There are no known properties adjacent to the 3Q Project where lithium prospecting has been conducted. The only known previous exploration campaign in the catchment was for gold and copper, with work conducted in the western area by El Dorado in the mid to late 1990s. The access road to the property was constructed at that time.

The two nearest lithium brine prospects are at Maricunga Salar and Laguna Verde (both in Chile). Maricunga is located 56 km to the northwest, in Chile. An NI 43-101 Report was prepared on behalf of the Li3 (Hains and Reidel, 2012), which documented a Measured and Inferred Resource for Maricunga. The Laguna Verde Project is located 50 km NNE, also in Chile. Hinner (2009) prepared an NI 43-101 report for Etna Resources Inc., documenting an evaluation of this lithium prospect.

Further north, in the same province in which the 3Q Project is located, are the Fenix Lithium Mine (operated by FMC) and the Sal de Vida Project (under evaluation by Galaxy). Both operations are located in the Hombre Muerto Salar, 250 km NNE of the 3Q Project.

S16 – OTHER RELEVANT DATA AND INFORMATION

The independent QP is aware of no other data and information that are relevant for reasonable assessment of this this early-stage Project.

S17 – INTERPRETATION AND CONCLUSIONS

The exploration work conducted to date for the 3Q Project is preliminary. To date, no drilling has been conducted for the Project. Consequently, it is not possible to develop Resource or Reserve Estimates with the existing dataset. Two zones of primary interest within the 3Q Project were identified based on surface and shallow sampling results. Specifically, they include areas where sampling indicated the presence of lithium at or above 410 mg/L. This concentration was qualitatively identified as being sufficiently elevated to be of interest for subsequent exploration.

Sampling results from these two Zones indicate that the lithium and potassium grades, and the levels of impurities, compare favourably against other deposits. Additional information is required to determine whether these surface brine distributions extend to adequate depths to be of economic importance.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 7

Currently, the depth and distribution of lithium brine below the surface is a significant source of Project uncertainty in terms of potential economic viability. Also, the results from duplicates collected by the QP indicate some potential for lower lithium and potassium concentrations (approximately 10%, on average) either due to analytical error or changes in field conditions since the original samples were collected. The differences are considered minor, but potential causes (i.e., analytical drift or short-term variability in shallow brine composition) should be evaluated in any follow-up studies.

In the absence of subsurface drilling information, a preliminary assumption has been made that the 3Q Salar Complex is an evaporite-dominant salar. That is, it is assumed the salar infill materials consist primarily of halite and other evaporites. The rough, evaporitic surface of the salar is the primary reason for this assumption. It is further assumed that salar infill materials extend under the brine lakes. Subsurface exploration is required to evaluate these assumptions.

S18 – RECOMMENDATIONS

The 3Q Project is at a preliminary stage of exploration, with activities that have included collection of brine samples from lakes and the near-surface of the salars. Additional exploration activities are proposed to address the following objectives:

1. To assess brine grades at greater depths within the Zones identified as having the greatest potential to contain grades and quantities of economic interest; 2. To assess formation permeability at the depths and locations considered to have the most potential for eventual brine production; 3. To conduct brine grade and permeability assessment at greater depths; 4. To conduct laboratory testing of brine processing constraints; 5. To conduct field pilot-scale testing of brine evaporation and processing constraints; 6. To collect baseline and ongoing information pertaining to on-site meteorology and hydrology; 7. To collect environmental baseline information; and 8. To construct a hydrogeological numerical model of the site using all available information.

A cost estimate for the proposed exploration activities indicates a total cost of $9,000,000 USD.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 8

1 – INTRODUCTION

1.1 Authorization and Purpose

Report preparation was supervised by Mark King, Ph.D., P.Geo., F.G.C., a “qualified person” (a “QP”) who is “independent” of NLC, as such terms are defined by NI 43-101.

1.2 Sources of Information

Exploration data and claim information used in this report were made available to the author by NLC, with some additional check data collected independently by the QP. The report also draws on geological information available in the public domain.

1.3 Scope of Personal Inspection

The author was present at the 3Q Project site for a period of three days in March 2016. This was a period of active data collection by NLC, which provided the opportunity to observe field methods. The objectives of the personal inspection were as follows:

• To become familiar with the layout and scale of the 3Q Salar Complex, including: lake and salar configurations, surface water inflows to the lakes, geothermal discharges, bedrock outcrops, unconsolidated deposits, and alluvial fans; • To view sampling locations, including shallow hand dug test pits (on the solid salar surface) and lake sampling locations; • To observe field methods used by NLC to collect and handle brine samples; and • To collect check samples at the same locations where previous samples were collected by NLC.

The objectives of the personal inspection were achieved.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 9

1.4 Special Considerations for Brine Resources

1.4.1 Overview

The assessment of the 3Q Project is at a preliminary stage. Only surface sampling results are available to date. Consequently, no resource or reserve estimates are possible at this time. However, it is worthwhile to consider the possible progression of exploration activities that could occur at the Project in the future, especially as these relate to the unique aspects of brine deposits. The following subsections provide a summary of these aspects.

1.4.2 Evaluation Framework

NI 43-101 applies to all disclosures of scientific or technical information made by an issuer, including disclosure of a mineral resource, or a mineral reserve, concerning a “mineral project” on a property material to the issuer. NI 43-101 defines the term “mineral project” as “any exploration, development or production activity . . . in respect of . . . a natural solid inorganic material . . . including . . . industrial minerals.”

The exploration activity in the case of NLC’s 3Q Project is in respect of lithium and potassium, both natural solid inorganic materials, which are industrial minerals. The natural occurrence of the lithium and potassium within a liquid, i.e., brine, does not preclude the application of the NI 43-101 reporting framework, although certain evaluation approaches are required that will be different than those used for solid phase mineralization.

NI 43-101 provides a proper and rigorous reporting framework for mineral projects hosted in brine while also providing the necessary flexibility to accommodate the characteristics and analytical parameters specific to brine. Furthermore, reporting on mineral projects hosted in a brine pursuant to NI 43-101 provides the necessary level of protection expected by investors.

The approach used herein to assess the 3Q Project is based on the framework in the CIM Definition Standards for Mineral Resources and Reserves (2014), with some enhancements to accommodate the special considerations of a brine resource. CIM defines a Mineral Resource as:

• “a concentration or occurrence of solid material of economic interest in or on the Earth’s crust in such form, grade or quality and quantity that there are reasonable prospects for eventual economic extraction.”

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 10

And a Mineral Reserve as:

• “the economically mineable part of a Measured and/or Indicated Mineral Resource. It includes diluting materials and allowances for losses, which may occur when the material is mined or extracted and is defined by studies at Pre-Feasibility or Feasibility level as appropriate that include application of Modifying Factors. Such studies demonstrate that, at the time of reporting, extraction could reasonably be justified.”

For the reasons discussed above, in the professional opinion of the supervising independent QP and NLC, the CIM definition of Mineral Resource extends to natural solid, inorganic material such as lithium and potassium, which are both industrial minerals that happen to be hosted in a liquid brine.

Furthermore, it is the professional opinion of the supervising independent QP and NLC that, subject to taking into consideration certain additional parameters of a brine including porosity, permeability and boundary conditions, the CIM framework for evaluating a Mineral Resource and Mineral Reserve is applicable to minerals hosted in a brine.

The evaluation framework developed and used for this Project is shown in Figure 1.1 on the following page. As indicated in the figure, the primary enhancements are related to the porosity of the host formation (for Resources) and the permeability and boundary conditions of the host formation (for Reserves).

1.4.3 Brine Resources – Porosity

Evaluation of the resource potential of a brine deposit includes estimation of two key components:

• The continuity and distribution of brine grade; and • The portion of host material porosity that contains the resource.

The first of these is analogous to solid deposits. Brine grade continuity and distribution are evaluated through detailed sampling and an understanding of site geology, similar to a solid deposit exploration program. The second component (host material porosity) does not have a direct analogy to solid deposits. The term “porosity” denotes the ratio of the volume of void spaces in a rock or sediment to the total volume of the rock or sediment (e.g., Fetter, 1994). It is relevant to brine deposits because brine occurs in the pore spaces of a rock or sediment. However, not all the brine present in the pore space constitutes a resource. A portion of the brine will not be recoverable due to:

• partial retention of brine by capillary tension within the pore spaces; and • dead-end pores that are not hydraulically connected to the broad pore network.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 11

For a brine resource estimate, a porosity related parameter known as Specific Yield (Sy) has come into common use to estimate the portion of host material porosity that contains the resource. Sy is defined as the ratio of the volume of water a rock or soil will yield by gravity drainage to the volume of the rock or soil (e.g., Fetter, 1994).

Brine resource estimates may be supported by the development of a hydrostratigraphic model which, at the resource estimate stage, may be primarily used to define the distribution of Sy throughout the zone of estimation.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 12

1.4.3 Brine Reserves – Permeability and Boundary Conditions

A more sophisticated model is required for brine reserve estimation. In addition to the full range of economic analyses, this advanced level of estimation will evaluate the volume of brine that can be recovered from the basin, taking into account technical considerations. These technical considerations will be both site- and deposit-specific, regardless of whether a mineral deposit is solid or brine. However, the two following considerations are unique to brine deposits and would be incorporated into a hydrostratigraphic model developed for reserve estimation:

• the continuity and distribution of permeability (a measure of the ease with which brine can be pumped from the brine reservoir); and • brine reservoir boundary conditions.

Permeability will be evaluated through testing to define values for two primary hydraulic properties of the host material:

• hydraulic conductivity—a coefficient of proportionality describing the rate at which water can move through a permeable medium (e.g., Freeze and Cherry, 1979); and • specific storage—the volume of water that a unit volume of aquifer releases from storage in response to a unit decline in hydraulic head (e.g., Freeze and Cherry, 1979).

