2 October 2013 About Metal Bank Limited Metal Bank Limited is an ASXlisted diversified mineral exploration company. Metal Bank s corporate strategy is to maximise shareholder returns through a combination of exploration success and quality project acquisition. Metal Bank s key project is the highly promising Spinifex Ridge East molybdenum, copper, iron and gold project adjacent to Moly Mines Ltd s world class project. Australian Securities Exchange Code: MBK Capital Profile Shares on issue 158.9m Contact Guy Robertson Director Tel: +61 2 9078 7671 James Moses Investor Relations Tel: +61 2 8211 0612 Mob: +61 (0) 420 991 574 HIGHLIGHTS METAL BANK TO ACQUIRE ROAR RESOURCES PTY LTD Metal Bank will acquire all the issued share capital in Roar Resources in exchange for shares in Metal Bank Through this acquisition, Metal Bank will acquire two highly prospective gold exploration projects in the Cracow- Mt Rawdon district in south-east Queensland Roar director, Tony Schreck, will join the Metal Bank Board as an executive director to head up exploration The transaction is in line with Metal Bank s core strategy to build a valuable inventory of quality mining assets. Metal Bank Limited (Metal Bank or the Company) (ASX code: MBK) is pleased to announce that it has entered into an agreement (Roar Agreement) with the shareholders of Roar Resources Pty Ltd (Roar) to acquire 100% of the total issued capital of Roar in exchange for the issue of 106,944,444 Company shares (Consideration Shares). The acquisition of Roar will provide MBK with ownership of two highly prospective gold exploration projects the Triumph and Eidsvold projects in the northern New England Fold Belt of south-east Queensland which has hosted several gold mines including the nearby Cracow and Mt Rawdon gold mines of Evolution Mining. Inés Scotland, the Chair of MBK said: The acquisition of Roar represents a significant opportunity for the Company to expand its project base by including two gold exploration projects in the vicinity of historical and current gold mining in south-east Queensland. It provides MBK with access to Roar s exploration experience, proven track record of discovery success and will expand the MBK Board s skill set with the addition of Tony Schreck. Metal Bank Limited ABN:51 127 297 170 Telephone: +61 2 9078 7660 Facsimile: +61 2 9078 7661 Email: info@metalbank.com.au Level 9, 50 Margaret Street, SYDNEY NSW 2000 PO Box R933 Royal Exchange, NSW 1225 Australia 1
To date Roar has been successful in applying new geological concepts and exploration methodologies to historical mining areas, having delineated several exploration targets. Both projects are considered to be prospective for intrusive-related high grade vein as well as bulk tonnage disseminated and breccia style gold deposits. The projects include several quality targets which have been delineated and are ready to be drilled tested As part of the Roar Agreement, the Company has undertaken to spend a minimum of $600,000 on exploration and development of these exploration projects within 12 months from the date of completion of the Roar Agreement. Completion of the Roar Agreement is subject to satisfaction of a number of conditions precedent on or before 1 January 2014 (or such later date as the parties agree), including any applicable Corporations Act or Listing Rule approvals and approval of MBK shareholders at the Company s Annual General Meeting, to: the issue of the Consideration Shares to the Roar shareholders under Listing Rule 7.1; the appointment of Tony Schreck to the Board of MBK; and the issue of 15,000,000 management options at an exercise price to be agreed between Tony Schreck, Jamie Alpen (who are currently directors of Roar) and the Company (such price cannot be lower than 3 cents) expiring 5 years from the date of shareholder approval. Other conditions precedent, which must also be satisfied or waived on or before 1 January 2014 (or such later date as the parties agree), include neither company issuing shares, disposing of assets, encumbering assets or experiencing an insolvency event, prior to completion of the transaction. In the event that the conditions precedent are not satisfied (or waived) prior to 1 December 2013, MBK has agreed to pay to Roar a break fee of $100,000 as reasonable compensation for the costs Roar has incurred in relation to the transaction and the opportunity costs associated with not pursuing alternative transactions. Completion of the purchase of Roar shares and issue of the Consideration Shares, will take place within 10 business days following satisfaction (or waiver) of all conditions precedent, including Metal Bank shareholder approval at the MBK Annual General Meeting, which is scheduled to be held on 29 November 2013. Metal Bank Limited ABN:51 127 297 170 Telephone: +61 2 9078 7660 Facsimile: +61 2 9078 7661 Email: info@metalbank.com.au Level 9, 50 Margaret Street, SYDNEY NSW 2000 PO Box R933 Royal Exchange, NSW 1225 Australia 2
About Roar Resources Pty Ltd Roar is a private gold exploration company focused on the development of historical goldfields in Queensland, a strategy which has proven to be highly successful in the minerals industry. Roar s Triumph and Eidsvold Gold projects are situated in south-east Queensland in a region containing significant gold resources and two active mining operations, the Cracow Gold Mine and Mt Rawdon Gold Mine. Roar has recognised both the Triumph and Eidsvold projects as large intrusive related poly-metallic systems. Triumph is >15km 2 in area and Eidsvold is >40km 2 in area. Recognition of the scale and extent of the gold system offers excellent scope for the discovery of new gold systems. The next phase of exploration is drilling dominated and aimed at defining a maiden gold resource as a first step in growing and developing our resource base. Roar currently has a portfolio of five 100% held exploration tenements (covering 1,020km 2 ) situated within the northern New England Fold Belt of central Queensland (Roar Tenements). The Roar Tenements are as set out in the map below. 3
