MERGERS & ACQUISITIONS GM Minerals Consultants Pty Limited (Trading as Geos Mining) ABN 44 608 768 083 Hanbury Capital Limited ABN 16 060 609 707 Tom Bradbury Managing Director Geos Mining Murray Hutton Principal Consultant Geos Mining Clive Trist Executive Chairman Hanbury Capital Ltd Hanbury Capital Ltd A: Level 57, MLC Centre, 19-29 Martin Place, NSW, 2000 T: +61 2 9223 3036 E: hanbury@ozemail.com.au 1 P a g e
About Us Geos Mining and Hanbury Capital have formed an alliance to provide an integrated suite of services to resources companies seeking to grow and develop their operations in Australia and overseas through targeted merger & acquisition programs. Geos Mining s geological expertise and exploration management capabilities combine seamlessly with Hanbury s Corporate Advisory and Investment Banking capabilities to provide a full service firm s approach to initiating and undertaking mergers and acquisitions (M&A) programs on behalf of clients. The resources within the Geos Mining Hanbury alliance are complemented through a network of specialist, individual, professional associates such as lawyers, accountants and bankers all with substantial experience in successfully undertaking M&A programs. Geos Mining is a specialist geology consultancy. We apply world's best practice services in an ethical, cost effective and transparent manner. The company employs specialist consultants and support staff who have expertise in a wide range of disciplines. We are based in Sydney Australia, with access to many of the main decision makers in the Australian mining industry. We have international exposure in Asia, Africa and the Americas and specialise in a wide range of commodities including coal (and coal seam gas), gold, base metals, strategic minerals, iron ore, uranium and industrial minerals. Geos Mining is a specialist geological consultancy that employs Competent Persons for VALMIN Code (2015 Edition) compliant valuations, JORC/NI43-101 compliant resource estimations that are recognised in stock exchanges around the world, independent reviews/audits and due diligence, tenement administration and exploration management, in most commodities, in Australia and worldwide. Hanbury Capital is an unlisted corporate advisory and investment banking firm formed in 1996 and operated in association with corporate and investment banking professionals. We have successfully undertaken mandates across a broad range of industries in Australia, Europe, North America and Asia. Services provided have ranged from turnaround and re-structuring of troubled companies to company sale and acquisition, company start-ups and preparation of companies for IPO. We have undertaken debt and equity fundraisings and successful IPO s on the ASX and London stock exchange. Where required we have provided professional, independent, executive and non-executive directors to publicly listed and private companies. Speciality Expertise Geos Mining has the depth and breadth of experience in its staff to be able to offer a FULL EXPLORATION MANAGEMENT and RESOURCE ESTIMATION service, allowing clients to focus on corporate management on behalf of their shareholders. We consult to clients on all and any aspect of exploration over a wide range of commodities and related disciplines. 2 P a g e
Key Services Our team approach ensures that each job is carried out and peer reviewed, with quality outcomes our primary aim. 1. Independent technical reports, valuations and identification and management of mineral investment arrangements (JORC Code 2012 and VALMIN Code 2015) Independent technical reports for companies involved in IPOs Valuations and technical assessments Identification of opportunities for direct investment Market assessment for new product development 2. World wide stock exchange announcements Compliant with the VALMIN Code (2015 Edition) 3. Mineral Resource Estimations Compliant with JORC Code 2012 and Canadian National Instrument NI43 101 standards. These standards are recognised internationally for mineral resource and ore reserve estimations. 3D modelling of geological features Mineral Resource & Ore Reserve estimations Geostatistics Quality assurance & quality control studies Technical audits & reviews Specialist and JORC competent staff in a wide range of commodities: coal, bauxite, gold, base metals, uranium & special metals, mineral sands, dimension stone and industrial minerals 4. Data Management Seamless integration of data from field to office Customised systems to meet specific client needs Secure & fully transferable to other systems Enterprise class relational database management (RDSMS) 5. Exploration Management From one drilling program to whole program, from area selection to resource estimation 3 P a g e
Field staff and management; team approach is an advantage Exploration database design and management Proficiency and significant experience in various exploration techniques and drilling methods Digital data capture whilst in the field maximising efficiency Strong knowledge and significant experience in industry best practice Proven track record of excellent environmental management Effective daily operations reporting, budget monitoring and client updates 6. Tenement and Agreement management Licence applications, renewals and transfers in all states of Australia All reporting requirements Liaison with state governments on project development issues Negotiation and monitoring of joint ventures, options and access agreements Native Title negotiations 7. Land Management Land access work in all states of Australia Native title work 8. Occupational Health and Safety management We hold safety and health as our highest values Comprehensive systems compliant with current Australian legislation System can be adapted to suit specific projects 9. GIS and map production Maps for reports GIS for exploration planning 10. Environmental services Environmental Permitting Management Assessment of Contaminated Sites 4 P a g e