These properties may be evaluated in a preliminary manner with air lift testing results during drilling. They may be evaluated in more detail with results from aquifer pumping tests and numerical modelling.

Setting the reservoir boundary conditions will involve specifying hydraulic properties and brine grades at a boundary that is relevant to the estimation zone. These specified conditions will affect the predicted response of the brine deposit to production pumping. They are critical to the reserve estimate because they will determine the predicted duration and/or rate at which the deposit can be extracted before non- economic grades are recovered, or before the occurrence of unacceptable off-property effects.

1.5 Units and Currency

Unless otherwise stated, all units used in this report are metric. The concentration of dissolved brine constituents, including lithium and potassium are reported in mg/L. All currency values in the report are expressed in dollars (USD), as of 2016.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 13

2 – RELIANCE ON OTHER EXPERTS

The preparation of this report was supervised by the independent QP, Mark King, Ph.D., P.Geo., F.G.C. Dr. King has 28 years of experience as a consulting hydrogeologist. He has served as technical manager on major groundwater-related projects in Canada and the United States, and lithium brine projects in South America and the United States. His expertise in hydrogeology, geochemistry and geology is an appropriate foundation for serving as the QP for this Project and preparing this technical report.

For the purpose of this Report, the independent QP has relied on an ownership and claim Title Opinion dated May 11, 2016, provided by the law firm of Martin and Miguens. This opinion states that agreements with third parties are valid, enforceable and comply with local laws. Sections 3.4 (Royalties), 3.5 (Environmental Liabilities), and 5 (History) of this report rely on the Title Opinion. The QP has not researched title or mineral rights of the Project and expresses no opinion as to the ownership status of the 3Q Project properties.

Details of the 3Q Project field program were discussed in detail with Waldo Perez, Ph.D., P. Geo. (Canada), in advance of the field work. Dr. Perez is CEO and President of NLC, and is a geologist with a technical background in mineral exploration, including lithium brines.

A preliminary evaluation of archeological considerations in the vicinity of the Project was conducted on behalf of NLC by Dr. Norma Ratto (2016).

The author also relied on topographic maps published by the Argentine Instituto Geografico Militar, geological maps produced by the Argentine Geological Survey (Segemar), and imagery obtained from Google Earth.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 14

3 – PROPERTY DESCRIPTION AND LOCATION

3.1 Location

The location of the 3Q Project is shown in Figure 3.1. The Project is located in the southwestern portion of the Catamarca Province of Argentina. The closest paved road to the Project is Ruta Nacional 60 (RN60), which connects the capital city of Catamarca Province (San Fernando del Valle de Catamarca) to Copiapó and the seaport of Caldera, via Paso de San Francisco. The Project is 160 km east of Copiapó, Chile (population 203,000), which can be reached by a circuitous route of paved and dirt roads in a driving time of approximately six hours. The closest population centre to the Project is the town of Fiambalá, Argentina (population 5,000). It is located 100 km east of the Project and can be reached from the Project in a driving time of approximately four hours. The capital city of Catamarca Province (San Fernando del Valle de Catamarca) is 280 km southeast of the Project.

3.2 Description

The 3Q Project includes 28,900 ha of tenements in a salar/lake system that has been named the 3Q Salar Complex by NLC (Figure 3.2, see also Table 3.1 for the distinct property claims making up the 3Q Project, their types, identifying numbers and other information). The properties are oriented northwest-southeast and extend for 40 km in a valley along the bottom of the Complex basin. The Complex includes the following three large areas of open brine (brine lakes):

• A lake in the northern part of the valley, known as Laguna Tres Quebradas (Photo 3.1); • A lake in the central part of the valley, known as Laguna Verde (Photo 3.2); and • A lake in the southern portion of the valley, known as Laguna Negra (Photo 3.3).

The following areas of solid salar surfaces are also part of the Complex:

• A northern area between Laguna Tres Quebradas and Laguna Verde, known as Tres Quebradas Salar; • A southern area between Laguna Verde and Laguna Negra, known as Laguna Negra Salar; and • A smaller isolated area 2 km east of Laguna Verde, known as Salar Escondido.

With the exception of Salar Escondido, the lakes and salars noted above appear to form a single salar system with no apparent barriers to seepage along the system. The 3Q Salar Complex is located in a closed basin, meaning that all flow within the basin is inward to the Complex features noted above, with no apparent outflow. The elevation of the brine lakes and the intervening salars is approximately 4100 masl.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 15

Figure 3.1: Property location map – 3Q Project .

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 16

Figure 3.2: Catchment area of the 3Q Salar Complex.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 17

Photo 3.1: Looking westward across Laguna Tres Quebradas.

Photo 3.2: Looking westward from altitude across Laguna Verde.

Photo 3.3: Looking northward across Laguna Negra.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 18

3.3 Type of Mineral Tenure

All information regarding the legal status of the 3Q Project tenements was provided by the law firm of Martin and Miguens, Argentinean legal counsel for NLC. It has not been independently verified by the independent QP. NLC, through a wholly owned subsidiary known as LIEX SA, has good and marketable title to 10 exploitation permits (“Manifestaciones”) that make up the 3Q Project tenements. An outline of the individual tenements is shown in Figure 3.3, and a depiction of the tenement package relative to site features is shown in Figure 3.2. Table 3.1 lists the current 3Q property claims, the type, status, and identifying number of each and other related information. These tenements are registered with the mining authority of Catamarca, and are free and clear of any liens or other encumbrances.

There are no additional tenements included in the 3Q Project.

3.4 Royalties

Article 6th of Provincial Law # 4757, establishes a mining royalty of 3% over the mineral value at mine mouth (Boca Mina). According to the National Law for the reordering on the Mining sector, the law applies for coordinating and organizing the payment of royalties to the Provincial Tax Collectors, therefore LIEX S.A. is required to pay the aforementioned 3% Boca Mina royalty to the provincial government of Catamarca. The royalty is calculated on the value of mineral substances at the mine mouth (Boca Mina) after certain allowable deductions. The royalty base is calculated as the total mineral value at the time of production less deductible costs such as mineral beneficiation, transportation and related administration and overhead costs.

An Assignment of Rights Agreement, dated April 5, 2016, between Pérez, Gonzalez and Pindar (the “Transferors”) and LIEX S.A., establishes a royalty of 1.5%. Pursuant to this agreement, the Transferors assigned to LIEX S.A., all of their respective rights, title and interest in and to the 3Q properties (including, without limitation, Lodomar I to Lodomar VI, and all surface rights in respect thereof), and wherein it was fixed, as a portion of the consideration, a royalty of 0.5% over gross revenues from production from the 3Q properties for each Transferor, totaling an aggregate royalty of 1.5% over gross revenues from production from the 3Q properties, once the production stage starts.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 19

3.5 Environmental Liabilities

Environmental liabilities have not yet been formally evaluated for the Project. However, preliminary inspection indicates they are low. The local flora is sparse to absent throughout most of the Project area, owing to the desert climate and the high salinity of most waters. The local fauna is equally sparse with minimal wildlife observed in the northern two thirds of the Complex. Some grazing animals and avian wildlife were observed at the south end of the Complex where freshwater inputs support the limited growth of grasses. Detailed archeological research has not been conducted in the basin. However, a preliminary investigation conducted for NLC by Dr. Norma Ratto (2016) indicates that there is low probability of archeological discoveries in this area.

The 3Q Project is not located in a protected area. It is located in a “Ramsar” site that has particular interest for conservation, particularly as the nesting sites for birds. Current environmental legislation does not prohibit the development of any project in a “Ramsar” site, provided it complies with current environmental requirements.

Tourists in four-wheel drive trucks, all-terrain vehicles, and off-road motorcycles occasionally pass through the southern end of the Project area, en route to view the Pissis Volcano. The volcano is located 21 km outside of the Project area to the southwest, and is accessed by dirt road.

3.6 Permits

The company has completed the Affidavit of Environmental Compliance, which satisfies the scope of the current work. Additional permits are not presently required.

3.7 Aboriginal Communities

There are no aboriginal communities (or inhabitants) in the vicinity of the Project.

3.8 Site Access Risk Factors

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 20

Figure 3.3: Tenements held in the 3Q Project .

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 21

Table 3.1: Status of mineral claims in the 3Q Project.

Claim Permit ID Title Holder Claim Type Area (ha) Status Name Amadeo Registration of LIEX as the owner 23M2010 Mining Claim 1980.87 Lodomar I Marino completed Amadeo Registration of LIEX as the owner 24M2010 Mining Claim 1974.74 Lodomar II Marino completed Amadeo Mining Claim Registration of LIEX as the owner 25M2010 1750.62 Lodomar III Marino completed Amadeo Mining Claim Registration of LIEX as the owner 26M2010 1583.03 Lodomar IV Marino completed Amadeo Mining Claim Registratio n of LIEX as the owner 27M2010 1920.47 Lodomar V Marino completed Amadeo Mining Claim Registration of LIEX as the owner 28M2010 1091.28 Lodomar VI Marino completed Lodomar Mining Claim Granted Property 3L2016 3982.13 VII Liex S.A. Lodomar Mining Claim Gran ted Property 2L2016 6421.22 VIII Liex S.A. Lodomar X 1L 2016 Liex S.A. Mining Claim 4784 .70 Granted Property Lodomar XI 4L2016 Liex S.A. Mining Claim 3411.12 Granted Property Total 28,900.18

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 22

4 – ACCESSIBILITY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE AND PHYSIOGRAPHY

4.1 Accessibility

The 3Q Project can be accessed from Ruta Nacional 60 (RN60; Figure 3.1) via a dirt road (Figure 4.1) that heads westward from RN60 at UTM coordinates 582560 mE, 6942335 mN. It is feasible to access most areas of the property in this way. RN60 is a paved year-round highway that joins the capital city of Catamarca Province (San Fernando del Valle de Catamarca) with the seaport of Caldera in Chile, via Paso de San Francisco. By this route, Caldera is approximately 450 km from the existing gravel road access to the Project.