Roar has embarked on a clear development pipeline with a short term goal of defining a gold resource in and around Milton Goldfield (Triumph Project) coupled with a medium term goal of the development of a gold resource within the 10km structural / alteration corridor which encompasses the historical Eidsvold Goldfield (Eidsvold Project). TRIUMPH PROJECT (100%) The Triumph Project is centered on the Milton Goldfield where historical mining, circa late 1800 s, yielded high grade gold. Mineralisation is hosted in a tonalite intrusive predominantly masked by shallow <10m cover sediments. The next phase of drilling will initially focus on the Bald Hill Prospect where outcropping high grade gold mineralisation and historical underground working have been underexplored in the past and remain open in all directions. The entire Triumph hydrothermal system defined to date covers an area of >15km 2 with limited previous drilling (Roar and historical drilling) confirming wide spread high grade gold mineralisation. Recent detailed airborne magnetic data combined with field exploration data and interpretations provide a solid platform to commence the next phase of drilling. 3
EIDSVOLD PROJECT (100%) The Eidsvold project is centered on the historical high grade Eidsvold Goldfield which produced 100,000 ounces of gold (1887 1914). The Cracow mine (3M oz Au) is approximately 50km west of the project, and the Mt Rawdon mine (2M oz Au) is approximately 50km east. Roar, through initial exploration, has quickly demonstrated that the project has strong potential for bulk tonnage breccia style gold mineralisation. The priority target is the Mt Brady Prospect where initial sampling has returned rock chip results at surface of up to 18.55 g/t Au from a new breccia style system with no previous drilling. A 10km long corridor which extends from the historical Eidsvold Goldfield to Mt Brady Prospect is also considered highly prospective for bulk tonnage style gold mineralisation. This corridor will also be the focus for future exploration programs. Mr Tony Schreck (MAIG) is a Director of Roar Resources Pty Ltd and compiled the technical aspects relating to the projects of Roar Resources as set out above. Mr Schreck has sufficient experience that is relevant to the style of mineralization and type of deposit under consideration and to the activity that is being reported on to qualify as a Competent Person as defined in the 2004 edition of the Australasian Code for Reporting of Mineral Resources and Ore Reserves. Mr Schreck consents to the inclusion in the report of the matters in the form and context in which it appears. About Metal Bank: Metal Bank is in the business of mining exploration and development, and utilises the corporate expertise of its Board and management team to lead investment transactions in the resource industry. MBK s core strategy is to build a valuable inventory of mining assets. This strategy of the acquisition and development of a carefully selected portfolio of mining projects, complimented by a well qualified Board of Directors and an experienced geological team, is considered to be the cornerstone philosophy of the Company. Metal Bank completed a $1.75 million placement to strategic sophisticated investors in August of this year and also appointed Ms Inés Scotland as Chair of the Company. SPINIFEX RIDGE EAST PROJECT (80%) Metal Bank s Spinifex Ridge East Project consists of 2 granted exploration leases (45/2596, E45/3099) adjacent to Moly Mines Ltd (ASX: MOL) Spinifex Ridge Iron Ore Mine and world class Molybdenum project. Metal Bank has an 80% interest in the Project. The Project is located some 50km north-east of Marble Bar in the East Pilbara region of Western Australia. The tenement borders the existing Spinifex Ridge Iron Ore Mine & Moly Mines Molybdenum-Copper Resource. The Bamboo Creek shear zone has been a major regional gold producer and the geology that hosts the Bamboo Creek goldfield continues northwesterly onto the northern extent of Metal Bank s exploration licence E45/2596. This geology is considered to hold the greatest potential for short-term identification of potentially economic mineralisation. Metal Bank s Spinifex Ridge East project also covers an extensive portion of a prospective granite-greenstone contact. The project area is thus attractive for a number of mineralisation styles including porphyry hosted molybdenum-copper and shear-related gold deposits. 4
Prior to Metal Bank acquiring the project in June 2011, rockchip and soil geochemical sampling outlined four surface copper exposures immediately east of the Spinifex Ridge Mo-Cu deposit - Copper Gossan, Terry s Gossan, Copper Find and Norm s Find as well as the Northern gold in soil anomaly. BOWEN BASIN Mount MacKenzie EPM 15668 was granted to King Eagle Resources Pty Limited (KER), a subsidiary of Golden Cross Resources Ltd (GCR) on 28th of September 2007 for a period of 5 years. Metal Bank Ltd now owns the tenements outright after the sale from GCR in March 2011. The tenement is in the Bowen-Collinsville district of North Queensland, and approximately 30km west - southwest of the township of Bowen. Principal exploration targets are high tonnage low-grade porphyry-related Cu-Mo±Au systems and high-grade mesothermal precious and/or base metal mineralisation. Limited work was undertaken on this prospect during the year. Board of Directors and Management Inés Scotland (Non-Executive Chairman) Guy Robertson (Executive Director) George Frangeskides (Non-Executive Director) Sue-Ann Higgins (Company Secretary) Registered Office Metal Bank Limited 50 Margaret Street Sydney, NSW, 2000 AUSTRALIA Phone: (+61) (2) 9078 7669 Facsimile: (+61) (2) 9078 7661 Share Registry Advanced Share Registry Services 150 Stirling Highway Nedlands WA, 6009 AUSTRALIA Phone: (+61) (8) 9389 8033 Facsimile: (+61) (8) 9389 7871 www.advancedshare.com.au Please direct all shareholding enquiries to the share registry 4