Hydrogeology Environmental Impact Assessment/Statement Cultural Heritage Management Plans 11. Research grants Preparation of grant applications Negotiation of research inputs with academics Project management of successful grants 12. Marketing reports Covering a wide range of commodities Market assessment for new product development Key Services Hanbury Capital CORPORATE ADVISORY SERVICES Strategic Planning and Implementation Restructure and Turnaround Underperforming Companies and/or Business Divisions Manage the Start-up and Development of New Business Ventures Grow Existing Businesses through expansion into New Markets, Strategic Acquisitions and Joint Ventures Mentoring for Boards and Senior Management INVESTMENT BANKIING SERVICES Mergers, Acquisitions and Divestments of part or all of Companies, Businesses and Selected Assets Sourcing and Arranging Equity Capital from Private and Public markets including IPO s, hybrid securities and secondary issues Sourcing and Arranging Debt Capital including Corporate debt facilities, leasing and factoring 5 P a g e
Selected Experience Geos Mining Valuation (in line with principles of VALMIN Code 2015) of Queensland silica and silica sand projects. Valuation of offshore iron sand and glauconite exploration assets in New Zealand. Scoping overview of graphite projects in Africa and Australia for an investor. Independent Technical Valuation of a major copper project in Peru project, to Hong Kong Stock Exchange listing rules. Resource estimation on a potash-lithium brine deposit in a salt lake in Argentina. Valuation on a potash-lithium-boron salar prospect in Argentina. Resource (JORC Code 2012) for a heavy mineral sands project in the Murray Basin, NSW. VALMIN-compliant Independent Technical Specialist s Report (ITSR) and Valuation of several Australian precious metal, base metal and phosphate mineral assets. Valuation of a thermal coal project in the Bowen Basin, Queensland for local use and export. VALMIN Code compliant Valuation and risk assessment of a hard coking coal project in Queensland. Ongoing 6 monthly valuations of an operating coal mine in the Southern Coalfield, NSW. Quarterly Estimation of private coal royalty valuation for a coal mine near Emerald Queensland. Valuation and Resource Assessment for three exploration licences for precious metals and copper in Queensland. Review and Valuation of a limestone resource in Malaysia. Geological Due Diligence of Duchess Paradise coal tenements in the Canning Basin in WA, confirm the resource and associated technical aspects of the proposed acquisition and evaluate all major technical risks. Estimation of resources and reserves for magnetite iron project in Chile. Scoping study for a phosphate deposit in Mali. Geological review of eight rare earth element prospects in Saudi Arabia and potential for JORC Code 2102 inferred resources. Valuation of a silver-lead-zinc-copper JORC Code 2012 indicated and inferred resource in Indonesia. Identification of projects for potential acquisition; Following a brief desktop study, forty exploration projects were identified for a junior explorer to consider as potential investments. A preliminary prioritisation was made based on publically available data. Six projects have been identified as priority one and further work was recommended prior to any investment. Indicative valuation of a coal mining concession was undertaken in East Kalimantan Province, Indonesia, complying with the JORC and VALMIN Codes. 6 P a g e
Exploration to investigate a coal tenement s potential to host export thermal open cut coal in the Newcastle Coal Measures, and export thermal and coking underground coal in the Wittingham Coal Measures. Prepared an independent geological report and resource estimation on an iron ore deposit in Malaysia for listing on the Hong Kong Stock Exchange (VALMIN & JORC Code compliant). Bauxite exploration management and JORC compliant resource estimation using a geostatistical block model of results from drilling carried out on a bauxite deposit in Cape York, Queensland. JORC and VALMIN compliant indicative valuation of a complex mineral deposit in central Queensland. Numerous geological assessments of coal and mineral properties being considered for purchase by a Chinese company based in Sydney, Australia. A technical assessment and valuation of tenements in NSW and PNG held by a Sydney based junior explorer to determine whether a proposed acquisition deal was fair and reasonable. This was an independent expert report in the terminology of the VALMIN Code, commissioned by a major accountancy company. JORC Code 2012 compliant resource estimation and data management for the Chaketma phosphate deposit, Tunisia. Indicative valuation of a coal property in the Hunter Valley, NSW