The TSX Venture Exchange has accepted for filing Metallum Resources Inc.'s (now Waroona Energy Inc.) reverse takeover (RTO), as principally described in the company's information circular dated April 12, 2023.

The RTO includes the following matters, all of which have been accepted by the exchange.

Reverse takeover -- completed

Pursuant to a share exchange agreement dated Dec. 6, 2022, the company acquired all of the issued and outstanding shares of Waroona Energy Pty. Ltd., an Australian incorporated entity.

The exchange has been advised that disinterested shareholders of the company have approved the RTO.

For additional information, please refer to the company's circular dated April 12, 2023, available under the company's profile on SEDAR, as well as the company's news releases dated Oct. 19, 2022, Dec. 6, 2022, Feb. 8, 2023, Feb. 17, 2023, March 2, 2023, April 17, 2023, and May 16, 2023.

Private placement -- non-brokered

In connection with the above, the exchange has accepted for filing documentation with respect to a non-brokered private placement announced Feb. 8, 2023.

Number of subscription receipts:  150 million subscription receipts (Each subscription receipt entitles the holder to receive one common share of the company without payment of any additional consideration or any further action, upon the fulfilment of certain release conditions, including, but not limited to, the receipt of all necessary shareholder and/or regulatory approvals of the proposed RTO. In the event the escrow release conditions are not met, all proceeds raised will be returned to the subscribers and the subscription receipts will be cancelled.)

Purchase price:  six cents per subscription receipt

Number of placees:  105 placees

Total existing insider involvement:  32,630,269 (five insiders)

Total pro group involvement:  2,060,437 (one pro group)

Finder's fee:  aggregate cash amount of $307,959