An alternate route to and from the southern portion of the property could exist via the broad NW-trending valley that accesses the pass at the head of Valle Ancho (Figure 4.1) at the Chilean border. Chilean highway C-347 is 10 km from this point. The logistics of accessing this route to/from Chile are relatively straightforward, and it would shorten the trip from Caldera by more than 150 km. However, special permits would be required to use this route since there is no border control.

4.2 Climate

The 3Q Project is located in a high altitude, cold desert climate. Climate monitoring data do not yet exist for the Project, but some generalizations are possible based on Puna conditions. The “winter” months are considered to be from May to August and the warmer “summer” months are November to February. Due to low humidity, significant cooling occurs at night and frost is typical. Precipitation is minimal from May to September, and maximum rainfall is expected to occur in December, January and February. A climate study prepared by DGA (2009) provides mapping that extends into the Project area and indicates the following:

• Average annual temperature is between 0 and 2 °C; • Average rainfall is between 150 and 200 mm/yr.; and • Average pan evaporation is approximately 2,000 mm/yr.

High winds are common at the Project site, as is typical of the Puna region. Winds are expected to be marginally lower in winter than in summer and much lower at night than during the day. Anecdotal observations to date indicate that typical wind speeds at the Project may be even higher than those at more northerly Puna locations.

It is expected that prevailing climatic conditions will limit Project exploration work to the period from mid- October to mid-April, with the current roads.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 23

4.3 Local Resources

The closest population centre to the 3Q Project is the town of Fiambalá, Argentina (population 5,000). It is located 100 km east of the Project and can be reached from the Project in a driving time of approximately four hours. The capital city of Catamarca Province (San Fernando del Valle de Catamarca) is 280 km southeast of the Project.

4.4 Infrastructure

Minimal infrastructure currently exists in the vicinity of the Project. The national highway RN60 comes to within 50 km of the property. Dirt roads can be used to access the eastern and western sides of the property. A lone hotel is located on RN60, approximately 50 km north of the point where the site dirt road connects to RN60.

4.5 Physiography

Topography of the 3Q Project is shown in Figure 4.1. The catchment area of the 3Q Salar Complex is demarcated by some of the highest volcanoes on the planet, including Pissis (6792 masl), Tres Cruces (6748 masl, Photo 4.1), Nacimiento (6436 masl, Photo 4.2) and Ojos del Salado (6893 masl). These volcanoes are surrounded by extensive lava and pyroclastic flows.

The 3Q Salar Complex occupies the centre of a north-south oriented ovoid catchment area approximately 80 km long and 45 km wide. The salars and brine lakes of the Project are located in the lowest area of the catchment, at approximately 4100 masl. The maximum elevation within the Project tenements is approximately 4650 masl.

Areas where the topographic contours show relatively gentle upward slopes from the lakes and salars are indicative of alluvial fans encroaching into the lakes and flat-lying salar surfaces. It is expected that the

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 24

salars extend outward under these fans to some degree. Steeper slopes are indicative of bedrock surfaces that plunge under the edges of the salars and lakes, giving relatively sharp boundaries.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 25

Photo 4.1: View across the rough surface of Tres Quebradas Salar, with the peaks of Tres Quebradas (left) and Tres Cruces (centre).

Photo 4.2: Nacimientos volcanic system.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 26

Figure 4.1: Topography of the 3Q Project catchment.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 27

5 – HISTORY

The catchment area of the 3Q Salar Complex has a very limited history of mineral exploration activity. The only known previous exploration campaign was for gold and copper. The work was conducted in the early to mid-1990s by El Dorado in the western area of the catchment (Valle Ancho River). The access road to the property was constructed at that time.

The nearest lithium brine prospect is at Maricunga Salar, located 56 km to the northwest in Chile. An NI 43-101 Report was prepared on behalf of the Li3 (Hains and Reidel, 2012) which documented a Measured and Inferred Resource for the site.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 28

6 – GEOLOGICAL SETTING AND MINERALIZATION

6.1 Regional Geology

The 3Q Project is located in the south end of the Puna Plateau near the main Andean Cordillera (Figure 6.1). The Puna Plateau is an uplifted crustal block with Miocene and more recent volcanic rocks. It has an average elevation of 3700 masl and is second in size and elevation only to the Tibetan Plateau. The main cordillera directly south of the Puna Plateau is also known as the Flat Slab Subduction Zone. As defined by Cahill and Isacks (1992), the subduction of the Nazca plate in this zone has an almost flat orientation, resulting in an absence of recent volcanism for a radius of over 400 km. Major lineaments can be traced along the boundary separating the Puna from the Cordillera. The well-known Maricunga Gold Belt also occurs at this transition zone, mostly in Chile, but with extensions into Argentina.

The Altiplano and Puna Plateaus contain the ‘Lithium Triangle,’ with corners in Chile, Argentina and Bolivia. The Lithium Triangle is characterized by the occurrence of high-altitude salt lakes and salt flats, many of which contain elevated lithium concentrations. The 3Q Salar Complex is the most southerly salar in the Argentinian portion of the triangle. It is located along a NW-striking lineament that is coincident with the salars of Pedernales and Maricunga, both located in Chile (Figure 6.1).

6.2 Property Geology

The following text of the geology proximal to the 3Q Project is largely paraphrased from the unpublished Spanish-language text and 1:250,000-scale geologic map, recently completed by Rubiolo et. al (in press). This work is titled Carta Geologica De La Republica Argentina Hoja 2769-IV Fiambalá . Dr. Rubiolo has generously provided his recently prepared manuscript for use in this report. The reader is directed to the Valle Verde basin geological map and accompanying legend (Figures 6.2a and 6.2b, respectively).

The oldest rocks in the 3Q Project catchment are sedimentary-volcanic sequences of marine origin of Ordovician age, unconformably overlain by Devonian-Carboniferous marine sandstones and siltstones rocks of the Punilla Formation. Both rocks outcrop only occur in the extreme eastern region of the basin. Overlain on the marine sediments are the Permian red sandstones of the La Cuesta Formation, exposed in the far northern end of the basin. The La Cuesta Formation occurs as north-striking elongated units, owing to the north-northwestward striking faults that are predominant throughout the basin (Figure 6.1 and Figure 6.2a).

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 29

Figure 6.1: Simplified regional geology – 3Q Project.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 30

A period of magmatism and volcanism in the late Permian resulted in the El Cuerno Formation, which includes volcanoclastic and volcanic sediments. This unit was later intruded by the Los Patos gabbros of Triassic age. The El Cuerno Formation forms a large portion of the hills directly west of the 3Q Salar Complex. Numerous north-northwest-striking faults have been interpreted within this thick package of volcanic rocks, including one along a truncated western boundary. The Los Patos gabbro has only been observed as a narrow intrusive body 5 km west of Laguna Tres Quebradas.

The catchment area of the 3Q Salar Complex is dominated Cenozoic rocks that account for numerous formations in this area. The earliest of these, the Aparejos Formation, is represented by a rift-basin sequence of conglomerates and sandstones. It outcrops immediately north of Laguna Tres Quebradas, and also in a faulted contact along almost the full length of the western boundary of the El Cuerno Formation. A contemporaneous period of mafic and andesitic lavas has formed rocks in the far western area of the basin.

Later, in the lower Miocene, numerous formations were deposited, including gypsum-containing arenites of the Laguna Verde Formation (forming the hills west of Valle Verde), porphyritic andesite of the Tres Quebradas Formation (outcropping immediately north of Laguna Tres Quebradas), dacitic breccia and tuffs of the Don Segundo Formation (as a large flow in the south-central portion of the basin), and the dacitic ignimbrites of the La Cienaga Formation (occurring in various locations in the central western portion of the basin).

The middle and upper Miocene saw similar periods of dacitic to andesitic volcanism, represented by rocks located predominantly on the far western margins of the basin. The Dos Hermanas and Valle Ancho Formations of the middle Miocene consist of andesite and pyroclastic dacites (respectively) and they are present in the extreme west central margin of the basin. Sharing a contact to the north is a large unit of pyroxenitic andesite of the Hito Formation. The dacitic and andesitic pyroclastics of the Pissis Formation dominate the upper Miocene and can be found covering large areas in many parts of the basin. Other rocks include the dacitic pyroclastics of the Campo Negro Formation, traversed by the access road at the extreme eastern margin of the basin.

Most recently, during the Pliocene, volcanoes that are still active today have deposited dacitic and andesitic rocks, most often occurring at their respective bases. These include dacites and basaltic andesites from Monte Pissis at the southern end of the basin, andesite and quartz dacite from Del Nacimientos in the northeast, and dacites and andesite from Cerro Tres Cruces in the far northern end of the basin.

Erosion and re-deposition of the above noted formations has occurred in the Holocene, through the actions of glaciation, aeolian and fluvial transport, and deposition. Up to 25% of the salar basin is covered with these fluvial, alluvial, and colluvial deposits. Dissolution, transport, and precipitation of minerals has

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 31

led to the accumulation of evaporites and high-strength brines in the Complex, which is the low point of the catchment area.

Several geothermal springs contribute flow to the 3Q Salar Complex. Their unique chemical characteristics may account for some of the variability in brine composition throughout the Complex. Figure 6.3 depicts a geologic section through the Tres Quebradas Salar and shows a number of listric reverse faults. This deeply rooted fault structure on the west side of the valley is a likely conduit for these geothermal springs.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 32

Figure 6.2a: Property-scale geology - 3Q Project .

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 33

Figure 6.2b: Property-scale geology legend – 3Q Project .

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 34

Figure 6.3: West to East (A-A’) geologic cross-section across Tres Quebradas Salar - 3Q Project .

