Executing WA Gold Strategy | INN

Expanding MBK’s WA gold portfolio – HAS to vend its WA gold assets into MBK for shares*

In accordance with the Term Sheet, MBK is to acquire:

• Great Western Gold Pty Ltd (GWG), the holder of a 75% interest in the Whiteheads Gold Project JV tenements and other tenements 100% held by GWG (refer Appendix 1), covering ~380km² located approximately 80km NE of Kalgoorlie (Whiteheads Project);
• Ark Gold Pty Ltd (Ark), the holder of the Ark gold project, comprising two exploration licences located approx. 40km southeast of HAS’ Yangibana Project, 250 km northeast of Carnarvon in Western Australia (Ark Project); and
• The Darcy’s gold project comprising 3 exploration licenses covering an area of ~ 100km² situated adjacent to HAS’ Brockman Niobium and Heavy Rare Earths Project in the East Kimberley region of Western Australia (Darcy Project).

*The Proposed Acquisition is subject to satisfactory completion of mutual due diligence, which is currently in progress, signing of binding documentation, MBK shareholder approval under Listing Rule 7.1 and other necessary approvals, including ASX review pursuant to Listing Rule 11.1.

As consideration for the Proposed Acquisition, MBK will issue to HAS MBK Shares (Consideration Shares) for a total value of $2,300,000, at a share price of $0.014373, being the 10 day VWAP at the date of signing the term sheet. The consideration comprises $2,000,000 for the HAS Gold Assets plus $300,000 for the cash balance to be held by GWG at Completion.

A deferred consideration of $800,000 to the vendors of Whiteheads and subject to defined resource milestones being achieved remains payable by HAS over the next five years¹.

It is the intention of HAS to seek approval of its shareholders to the distribution of the Consideration Shares in-specie to its shareholders, following completion of the acquisition.

Charles Lew will join the board of MBK as a non-executive director and the Board has agreed to appoint Tim Gilbert, currently Chief Operating Officer with HAS, as MBK’s new CEO following completion. Ines Scotland will remain as MBK’s Chair in a non-executive role.

Mr Gilbert is a mining engineer with more than four decades of experience in a range of senior roles in the resources sector across multiple commodities, including battery and base metals, diamonds and gold. His expertise covers a range of strategic, operational, construction and technical roles for major contractors including Theiss, as well as global mining companies including Rio Tinto, Newmont and Gold Field Australia where he was VP Operations and previously General Manager, Agnew Gold Mine.

A summary of the agreed terms for the Proposed Acquisition is set out later in this release.

Fast-tracking Livingstone and Whiteheads to production.

MBK has commenced a scoping study for the Homestead and Kingsley deposits at Livingstone. These projects hold JORC 2012 Mineral Resource Estimates² from surface of:

• 1.68Mt @ 1.35g/t Au for 73.0koz Au, 100% Inferred at Kingsley;
• a total of 1.00Mt @ 1.35g/t Au for 43.4koz Au at Homestead, comprising 83% Indicated – 821Kt @1.37g/t Au for 36.2koz Au and 17% Inferred – 183Kt @1.22 g/t Au for 7.2koz Au;

Mark Cossom and Peter Lester are managing the scoping study for MBK and a mine services group has been engaged to undertake the necessary pit design and technical work. Mark is a consultant geologist and was formerly managing director of Gateway Mining Ltd and prior to that General Manager – Geology and Exploration with Doray Minerals Ltd. Peter Lester is a consultant mining engineer to MBK with over 40 years’ experience in the mining industry.

In addition, MBK has engaged the services of Stuart Stephens to provide exploration management services for the Livingstone project, including progressing mining proposals and necessary approvals required to proceed to production. Stuart is a geologist and former Exploration Manager at Gateway Mining with extensive experience in the WA mining and environmental regulatory framework.

Since acquiring Whiteheads earlier this year, HAS has developed a strategy of fast-tracking the Seven Leaders and Blue Poles deposits to open pit. HAS will commence drilling at Whiteheads in the coming weeks for a maiden JORC Resource and small mining proposals and associated approvals will follow.

MBK’s Chair Ines Scotland commented: “Adding the HAS gold assets plus experienced management to MBK provides MBK with scale for future gold production. The HAS gold projects complement our strategy for the Kingsley and Homestead projects at Livingstone that we are now advancing to Scoping Study stage. The HAS acquisition furthers our strategy of building a gold portfolio in WA with assets that have the potential for near term production utilising nearby third- party processing infrastructure, as well as significant exploration upside. We are looking forward to welcoming Charles Lew to the Board and Tim Gilbert joining as CEO to assist us in implementing our strategy.”

Commenting on the Term Sheet for sale of Hastings’ gold assets, Hastings Executive Chairman, Mr Charles Lew said:

“I am pleased to see the strategic integration of our Whiteheads Project with Metal Bank’s Livingstone Project, creating a promising pathway toward early cash flow through the Seven Leaders deposit. The addition of Hastings gold assets, complemented by experienced management and a clear focus on near-term production opportunities in WA, positions the enlarged company well for future growth. Capitalising on the strong gold price and a talented management team, we aim to realize the full potential of these assets and to advancing our shared strategy for building a robust gold portfolio.”