Page Index Introduction Property, Location and Access Earn-In Project Geology & Mineralization Project History Ivernia Exploration Phase One Drilling Program Phase Two Drilling Program Qualified Person and Quality Assurance/Quality Control Introduction In June 2010 Ivernia entered into an earn-in agreement on the Prairie Downs Base Metal Project ("Prairie Downs" or the "Project") in Western Australia. This is the first joint venture undertaken as part of the Company's corporate growth strategy to acquire and explore a portfolio of base metal projects. Under the terms of the earn-in agreement, a wholly owned subsidiary of Ivernia may earn up to an 80% interest in Prairie Downs, as outlined below. The Project is located in an area with good infrastructure, in the Pilbara, a prolific mining region in Western Australia. The majority of past exploration at Prairie Downs was focused on a limited area, in which previous operators outlined a small JORC-compliant resource, the Prairie Deposit (the "PD"). Potential exists to enlarge the PD and for the discovery of additional zones of lead-zinc+/-silver mineralization along the 20 kilometer long Prairie Downs Fault System, a regional-scale structure associated with base metal mineralization on the Project. Multiple high-quality exploration targets remain to be tested outside of this resource area and the Company believes Prairie Downs has excellent potential for further discovery. A Phase One drilling program was undertaken by Ivernia in the third quarter of 2010. The results of this program were released by the Company on January 20, 2011. A Phase Two drilling program was undertaken by Ivernia in the first quarter of 2011, the results of which were released by the Company on June 15, 2011. TOP Magellan Mine, Western Australia Property, Location and Access Prairie Downs comprises two contiguous exploration licenses covering a 55,000 hectare area. The Project is located 60 kilometers ("km") southwest of the town of Newman, in the eastern Pilbara region. Access to the Project is excellent, via the Great Northern Highway and secondary unpaved roads, or "station tracks" from Newman. Newman is a center for mining in the Pilbara, with a regional airport with service to Perth. The Goldfields Gas Pipeline, one of the two main gas pipelines in Western Australia, crosses the northern part of the property, approximately 10 km north of the PD. TOP Earn-In IIvernia's wholly owned subsidiary, Ivernia Australia Exploration Pty Ltd, has entered into an earn-in agreement with Prairie Downs Metals Limited ("PDML"), who currently own 100% of the Project. Under the terms of the agreement, Ivernia may earn up to an 80% interest in the Project by making exploration expenditures and cash or share payments, the latter at the Company's election. Key features of the agreement are: An option in favour of Ivernia to purchase an initial 60% interest in the Project for A$10 million in cash or its shares (at Ivernia's election) exercisable by Ivernia after expenditure by it of A$3 million in 18 months (subject to the condition that a minimum expenditure of A$2 million must be spent in the first 12 months) or A$5 million within 36 months. Prior to completion of the Phase Two drilling, Ivernia had spent the minimum A$2 million expenditure and has advised PDML accordingly. Upon the purchase by Ivernia of a 60% interest in the Project, the formation of an unincorporated joint venture ("Joint Venture") between it and PDML with respect to the Project. The ability for Ivernia to increase its 60% interest in the Project to 80% by spending a further A$5 million on exploration within two years of earning the initial 60% interest. If either party fails to contribute its proportion of costs, its interest in the Joint Venture will dilute proportionally until it is 2.5%, at which point the Joint Venture interest will convert to a free carried interest. If the diluting party's interest falls to 5%, the other Joint Venture participant has a right to acquire that interest at fair market value. Ivernia completed an A$2 million exploration program of geochemical sampling, geological mapping, and drilling in the first quarter of 2011 which was designed to test geological, geochemical and geophysical targets primarily outside of the PD, and has now completed a second phase of drilling. TOP Project Geology & Mineralization Base metal mineralization at Prairie Downs is hosted within Prairie Downs Formation sediments of the Late Archean Fortescue Group, which onlap the granitic Sylviana Dome. Host lithologies to mineralization include mafic to felsic volcanic and volcaniclastic rocks, as well as fine grained clastic and chemical sediments. The main structural feature is the Prairie Downs Fault System, a northwest-trending regional-scale fault zone that has been mapped over a 20 km strike length across the Project, with mapped widths of up to 200 meters. Mineralization at the PD consists of coarse-grained sulphides (primarily sphalerite and galena) in a silicified matrix. Several previous interpretations have been advanced for the style of base metal mineralization at Prairie Downs, including epigenetic breccias, structural and volcanogenic models. At this point the style of mineralization is enigmatic, in part due to probable remobilization along the Prairie Downs Fault System. Further work is required to better understand the style of base metal mineralization at Prairie Downs. TOP Project History Base metal mineralization at Prairie Downs was originally identified in the course of government mapping in the 1960s.  Lead and zinc mineralization associated with barite along the Prairie Downs Fault System was noted over a minimum 3 km strike length. Sporadic regional exploration was undertaken in the Project area between 1969 and 1991 for various commodities, including uranium, gold and base metals. Detailed exploration of the PD by PDML commenced in the 1990s and the PD has now been drilled to nominal 20 x 20 meter spacing. Several geophysical surveys have been conducted at Prairie Downs. A 7,200 line-kilometer airborne magnetic and radiometric survey flown by Fugro Airborne Surveys Pty Ltd was completed for PDML in 2006. A detailed ground-based gravity survey was also completed by past operators over the PD. Grid-based soil geochemical surveys were completed by PDML and previous operators. This has proven to be an effective tool in outlining near-surface base metal mineralization and was an integral part of Ivernia's pre-drilling exploration program to better define new target areas. Previous work throughout the 55,000 hectare project area indicates the potential for additional styles of mineralization including copper, uranium and iron ore. TOP Ivernia Exploration Ivernia entered into the joint venture with PDML in June, 2010 and immediately commenced an initial exploration program in advance of drilling. This work included review of existing data and satellite imagery, as well as the recording of over 8,000 soil samples using a portable XRF at 25 by 100 meter spacing. This work focused on defining target areas along the Prairie Downs Fault System, including splays off of the main structure which appear to be very promising targets for the discovery of new zones of base metal mineralization.   New target areas were identified at the Hyena and Hyena West prospects, and further definition was provided for the Wolf prospect and the footwall to the PD. TOP Phase One Drilling Program In the third quarter of 2010 Ivernia undertook a Phase One drill program, with 3,258 meters ("m") drilled in 30 holes. A total of six prospects were drill tested in Phase One drilling by Ivernia, with significant results returned from the Wolf prospect, located 2 km northwest of the PD. For a description of the Phase One drill program and drill results, see the Company's news release dated January 20, 2011. Figure 1. Prairie Downs Phase One Drilling TOP Phase Two Drilling Program In the first quarter of 2011 Ivernia commenced a Phase Two drill program, with a total of 3,739m drilled in 20 holes. Drilling was completed at the "West Hyena", "Anomaly A" and "C7" prospects targeting geochemical and geophysical anomalies, and at the Wolf prospect to follow up the initial success of the first drilling program. For a description of the Phase Two drill program and drill results, see the Company's news release dated June 15, 2011. Figure 2. Location map of the Project with Drill Program Phase Two Prospect Locations. TOP Qualified Person and Quality Assurance/Quality Control For information relating to the Qualified Person and Quality Assurance/Quality Control for the Phase One and Phase Two drilling programs see Ivernia's press releases dated January 20, 2011 and June 15, 2011, respectively.  TOP