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 35

6.3 Mineralization

The shallow brines of the 3Q Salar Complex contain levels of dissolved salts that approach solubility limits at some locations. Shallow brine sampling results from the salar surfaces and brine lakes were used to delineate two shallow zones where the highest concentrations of lithium were detected. These zones are both in the north end of the Complex and they include all of Laguna Tres Quebradas, and the adjacent northern section of Tres Quebradas Salar. Sampling methods and results are presented more fully in Section 9 and zone delineation is described in Section 17. A summary of the brine characteristics in these two zones is provided in Table 6.1.

An exceptionally high grade of lithium (4013 mg/L, almost 7 times the average) was sampled at the eastern margin of the narrows at the southern end of Laguna Tres Quebradas. The second highest value for lithium (2738 mg/L) was detected in another sample along the same shoreline, 1,500 m from the first sample. Potassium is also anomalously high in these samples. The reasons for these particularly high concentrations are undetermined.

Table 6.2 compares the chemistry from the two shallow mineralized zones with information from other lithium brine sites. As indicated in the table, the concentrations of lithium and potassium in the two shallow brines zones compare favourably with the other brine sites. The 3Q Project lithium values are in the mid-range of the group represented in the table. Values for potassium are within the range in the group, near the low end.

Two other important brine constituents provided in Table 6.2 are sulfate and magnesium. These two parameters are considered brine impurities in that they affect the cost of brine processing. As indicated in the table, both magnesium and sulfate compare favourably with the other brines in the group in that their ratios are at the low ends of both ranges. Additional study is required to determine whether these ratios persist at depth in the salar.

Overall, the preliminary information for shallow brine at the 3Q Project indicates that the lithium and potassium grades and the levels of impurities compare favourably against other deposits. Additional study is required to determine whether these surface brine distributions extend to adequate depths to be of economic importance.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 36

Table 6.1: Composition of two surface zones of mineralization defined at the 3Q Project.

Pa rameter Laguna Tres Quebradas Zone Tres Quebradas Salar Zone Area (ha) 1212 1699 Mean depth (m) Approximately 1 m Not Applicable Mean Lithium (mg/L) 895 784 Mean Potassium (mg/L) 7694 6796 Mean Magnesium (mg/L) 1418 1466 Mean Sulfate (mg/L) 604 363 Mean Boron (mg/L) 1364 1166 Mean pH (pH units) 5.76 5.78 Mean Mg/Li Ratio 1.58 1.87 Mean SO4/Li Ratio 0.67 0.46 Mean Density (g/ml) 1.21 1.22 N (number of samples ) 28 32

Table 6.2: Comparison of selected brine chemistry from the two surface zones of mineralization defined at the 3Q Project with other lithium brine deposits.

Company Location mg/l Density Ratio Ratio Li K Mg SO4 B (g/cm^3) (Mg/Li) (SO4/Li) Comibol Uyuni, Bolivia [A] 424 8719 7872 10294 242 1.211 18.57 24.29 SQM Atacama, Chile [B] 1835 22626 11741 20180 783 1.223 6.40 11.00 Lithium Americas Corp. Cauchari - Olaroz, Argentina [F] 610 5368 1586 19032 1098 1.220 2.60 31.20 Rincon Lithium Rincon, Argentina [E] 403 8003 3697 12383 488 1.220 9.18 30.76 Zhabuye Lithium Zhabuye, China [C] 1258 34241 13 67963 3709 1.297 0.01 54.02 FMC Hombre Muerto, Argentina [A] 747 7435 1024 10279 422 1.205 1.37 13.76 CITIC Guoan West Taijinair, China [C] 257 101219 8447 183581 380 1.226 32.81 713.05 Orocobre Olaroz, Argentina [D] 684 5880 1908 - 696 - 2.79 - Western Mining Group East Taijinair, China [C] 808 86654 17404 178475 1061 1.263 21.53 220.80 Rodinia Lithium Inc. Diablillos, Argentina [G] 556 6206 - - 646 1.090 - - Lithium One Inc. Hombre Muerto, Argentina [H] 787 8695 - - - 1.190 - - Li3 Energy Maricunga, Chile [I] 1248 8976 8280 720 612 1.200 6.63 0.58 Neo Lithium Tres Quebradas (Lake Zone) [J] 895 7694 1418 604 1364 1.210 1.58 0.67 Neo Lithium Tres Quebradas (Salar Zone) [J] 784 6796 1466 363 1166 1.220 1.87 0.46 Notes [A] Data from Roskill, 2009. [B] SQM: US SEC report Form 2 F 2009. [C] Data from Dr. Haizhou Ma, Institute of Salt Lakes, China. [D] Houston and Ehren (2010); density of 1.2 was assumed for converting wt% to mg/L. [E] Fowler and Pavlovic, 2004. [F] LAC Feasibility Report (2012); results for Inferred Resource Zone. [G] Larrondo (2011). [H] Rosko (2012). [I] Hains and Reidel (2012). [J] Results documented in this Report. "-" = Not available

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 37

6.4 Surface Water

The surface water features in the catchment of the 3Q Salar Complex are shown in Figure 6.4. The standing water bodies in the catchment include three large brine lakes (Laguna Tres Quebradas, Laguna Verde, and Laguna Negra) within the main body of the Complex and a smaller lake (Laguna Azul) in a neighbouring valley to the east. The following three rivers carry significant flow into the Complex:

• Salado River - discharges into the north end of Laguna Tres Quebradas and originates in the mountains at the northern margin of the basin, including Tres Quebradas and Tres Cruces. • Tres Quebradas River - flows into the west side of Laguna Tres Quebradas, after discharging from a wide and diffuse discharge zone along the toe of an alluvial fan. • Valle Ancho River - flows into the west side of Laguna Negra, after a confluence with the Pissis River.

Several hydrothermal springs were observed in the vicinity of the 3Q Salar Complex, all with relatively large and diffuse discharge areas (Figure 6.4). Geothermal springs were observed flowing into Tres Quebradas River, Salado River, and into the west side of the Tres Quebradas Salar.

High levels of dissolved iron and manganese are present in the discharge of the Tres Quebradas River, and widespread rust-coloured precipitate of iron hydroxide can be seen in the diffuse flow issuing from the alluvial fan (Photo 6.1). The thick occurrence of this material throughout the discharge zone indicates the flow is anoxic (strongly reducing) prior to discharge. Elevated levels of manganese in this discharge may be the source of the dark colouration noted for Laguna Tres Quebradas. The colour of this lake is in obvious contrast to the blue-green colour of Laguna Verde and Laguna Negra (see Photos 3.1, 3.3, and 3.3).

6.5 Groundwater

No subsurface investigations have been conducted to date at the 3Q Project. It is expected that the primary source of groundwater recharge to the salars and lakes is through the alluvial fans and geothermal springs. The hydraulic gradient of brine within the 3Q Salar Complex is extremely flat, and it is not yet known whether there is any tendency for brine movement within the Complex (i.e., from north to south or south to north).

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 38

Figure 6.4: Surface water features near the 3Q Salar Complex .

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 39

Photo 6.1: Iron hydroxide staining along the diffuse discharge location of Tres Quebradas River.

6.6 Water Balance

Water balance calculations have not yet been conducted for the 3Q Salar Complex. In general terms, flow inputs to the Complex are expected to occur as direct groundwater discharge primarily through alluvial fans, and as surface streamflow. Geothermal springs are a chemically important source of inflow. Observations along the catchment rivers indicate geothermal springs may also contribute a significant quantity of flow to the northern part of the basin.

Water output from the Complex is expected to be entirely attributable to evaporation, given that the catchment is closed and all surface drainage is inward. There may be some potential for water to leave the basin in the subsurface, if a fault system is present that is hydraulically connected to a lower discharge point. The occurrence of outflow by this mechanism is considered remote. However, it should be evaluated through quantitative water balance analysis as part of future exploration activities.

Water inputs and outputs to the 3Q Salar Complex are both expected to be largest during the summer months when precipitation and snowmelt are greater and air temperatures are higher.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 40

7 – DEPOSIT TYPES

Brine deposits containing economically important quantities of lithium can form in salars where the following favourable conditions are coincident:

• The salar catchment is “closed,” which means the outflow of water from the catchment (by processes other than evaporation) is negligible in terms of the catchment water balance. • A significant portion of the catchment area contains bedrock of suitable composition (i.e., containing lithium that can be leached). • The rocks in the catchment do not contribute significant impurities (particularly magnesium and sulfates) that could complicate the processing of the brine. • Geothermal waters have contacted the bedrock through fault systems and have become moderately concentrated in lithium (and other solutes). • The moderately concentrated waters have accumulated in the low-lying area of the closed catchment. • The prevailing climate is suitable for promoting high rates of evaporation from the accumulated water (i.e., dry air, high winds and minimal precipitation), leading to the formation of evaporite deposits and brine within the salar. • Given the preponderance of lithium-bearing salars that are defined by fault-bounded dropped basins, this also appears to be an important condition. The process of basin lowering may provide a more prolonged period and a more focused zone for brine accumulation. The bounding faults may also be a direct source of lithium-enriched geothermal waters to the salar.

Preliminary information indicates that the 3Q Salar Complex may meet these conditions. The salar catchment is closed with no apparent outflows. Elevated levels of lithium have been detected in geothermal and cold waters flowing into the Complex. There is clear evidence that evaporation has led to the accumulation of evaporites and lithium brines, at least at the surface of the salars and in the lakes. Additional information is required to determine whether the grade and distribution of the lithium brine is sufficient to be of economic importance.

In terms of infill materials, salars that contain brine deposits are of two principal lithologic types: clastic- dominant and evaporite-dominant. The formation of one or the other lithology may depend on the energy of the system during deposition. Evaporite formation may be favoured during relatively dry periods of low inflow, and deposition of clastic materials during higher inflow periods. Similarly, deposition of clastic materials may be favoured around the margins of the salar basin, while the more quiescent central zone may be dominated by evaporites. Consequently, both types of deposits may occur at different levels and zones of the salar depending on the conditions of deposition.