to assist the client with yearend accounting and for audit purposes. Geos Mining was contracted to estimate the value of a Broken Hill tenement owned by 2 principal joint venture partners and to estimate the market value of one client s share for the respective JV prospects. Geos Mining estimated a resource for the Karinga Creek Potash project. The resource has been estimated for the potassium dissolved in brines that are contained in the drilled core sediments. Selected Experience - Hanbury Capital Appointed Principal Consultant by BSP Capital, the stockbroking and funds management division of the Bank of South Pacific, to provide services as a Capital Markets, Investment Banking Specialist in the areas of; Corporate Financing, Project Financing, Refinancing, Capital Raisings, IPO s, Mergers & Acquisitions, Divestments and Restructurings. Services in connection with mandates for transactions with a value in excess of A$500 million in the Oil and Gas and Communications sectors were undertaken. Retained as corporate adviser and arranger by an Australian gold exploration company to advise on a A$10 million equity raising to fund exploration programs for the development of their Queensland tenements. This involved the preparation of information memorandum materials and identification and briefing of potentially interested investor groups. Retained as corporate advisor and arranger by Renewable Energy Solutions Australia Limited to advise on the acquisition of the business and assets of Surtek Pty Ltd s energy management technology and subsequent capital raising to commercialise the Surtek technology in Australian and international markets. 7 P a g e
Retained as corporate adviser and arranger by an Australian pharmaceuticals company developing novel small molecule drugs for the treatment of inflammation and autoimmune diseases to advise on a A$12 million equity raising. This involved the preparation of information memorandum materials and identification and briefing of potentially interested investor groups. Corporate Adviser and Arranger to an Australian mining and exploration company to advise on a A$10-15 million share placement involving the preparation of information memorandum materials and identification and briefing of potentially interested investor groups. Corporate Adviser and Arranger to Van Dieman Mines plc to prepare bankable feasibility study in accordance with JORC Code and to arrange seed capital of A$5.0 million to fund acquisition of exploration and retention licences, subsequent IPO on the London Stock Exchange and debt raisings totalling A$55 million. Corporate Adviser to health services company Cryosite Ltd to prepare the company for an IPO and to manage the IPO process through to a successful listing on the ASX. Corporate Adviser to an Australian food manufacturing group to prepare the company for an initial public offering. This included preparation of a 3 year strategic plan, establishing corporate governance policies and procedures to ASX listing rules requirements and mentoring the CEO to operate successfully in a public company environment. Corporate Adviser and Arranger to an electricity retailer to advise on debt/equity funding to support the ongoing growth of the company resulting in funding of A$1.5 million through a convertible loan note facility. Corporate Adviser for the sale of an Australian precision telecommunications connector manufacturer to private equity interests. Corporate Adviser and Arranger in securing from a Japanese merchant bank funding of A$8.0 million for an Australian telecommunications start-up company. Corporate Advisor for the sale of Pacific Islands trading group W R Carpenter to Malaysian interests for US$45 million. Corporate Adviser and Arranger in negotiating on behalf of a Swiss pharmaceuticals company a long term raw materials purchase agreement and loan agreement with a major Australian abattoir group - value A$20 million. Corporate Advisers to start-up company Bost Technologies Group specialising as a Telstra partner in the provision of multi-media voice and data communications networks to corporate clients nationally. Corporate Adviser to a major New Zealand abattoir group to negotiate a joint venture agreement with an Australian bio-technology company for a new serum processing facility in New Zealand. Corporate Adviser to a major Australian airline to restructure and prepare for sale one of their non-core operating divisions value A$70 million. Corporate Adviser to negotiate on behalf of a private equity investor the acquisition of a printed circuit board manufacturer from an administrator. Corporate Adviser and Arranger for a backdoor listing for hotel and resorts operator Tourism and Leisure Corporation value A$26 million. 8 P a g e
Corporate Adviser to international engineering group Barr & Murphy to restructure their European operations and prepare and implement a strategic plan for their renewed growth throughout Europe, UK and North America. Corporate Adviser and Arranger to international engineering group Barr & Murphy for their sale to German engineering group GEA Group value US$15 million. Corporate Adviser to electronics manufacturer Centre Industries to devise and implement, as interim CEO, a restructure and turnaround program. For more information, please visit the Geos Mining website: www.geosmining.com 9 P a g e