Evaporite-dominant salars contain mostly halite deposits, which can reach hundreds of meters in thickness (Houston et al., 2011). Within approximately 50 m of the surface, the porosity and permeability

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 41

of halite is amenable to economic extraction of brines. However, deposit permeability may decrease rapidly with depth due to evaporite cementation and recrystallization. Classic examples of evaporite- dominant salars include Salar Hombre Muerto (Argentina) and Salar Atacama (Chile).

Clastic-dominant salars are characterized by predominantly clastic strata interbedded with minor evaporites, particularly halite. Porosity and permeability of the clastic layers are controlled by lithology, stratigraphy and structural controls such as faults. Clastic-dominant salars are exemplified by the Silver Peak deposit in Nevada and Argentina's Cauchari and Olaroz Salars.

In the absence of subsurface drilling information, it is assumed, on a preliminary basis, that the 3Q Salar Complex is an evaporite-dominant salar. That is, it is assumed that the salar infill material consists primarily of halite and other evaporites. The rough, evaporitic surface of the salar is the primary reason for this assumption (for example, see Photo 4.1). It is expected that salar infill materials extend under the brine lakes. These assumptions would be tested in follow-up exploration.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 42

8 – EXPLORATION

8.1 Overview

A summary of brine and water samples collected for the 3Q Project is provided in Table 8.1. A total of 255 samples were collected and submitted to Alex Stewart Laboratories SA (ASL), an ISO 9001-2008-certified laboratory with facilities in Mendoza, Argentina and headquarters in England. NLC has confirmed to the QP that ASL is independent of NLC. These samples were collected from lakes, salars, boundary areas, rivers, and geothermal springs throughout the property (see Figure 8.1), from December 2015 to April 2016. Sampling methodology and QA/QC are discussed in Sections 10 and 11, respectively.

Table 8.1: 3Q Project sampling summary.

Sample Ty pe – Program Number of Samples Surface Brine Samples – Field Program 194 Standard Samples Brine – Field QA/QC Program 17 Blank Samples – Field QA/QC Program 17 Duplicate Samples – Field QA/QC Program 16 Check Samples – Independent QP 9 Duplicate Sam ples – Independent QP 2 Total 255

8.2 Surface Brine Sampling Program

An initial reconnaissance field sampling program was conducted at the 3Q Project in December, 2015. At that time, 44 brine and water samples were collected throughout the 3Q Salar Complex. Samples were analyzed for lithium, potassium, boron, barium, calcium, chloride, iron, magnesium, manganese, sodium, strontium, total dissolved solids (TDS), sulfate, alkalinity, density, and pH.

On the basis of encouraging results from the initial reconnaissance, a follow-up program of lake and salar sampling was designed and implemented, concluding in April, 2016. Lake brine samples were collected from an inflatable boat using an Alpha Vertical Water Sampler with a 2.2 L capacity. Salar surface brine samples were collected from shallow hand-dug holes excavated into the hard crust of the salar with pick and shovel. Holes were typically less than 1 m in depth. Sampling methods are described in more detail in Section 10.

During collection of samples in the central area of Laguna Tres Quebradas, lake depth was measured with a weighted, graduated cord at each location. The estimated accuracy of this method is +/- 10 cm, with the primary source of error due to the heavy wave action that is typical on the lake. A bathymetric map of the lake is shown in Figure 8.2.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 43

Figure 8.1: Sample location map – 3Q Project .

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 44

Figure 8.2: Laguna Tres Quebradas bathymetric map.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 45

Interpolations of results and ratios for selected analytes are plotted in Figures 8.3 to 8.14, to provide an indication of distributions in shallow brine. In reviewing these figures, it should be noted that the on- property portion of Laguna Tres Quebradas is approximately 1212 ha while an area of approximately 129 ha on the southwest side of the lake is outside the property, as shown in Figure 4.1.

The plots shown in Figures 8.3 to 8.14 were developed with results from within the salars and lakes. The data were interpolated using an inverse distance weighted interpolation method. Sample duplicates were averaged before interpolation. Lithium results from samples collected just outside the salars and lakes are shown in Figure 8.15.

Lithium and potassium concentrations (Figures 8.3 and 8.4, respectively) are generally highest in the north end of the Complex, in Laguna Tres Quebradas and the northern portion of the Tres Quebradas Salar. Laguna Verde and Laguna Negra also show elevated concentrations relative to adjacent salar areas.

Figure 8.3: Interpolation of lithium results from shallow brine samples. Figure 8.4: Interpolation of potassium results from shallow brine samples.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 46

The distribution of magnesium (Figure 8.5) is somewhat similar to lithium and potassium, but with some key differences. Magnesium represents an impurity with respect to lithium processing in that it increases processing effort. Zones of elevated magnesium occur at both the north and south ends of the Complex, however, the highest concentrations occur in the south. The trend in the magnesium to lithium ratio (Figure 8.6) shows a strongly increasing trend toward the south end of the Complex. The lowest ratio (0.83 Mg/Li) was detected at the north end of Laguna Tres Quebradas, and the highest ratio was detected in Salar Escondido.

Figure 8.5: Interpolation of magnesium results from shallow brine samples. Figure 8.6: Interpolation of the magnesium to lithium ratio in shallow brine samples.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 47

Sulfate also represents a lithium brine processing impurity. Sulfate concentrations are generally greatest in the central part of the Complex (Figure 8.7) with the highest sulfate concentrations detected in Salar Escondido. The ratio of sulfate to lithium (Figure 8.8) is lowest in the northern area of the Complex and highest in the central zone, with the highest values occurring in Salar Escondido.

Figure 8.7: Interpolation of sulfate results from shallow brine samples. Figure 8.8: Interpolation of the sulfate to lithium ratio in shallow brine samples.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 48

Distribution trends for TDS, boron, and calcium, (Figures 8.9 to 8.11, respectively) are generally similar to those for lithium and potassium. Concentrations generally increase toward the north end of the Complex, with some increases also noted in Laguna Verde, Laguna Negra and Salar Escondido. An increasing trend toward the north is also noted for manganese (Figure 8.12). Some inferences pertaining to manganese distribution within and adjacent to Laguna Tres Quebradas were discussed in Section 6.4.

Figure 8.9: Interpolation of TDS results from shallow brine samples. Figure 8.10: Interpolation of boron results from shallow brine samples.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 49

Figure 8.11: Interpolation of calcium results from shallow brine samples. Figure 8.12: Interpolation of manganese results from shallow brine samples.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 50

A strong decreasing trend toward the north end of the Complex is noted for pH (Figure 8.13), indicating that acidity is buffered toward the south. Increasing trends in the chloride to sodium ratio (Figure 8.14) are apparent in the north end of the Complex and in the vicinity of Laguna Verde.

Figure 8.13: Interpolation of pH from shallow brine samples. Figure 8.14: Interpolation of the chloride to sodium ratio in shallow brine samples.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 51

Lithium results from brine samples collected just outside the lake and salar boundaries (and from input streams) are shown in Figure 8.15. In the central area of the Complex, samples from just outside the salar and lake boundaries contained relatively low lithium concentrations. This indicates the presence of shallow freshwater recharge within a relatively short distance outside the salar boundaries in this area. Further to the north (Laguna Tres Quebradas and northern Salar Tres Quebradas), many boundary samples were identified that contained lithium concentrations in excess of 250 mg/L. These results indicate that in some parts of the northern area, elevated grades extend to some distance outside the apparent salar boundaries.

8.3 Data Processing

Laboratory data were compiled and processed using standard arithmetic functions and graphing capabilities of Microsoft Excel and Apple Numbers spreadsheet software. ESRI ArcGIS was used to map sample sites and to interpolate point data in plan view maps. Google Earth satellite imagery was used to identify topographic and hydrologic features.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 52

Figure 8.15: Lithium results for fluid samples collected from salar boundary areas.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 53

9 – DRILLING

Drilling has not yet been conducted at the 3Q Project.

10 – SAMPLING METHOD AND APPROACH

10.1 Background

A summary of brine and water samples collected for the 3Q Project is provided in Table 8.1. A total of 255 samples were collected and submitted to ASL. These samples were collected from lakes, salars, boundary areas, rivers, and geothermal springs throughout the property (see Figure 8.1), from December, 2015 to April, 2016. Sixty-one of these samples (24%) were Field and Independent QA/QC samples, as described in Sections 11.4 and 11.5. The surface sampling program was designed and executed under the supervision of Dr. Waldo Perez, P.Geo., in consultation with the independent QP.

10.2 Surface Brine Sampling Method

An initial reconnaissance field sampling program was conducted at the 3Q Project in December, 2015. At that time, 44 brine and water samples were collected throughout the 3Q Salar Complex. On the basis of encouraging results from the initial reconnaissance, a follow-up program of lake and salar sampling was designed and implemented, concluding in April, 2016. The spacing specifications and methods of the follow-up sampling program were as follows:

• The northern two-thirds of the Complex was sampled more intensively, with primary focus on Laguna Tres Quebradas and Salar Tres Quebradas.

• For Laguna Tres Quebradas: o The central area of the lake was sampled on a 1 km grid spacing; if the depth at the sampling location was greater than approximately 1 m, one sample was collected from the surface and one from near the bottom; otherwise only a surface sample was collected. o All samples from the central area of the lake were collected from an inflatable boat, using a 2.2 L vertical-type Alpha water sampler with a 2.2 L capacity (Photo 10.2). o The Alpha sampler was lowered by hand into the brine lake in the open position, allowing brine to pass freely through the sample chamber. o When the desired depth was reached, a weight was released, which travelled down the suspension cord and triggered the spring-loaded closure of the Alpha sampler, trapping fluid inside. o At the extension of the grid onto the lake shoreline, a sample was collected within the lake, 1 m from the shoreline.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 54

o Also, at the extension of the grid onto the lake shoreline, a boundary sample was collected from a hand-dug pit (i.e., on dry land) within 10 m of the lake shoreline. o During collection of samples in the central area of Laguna Tres Quebradas, lake depth was measured with a weighted, graduated cord at each location. The estimated accuracy of this method is +/- 10 cm, with the primary source of error due to the heavy wave action that is typical on the lake. A bathymetric map of the lake is shown in Figure 8.2.

• For Salar Tres Quebradas: o All samples were collected from hand-dug pits that were excavated into the hard crust of the salar using a pick and shovel (Photo 10.1). o Excavation proceeded to a depth sufficient to encounter brine (typically less than 1 m). o Pits were purged several times before sampling and recharge typically occurred in less than a few minutes. o Brine samples were collected in a brine-rinsed 500 ml plastic bottle. o The central area of the salar was sampled on a 1 x 2 km grid spacing (1 km east/west, 2 km north/south). o At the extension of the grid onto the edge of the salar surface, a sample was collected within the salar, within a few metres of the edge. o Also, at the extension of the grid onto the edge of the salar surface, a boundary sample was collected within a few metres outside the salar.

• For other areas in the 3Q Salar Complex: o Lake and salar samples were collected according to the same methodologies described above, except that sample spacing was less dense; these samples represent an expansion of the previous reconnaissance program rather than a gridded spacing.

• All sample locations were identified in the field with a hand-held GPS (accuracy of +/-5 m). and coordinates were entered in a log book, which was signed by the individual responsible for sample collection.

• All samples were analyzed for the same set of analytes stated for the reconnaissance samples, in Section 8.

Results from the surface brine program are presented in Section 8.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 55

Photo 10.1: Salar brine sampling from hand-excavated holes.

Photo 10.2: Brine sampling from open water.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 56

11 – SAMPLE PREPARATION, ANALYSES AND SECURITY

11.1 Overview

Sample collection and transport was performed under the supervision of Waldo Perez, Ph.D., P. Geo. A Quality Assurance/Quality Control (QA/QC) program was employed, which consisted of the following:

Based on results from the above noted QA/QC samples, the 3Q Project dataset is considered acceptable for evaluation of surface brine at the 3Q Project.

11.2 Sample Preparation

No additional preparation was required for the surface brine samples. The brine samples collected in the field were delivered by NLC company personnel to Andesmar Transport Company in La Rioja, in the province of Rioja. Andesmar delivered the samples by truck to ASL in Mendoza, Argentina.

11.3 Brine Analysis

ASL is an ISO 9001-2008-certified laboratory and was selected for assaying all samples from the 3Q Project. ASL used the following analytical methodologies:

• ICP-OES (inductively-coupled plasma—optical (atomic) emission spectrometry) was used to quantify boron, barium, calcium, lithium, magnesium, manganese, and potassium. • An argentometric method was used to assay for chloride. • A gravimetric method was used to analyze for sulfate.

• A volumetric analysis (acid/base titration) was used for evaluation of alkalinity (as CaCO 3). • Density and total dissolved solids were determined through a gravimetric method. • A laboratory pH meter was used to measure pH.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 57

11.4 Field QA/QC Program

Primary components of the field QA/QC program for the Project included the following:

• A reference (“standard”) sample was inserted into the sample stream at a frequency of approximately 1 in 15 samples; • A field blank was inserted at a frequency of approximately 1 in 15 samples; and • A field duplicate sample was inserted at a frequency of approximately 1 in 15 samples.

The standard samples referred to above were drawn from a 120 L bulk sample collected from Laguna Tres Quebradas. The bulk sample was collected using a 100 m suction hose, with the inlet placed into the lake several metres from shoreline and the outlet connected to an onshore water pump. Several large plastic containers were filled with the bulk sample.

The field blank samples were drawn from a bulk sample of local tap water collected in Fiambalá.

An additional 9 check samples, along with a field duplicate and field standard, were submitted as part of the independent QA/QC program conducted by the QP (Section 11.5).

Field Reference Sample Performance

The reference sample was used as a benchmark for analytical accuracy and drift. Figures 11.1 and 11.2 show lithium and potassium results for the 17 standard samples. The average lithium concentration in the standards was 847 mg/L with a standard deviation of 24.6 mg/L, while the average potassium concentration was 8,010 mg/L with a standard deviation of 346.7 mg/L. The low spread of the distribution indicates acceptable accuracy.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 58

Figure 11.1: Lithium results for field standard samples.

Figure 11.2: Potassium results for field standard samples.

Field Duplicate Sample Performance

Lithium and potassium results from the 18 field duplicate samples are plotted in Figures 11.3 and 11.4, against their respective original samples. All but two samples containing lithium over the limit of detection are within a 5% of the original sample result. The overall precision of the data is considered acceptable.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 59

Figure 11.3: Field duplicates versus original sample results, for lithium.

Figure 11.4: Field duplicates versus original sample results, for potassium.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 60

Field Blank Performance

A total of 17 field blanks (drawn from a bulk sample of tap water from Fiambalá) were inserted into the sample stream. The field blank had a low TDS, representative of freshwater. The results assess for cross- contamination in the laboratory and the field (for example, whether the instrumentation was cleaned sufficiently between analysis of samples). Lithium, boron, iron, manganese and strontium were not detected in any blank sample. Figures 11.5 and 11.6 show sodium and sulfate blank results as examples of performance. All sodium results from blank samples fall within two standard deviations of the mean. One sulfate value plots outside of two standard deviations of the mean. Blank sample results indicate that cross-contamination was not an issue in the sampling program.

Figure 11.5: Blank sample results for sodium.

Figure 11.6: Blank sample results for sulfate.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 61

11.5 Independent QA/QC Program

During the last week of March, 2016, an independent QA/QC program was performed by the independent QP. At this time, the QP re-sampled seven sites previously sampled by NLC personnel. Samples were collected from selected, pre-existing, hand-dug holes across the northern portion of the Tres Quebradas Salar, as well as selected sample sites in Laguna Tres Quebradas. Sampling methodology used by the independent QP was identical to that used by NLC personnel for the original samples. Samples collected by the QP were submitted with regular field program samples (collected by NLC personnel) with sample numbering and locations that were known only to the QP.

The results of lithium, potassium, manganese and magnesium concentrations of the duplicates collected by the QP are presented in Figure 11.7. Lithium results are also shown in Figure 11.8, relative to a 1:1 line. The results were all within standard error when compared to the original samples. The duplicate results on samples above the detection limit were on average 9% lower for lithium and 11% lower for potassium, relative to the original samples.

Overall, the results from duplicates collected by the QP indicate some potential for lower lithium and potassium concentrations either due to analytical variability or changes in field conditions since the original samples were collected (for example, dilution from precipitation in the intervening period). The differences are considered minor and the overall dataset is considered acceptable given the variability in field and laboratory duplicates (see Sections 11.4 and Section 11.6, respectively). However, additional evaluation of potential causes (i.e. analytical drift and short-term variability in shallow brine composition) should be included in any follow-up studies.

11.6 Laboratory QA/QC Program

ASL conducts internal laboratory checks on overall analytical accuracy for selected primary parameters. The results for lithium and potassium are shown in Figures 11.9 and 11.10 for all 25 laboratory duplicate samples performed by ASL during analysis of the 3Q Project samples. One sample (7023) returned 10% higher lithium and 7% higher potassium in the duplicate. The remainder of the lithium and potassium duplicate concentrations were within 2% of the original concentration. These results are considered acceptable.

11.7 Sample Security

An established and firm chain of custody procedure was used for Project sampling, storage, and shipping. Samples were periodically driven in Project vehicles to La Rioja, approximately a seven-hour drive from the 3Q Project. In La Rioja, the samples were delivered to Andesmar Transport for immediate truck shipment to ASL in Mendoza, Argentina.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 62

Figure 11.7: Results for duplicates collected by the independent QP, for Li, K, Mg, and Mn.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 63

Figure 11.8: Lithium results for duplicate samples collected by the independent QP.

Figure 11.9: Laboratory duplicate results for lithium.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 64

Figure 11.10: Laboratory duplicate results for potassium.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 65

12 – DATA VERIFICATION

Dr. Mark King (independent QP) provided review and input to the design and execution of the 3Q Project field program. Dr. King visited the 3Q Project in March of 2016, during a period of ongoing fieldwork. Sample collection, packaging, and transport as well as field QA/QC procedures and data recording were reviewed at that time. Since the Project visit, the QP has reviewed laboratory results and maintained ongoing technical discourse with Dr. Waldo Perez of NLC.

Based on these activities, it is the opinion of the independent QP that an acceptably rigorous set of field methods (Section 10) and QA/QC procedures (Section 11) were used to assemble the 3Q Project dataset, and that the dataset is valid for evaluating shallow brine.

Claim and permitting information has not been verified by the independent QP. This information was received in the form of a Title Opinion document prepared by the legal offices of Martin and Miguens, based in Buenos Aires (Section 3).

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 66

13 – MINERAL PROCESSING AND METALLURGICAL TESTING

The claims of the 3Q Lithium Property are at a relatively early stage of exploration and have only been subject to systematic surficial brine sampling. No metallurgical testing or assessment of potential mineral processing regimes has been conducted to date. A discussion of general brine processing and project development considerations is provided below by Dr. Suarez-Authievre (Ph.D., Chartered Chemist).

Background

The process of lithium extraction from brines involves pumping lithium-rich brines into solar evaporation ponds to concentrate highly soluble lithium ions in the isolated brines through evaporation of water and precipitation of less-soluble minerals. The brines can be processed further to remove other moderately soluble elements and compounds, such as boron, magnesium, and sulfates. Finally, lithium can be precipitated from solution by the addition of soda ash to form lithium carbonate after heating the brine over 70 °C. Other lithium compounds can also be produced, such as lithium chloride, lithium sulfate and lithium hydroxide monohydrate. If desirable, other by-products can be recovered, including potassium chloride, potassium sulfate, magnesium sulfate or magnesium chloride. Brine chemistry will determine how complex a brine processing process is required.

Brine prospects are fundamentally different from hard-rock mineral prospects due to their fluid nature. Brine flow through the host aquifer is an important consideration for project economics and requires knowledge of aquifer permeability, and the flow regime in the host aquifer and surrounding units. In advance of the extraction of metals from brines, a host of evaluations must be completed that define appropriate brine treatment and processing methods. These studies include:

• brine evaporation experiments; • brine evaporation simulations; • solar evaporation pond preliminary design and process modelling; and • design of pilot solar evaporation ponds.

Brine Evaporation Experiments

The main objectives of brine evaporation experimentation are to identify the response of brines subjected to solar evaporation and to gather data to evaluate predictability. This information predicts the type of evaporation ponds and processes that should be applied to any specific brine.

Much study on the evaporation of brines has been performed at the Center for Advanced Research in Lithium and Industrial Minerals (CELIMIN) in Antofagasta, Chile. The experiments involve the concentration of brines through forced evaporation in order to better understand crystallization

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 67

equilibrium of the various salts that precipitate, composition of the resulting concentrated brine, and any potential lithium loss.

Brine Evaporation Simulation

Brine evaporation simulation aims to identify the most probable treatment process for any brine project. This theoretical study uses a thermochemical properties package of brine, solar evaporation ponds, unit operations and environmental models to identify the precipitation equilibrium that occurs in an evaporating brine, and to perform the mass and energy balance of the proposed process.

Using this simulation, it is possible to change operating parameters of a given brine-processing stage and to analyze and compare benefits and drawbacks of different process configurations in a short time.

The simulation activity would be carried out by the company NOVIGI, which uses the simulation platform gPROMS (Process Systems Enterprise Ltd., London, United Kingdom) and thermodynamic properties package brines.

Solar Evaporation Pond Preliminary Design and Process Modeling

This activity aims to further develop theoretical brine evaporation ponds, taking into account site-specific variables of the place in which the industrial treatment processes will be installed. The design of the proposed brine evaporation circuit can be adjusted based on the predictions of the precipitate and may include halite ponds and sylvanite ponds, for example. Moreover, the possibility of chemical treatments (with chemical processes to remove the different impurities that can affect the final product, such as calcium, magnesium, sulfate and boron) at one or more stages of the evaporation sequence that can heighten final lithium brine concentration can be evaluated.

With the theoretical brine processing circuit established, a brine treatment process model can be generated. The process model will be aligned with a meteorological model of site-specific evaporation and rainfall amounts. This process model will dictate the optimal overall magnitude (size) of each brine treatment process. Comparison with bibliographic data of phase equilibria and the experimental data obtained in real brine from CELIMIN’s laboratories will assess the validity of the model.

Design of Pilot Solar Evaporation Ponds

The end result is a pilot design of the evaporation ponds to optimize the brine evaporation process under site-specific conditions. Figure 13.1 depicts a schematic representation of brine flowing in the pilot solar evaporation ponds that has a relatively low sulfate concentration, which allows high concentrations of

potassium and lithium without appreciable losses of lithium in salts like Li 2SO 4.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 68

Figure 13.1: Pilot solar evaporation ponds schematic.

The information derived from the pilot solar evaporation ponds system, in conjunction with the information collected from the concurrent installation of an on-site automated weather station, will allow the final design of the full-scale commercial evaporation process.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 69

14 – MINERAL RESOURCE ESTIMATES

The exploration work conducted to date for the 3Q Project is preliminary and includes fluid sampling from shallow, hand-dug pits, and sampling of the extensive surface brine reservoirs (lakes) at the site. To date, no drilling has been conducted for the Project. Consequently, it is not possible to develop Resource or Reserve Estimates with the existing dataset.

15 – ADJACENT PROPERTIES

There are no known properties adjacent to the 3Q Project where lithium prospecting has been conducted. The only known previous exploration campaign in the catchment was for gold and copper, with work conducted in the western area by El Dorado in the mid-to late-1990s. The access road to the property was constructed at that time.

The two nearest lithium brine prospects are at Maricunga Salar and Laguna Verde (both in Chile). Maricunga is located 56 km to the northwest in Chile. An NI 43-101 Report was prepared on behalf of the Li3 (Hains and Reidel, 2012), which documented a Measured and Inferred Resource for Maricunga. The Laguna Verde Project is located 50 km NNE, also in Chile. Hinner (2009) prepared an NI 43-101 report for Etna Resources Inc., documenting an evaluation of this lithium prospect.

Further north, in the same Province in which the 3Q Project is located (Catamarca), are the Fenix Lithium Mine (operated by FMC) and the Sal de Vida Project (under evaluation by Galaxy). Both operations are located in the Hombre Muerto Salar, 250 km NNE of the 3Q Project.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 70

16 – OTHER RELEVANT DATA AND INFORMATION

The independent QP is aware of no other data and information that are relevant for reasonable assessment of this early-stage Project.

17 – INTERPRETATION AND CONCLUSIONS

Preliminary information for the 3Q Project indicate favourable conditions for the accumulation of lithium in brine. The salar catchment is closed, with no apparent outflows. Elevated levels of lithium have been detected in geothermal and cold waters flowing into the Complex. In addition, there is clear evidence that evaporation has led to the accumulation of evaporites and lithium brines, at least at the surface of the salars and in the lakes. Additional information is required to determine whether the grade and distribution of the lithium brine is sufficient to be of economic importance.

As a means of providing preliminary characterization of the property, this section (Section 17) provides an overview of the property Zones that are of primary interest, in terms of potential for containing lithium brine deposits of economic interest. These Zones were used to assess the form and general locations for additional exploration work (Section 18).

Zones of primary interest are shown in Figure 17.1, and they are based on surface and shallow sampling results. Specifically, they include areas where sampling indicated the presence of lithium at or above 410 mg/L. This concentration was qualitatively identified as being sufficiently elevated to be of interest for subsequent exploration, although it is noted that some projects and mine operations operate with lower grades than 410 mg/L.

These Zones are defined with recognition that the detection of elevated lithium concentrations at the salar surface and in Laguna Tres Quebradas, do not imply the occurrence of elevated concentrations at depth. Consequently, Figure 17.1 is not intended to represent zones where elevated grades occur at depth. It is intended to highlight those Zones that are considered to have the greatest potential for elevated grades at depth. The figure shows two Zones: the Laguna Tres Quebradas Zone and the Salar Tres Quebradas Zone. Table 6.1 provides a summary of the average brine composition in samples collected from the two Zones.

The Laguna Tres Quebradas Zone (average depth, approximately one metre; maximum depth, approximately 2.2 m) is approximately 1212 ha in area. This excludes an area of approximately 129 ha on the southwest side of the lake, which is outside the property (Figure 17.1). The lake is confirmed to contain a relatively homogeneous distribution of high-grade lithium brine, with average lithium and potassium concentrations of 895 and 7694 mg/L, respectively. The lake was sampled both at surface and at depths of up to 2 m, and shows considerable homogeneity, both depth-wise and laterally.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 71

The Salar Tres Quebradas Zone occupies the salar area immediately south of Laguna Tres Quebradas. It is 1699 ha in area, with average shallow brine lithium and potassium concentrations of 784 and 6796 mg/L, respectively.

The shallow sampling results from these two Zones indicates that the lithium and potassium grades, and the levels of impurities, compare favourably against other deposits. Additional information is required to determine whether these surface brine distributions extend to significant depths below the lake and below the salar surface. At the current time, the continuity of favourable grades at depth is a significant source of Project uncertainty.

A more minor source of uncertainty is related to the results from duplicates collected by the QP. These results indicate some potential for lower lithium and potassium concentrations (approximately 10%, on average) either due to analytical variability or changes in field conditions since the original samples were collected. The differences are considered minor, but potential causes (i.e., analytical drift or short-term variability in shallow brine composition) should be evaluated in any follow-up studies.

In the absence of subsurface drilling information, it is assumed, on a preliminary basis, that the 3Q Salar Complex is an evaporite-dominant salar. That is, it is assumed the salar infill material consists primarily of halite and other evaporites. The rough, evaporitic surface of the salar is the primary reason for this assumption. It is expected that salar infill materials extend under the brine lakes.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 72

Figure 17.1: Delineation of two zones with the highest detected lithium concentrations.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 73

18 – RECOMMENDATIONS

The 3Q Project is at a preliminary stage of exploration, with activities that have included collection of brine samples from surface brine bodies and near-surface level of the salar. Additional exploration activities are proposed to address the following objectives:

A qualitative evaluation of observations from the 3Q Project and from other salars was used to assess a reasonable target depth for follow-up exploration. Given the occurrence of rough, evaporitic deposits across most of the salar surface, it is assumed (on a preliminary basis) that the salar infill materials are dominated by halite. It is further assumed that the occurrence of a halite-dominant core would tend to limit the permeability of the salar below a depth of approximately 50 m. On that basis, drilling, excavation and sampling activities proposed for the 3Q Project would primarily target the upper 50 m within the Zones of interest shown in Figure 17.1. However, some testing at greater depths is recommended for the salar and the ground surrounding the lake, to evaluate for the presence of deeper permeable aquifers with lithium-bearing brine.

Drilling would target the upper 50 m of the Northern Salar Zone and the upper 50 m in the vicinity of Laguna Tres Quebradas. In addition, a limited number of boreholes would extend beyond 50 m, to evaluate deeper conditions. Minimal additional sampling work would be conducted within the surface brine of Laguna Tres Quebradas, because the current lake characterization is considered adequate, given the homogeneity of composition, and the well-defined boundaries.

Proposed exploration activities, and associated cost estimates, are summarized in Table 18.1. It is considered feasible to advance all these activities in the upcoming 2016/17 field season, although some activities (e.g., meteorological and hydrological monitoring, brine evaporation, etc.) would continue beyond one field season.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 74

Table 18.1: Proposed exploration components and estimated budget.

Proposed Exploration Component Estimated Cost (USD)

3Q Project Camp 500,000 Road construction and improvement 1,000,000 Diamond drilling, with core recovery and Monitoring Well 700,000 installation – 6 locations to 75 m depth Reverse circulation drilling, wi th Pumping Well installation – 5 400,000 locations to 50 m depth Reverse circulation drilling, with Mo nitoring Well installat ion – 5 well 2,000,000 nests each with 3 wells (deepest to be at 50m) Excavation of 4 Test Recovery Trenches (approximately 6 m long x 3 100,000 m wide x 3 m below top of brine) Long -term pumping tests on 5 Pumping Wells and 24 -hr pumping 300,000 tests on 4 Test Recovery Trenches – to evaluate shallow and deep aquifer permeability Tracer tests on Pumping and Monitoring Wells – to evaluate aquifer 300,000 porosity Laboratory testing of brine processing constraints 500,000 Field pilot -scale testing of br ine processing constraints (including 1,000,000 installation of pilot-scale evaporation pond) Meteorological and hydrological monitoring (including installation of 50 0,000 weather station, installation of automatic level monitoring in Laguna Tres Quebradas, installation of manual level monitoring on all significant inflows to the salar Complex) Baseline environmental monitoring program 200,000 Techni cal analysis and numerical mode ling 500,000 Contingency (1 2%) 1,0 00,000

TOTAL 9,000,000

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 75

19 – REFERENCES

Cahill, T.A. and Isacks, B.L., 1992. Seismicity and shape of the Nazca Plate: Journal of Geophysical Research , V 97, pp 17,503-17,529.

Canadian Securities Administration, 2005. National Instrument 43-101, Standards of Disclosure for Mineral Projects. 13p.

CIM Standing Committee on Reserve Definitions, 2014. CIM Definition Standards-For Mineral Resources and Mineral Reserves.

DGA, 2009. Levantamiento Hidrogeologico para el Desarrollo de Nuevas Fuentas de Agua en Areas Prioritarias de la Zone Norte de Chile, Regiones XV, I, II, y III . Etapa 2 Sistema Piloto III Region Salares de Maricunga y Pedernales. Realizado por Departamento de Ingeniera Hidraulica y Ambiental Pontifica Universidad Catolica de Chile (PUC). SIT No. 195, Noviembre 2009.

Fetter, C.W., 1994. Applied Hydrogeology. Prentice Hall Inc., Upper Saddle River, New Jersey.

Freeze, R.A., and Cherry, J.A., 1979. Groundwater. Prentice Hall Inc., Englewood Cliffs, New Jersey.

Fowler, J. and Pavlovic, P., 2004. Evaluation of the Potential of Salar Del Rincon Brine Deposit as a Source of Lithium, Potash, Boron and Other Mineral Resources . Report for Argentina Diamonds, Ltd.

Hains, D. and Reidel F., 2012. Maricunga Lithium Project, Region III, Chile. NI 43-101 Technical Report prepared for Li3 Energy Inc.

Hem, J.D., 1985. Study and Interpretation of the Chemical Characteristics of Natural Water , 3rd Ed., USGS Geological Survey Water-supply Paper 2254

Houston, J. and Ehren, P. 2010. Technical Report on the Olaroz Project, Jujuy Province, Argentina . NI 43- 101 report prepared for Orocobre Ltd.

Houston, J., Butcher, A., Ehren, P., Evans, K, and Godfrey., L. 2011. The evaluation of brine prospects and the requirement for new filing standards. Economic Geology, V 106 no. 7, pp. 1225-1239.

Instituto Geográfico Militar, 2010. Mapa Topografico de la Hoja Fiambala, Argentina.

Kay, S.M. and Mpodozis, C., 2001. GSA Today, March Issue pp 1-9

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 76

King, M., Kelley, R., and Abbey, D., 2012. Reserve Estimation and Lithium Carbonate and Potash Production at the Cauchari-Olaroz Salars, Jujuy Province, Argentina . NI 43-101 Feasibility Report prepared for Lithium Americas Corporation.

Larrondo, P., Simon, A., and Etienne, M., 2011. Salar de Diablillos Project, Salta Province, Argentina . NI 43-101 Technical Report on Brine Resource Estimate: Santiago Chile, AMEC International Ingeniería y Construción Limitada, 126p.

Martin and Miguens, 2016. Oficina Abogados. Title Opinion, Buenos Aires.

Ma, Haizhou, 2010. Professor at Qinghai Institute of Salt Lakes, Chinese Academy of Sciences, China. Personal Communication with, and presentation to, Waldo Perez of Lithium Americas Inc.

OSC, APGO and TSX, February 29, 2008. Mineral Project Disclosure Standards – Understanding NI 43- 101. Presentation at PDAC Conference, Toronto, Ontario.

Ratto, N. 2016. Caracterizacion arqueologica del area del proyecto Tres Quebradas, Minas Lodomar I a la XI, departamento Tinogasta, Catamarca. Informe Técnico preparado para Liex SA.

Roskill, 2009. The Economics of Lithium , 11 th Ed.

Rosko, M. and Jaaks, J., 2012. Measured, Indicated, and Inferred Resource Estimate for Lithium and Potassium Resource, Sal de Vida Project, Salar del Hombre Muerto, Catamarca-Salta, Argentina . NI 43- 101 Technical Report prepared on behalf of Lithium One Inc.

Rubiolo, D, Seggiaro, R and Hong, F. 2016. Unpublished. Carta Geológica de la República Argentina, Hoja 2769-IV, Fiambalá. Scale 1:250,000.

Securities and Exchange Commission, 2009. United States SEC report Form 2-F.

Zappettini, 2005. Metallogenic Map of South America, Servicio Geologico Minero Argentino. Scale 1:5,000,000.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 77

20 – LIST OF ABBREVIATIONS

% : percentage °C : temperature in degrees Celsius B : boron B5O : borate Ca : calcium CaCO3 : calcium carbonate Cl : chloride Cl– : chloride ion cm : centimetre CO3 : carbonate g/cm 3 : grams per cubic centimetre g/L : grams per litre GPS : global positioning system

H3BO 3 : boric acid ha : hectare

HCO 3 : bicarbonate ICP: Inductively Coupled Plasma K : potassium K/Li : potassium to lithium ratio kg : kilogram km: kilometre km 2 : square kilometer L : litre Li : lithium

Li 2CO 3 : lithium carbonate m : metre mg : milligram

Mg(OH) 2 : magnesium hydroxide mg/L : milligrams per litre Mg/Li : magnesium to lithium ratio pH : measure of acidity or alkalinity QA/QC : quality assurance/quality control RC : reverse circulation

SO 4 : sulfate

SO 4/K : sulfate to potassium ratio

SO 4/Li : sulfate to lithium ratio

SO 4/Mg : sulfate to magnesium ratio

SO 4= : sulfate ion

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 78

Sy: specific yield TDS: total dissolved solids USD : United States dollar UTM : Universal Transverse Mercator coordinate system WGS : World Geodetic System wt% : weight percent

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 79

21 – DATE AND SIGNATURE PAGE

As supervising author of the “Technical Report on the Tres Quebradas Lithium Project, Catamarca Province, Argentina” dated, June 6, 2016, prepared for POCML 3 Inc. and Neo Lithium Corp. (the “Report”), I, Mark W.G. King, do hereby certify that:

1. I am employed as President and Senior Hydrogeologist with Groundwater Insight Inc., 3 Melvin Road, Halifax, Nova Scotia, B3P 2H5, telephone 902 223 6743, email [email protected].

2. I have the following academic and professional qualifications and experience: a. Academic i. B.Sc. (Geology), Dalhousie University, Halifax, Nova Scotia, 1982 ii. M.A.Sc. (Civil Eng.), Technical University of Nova Scotia, 1987 iii. Ph.D. (Earth Science), University of Waterloo, Waterloo, Ontario, 1997 b. Professional i. Registered Professional Geoscientist of Nova Scotia (membership #84); Councilor of the Association ii. Member of Association of Groundwater Scientists and Engineers (membership #3002241) iii. Member and a Director for the International Association of Hydrogeologists c. Experience and Areas of Specialization Relevant to this Report i. Technical Lead on lithium brine evaluations on more than 10 salars and playas in Chile, Argentina, and Nevada ii. Numerical modelling of groundwater flow and solutes in groundwater iii. Field delineation and monitoring of solutes in groundwater iv. Organic and inorganic groundwater geochemistry v. 30 years of experience in groundwater quality and quantity projects.

3. I am a “qualified person” for the purposes of National Instrument 43-101 – Standards of Disclosure for Mineral Projects (the “Instrument”).

4. I visited the Tres Quebradas Lithium Project in March 2016.

5. I am responsible for technical review and supervising the preparation of this Report.

6. I am independent of Neo Lithium Corp. as described in section 1.4 the Instrument.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 80

7. I have had no involvement with the Tres Quebradas Salar Complex, prior to the preparation of the above noted Report.

8. I have read the Instrument and this Report has been prepared in compliance with the Instrument.

9. As of the date of this certificate, and to the best of my knowledge, information and belief, this Report contains all scientific and technical information that is required to be disclosed to make this Report not misleading.

Effective Date: June 6, 2016 Date of Signing: June 6, 2016

Mark W.G. King, Ph.D., P. Geo., F.G.C.

Technical Report on the Tres Quebradas Lithium Project , Catamarca Province, Argentina 81