EMETALS LIMITED — Interim / Quarterly Report 2019

Oct 30, 2018

CORIZON LIMITED

ASX: CIZ

31 October 2018

The Manager
Market Announcements Office
Level 40, Central Park, 152-158 St George's Terrace
PERTH WA 6000

CORIZON QUARTERLY REPORT TO 30 SEPTEMBER 2018

The Directors of Corizon Limited (ASX: CIZ) ("Corizon" or the "Company") are pleased submit the Quarterly Activities Report and Appendix 5B for the quarter ending 30 September 2018.

HIGHLIGHTS

• General Meeting of Shareholders (GM) held on 14 September 2018 in which approval for the Acquisition of RWG Minerals Pty Ltd, consolidation of capital, placement shares and change of name was received.
• The Company lodged the Prospectus with ASX on 8 October 2018 to which the indicative timetable for the Offer is provided in this quarterly activity report.

BACKGROUND

Corizon to acquire RWG Minerals Pty Ltd

On 27 March 2018, Corizon announced that it had entered into a binding Term Sheet for the acquisition of 100% of the issued capital in RWG Minerals Pty Ltd (RWG) (ACN 601 019 112), held by GWR Group Limited (ACN 102 622 051) (Vendor). A summary of the consideration for and conditions precedent to the Acquisition are set out in the announcement dated 27 March 2018.

RWG has 100% interests in 4 (four) granted exploration licences located in Western Australia as further described in the Schedule 1 (RWG Tenements). Corizon has agreed to acquire and the Vendor has agreed to sell all of its rights and interests in all of its shares in the capital of RWG (Company Shares) on the key terms and conditions set out in the announcement dated 27 March 2018 (Acquisition).

Project	Tenements	No of Shares	Granted	Expires	Area (Blocks)
Nardoo Well	E09/2114	100/100	28/08/2015	27/08/2020	42
Twin Hills	E29/950	100/100	23/09/2015	22/09/2020	10
Cookes Creek	E46/1095	100/100	05/04/2017	04/04/2022	13
Cookes Creek	E46/1163	100/100	08/02/2018	07/02/2023	3

Schedule 1 – RWG Tenements

Suite 9, 330 Churchill Avenue, Subiaco WA 6008 | PO Box 866, Subiaco WA 6904

P + 61 8 6489 1600 | F + 61 8 6489 1601 | ABN 71 142 411 390

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CORIZON LIMITED

Shareholder approvals

The resolutions of GM in which shareholder approval was received on 14 September 2018 in order to give effect to the Acquisition were as follows:

(a) Proposed acquisition of RWG Minerals Pty Ltd;
(b) Consolidation of Capital;
(c) Placement Shares; and
(d) Change of Company Name.

INDICATIVE TIMELINE

The updated indicative timetable for the Acquisition and associated events is set out below:

Event	Date
Lodgement of Prospectus with ASIC	5 October 2018
Notice sent to Shareholders	9 October 2018
Ex Date	10 October 2018
Record Date for determining Shareholder entitlements	11 October 2018
Prospectus sent out to Shareholders	16 October 2018
Last day to extend the Entitlement Offer	22 October 2018
Closing date of Entitlement Offer¹	31 October 2018
Securities quoted on a deferred settlement basis	1 November 2018
Notify ASX of under-subscriptions	5 November 2018
Closing date of the Public Offer and the Shortfall Offer²,³
Issue date of Shares subscribed for under the Entitlement Offer³
Settlement of Acquisition³	6 November 2018
Despatch of holding statements	9 November 2018
Re-quotation of securities on ASX (subject to CIZ re-complying with Chapters 1 and 2 of the ASX Listing Rules and subject to ASX agreeing to reinstate CIZ's securities to quotation)	29 November 2018

1. The Directors may extend the Entitlement Offer Closing Date by giving at least 3 Business Days' notice to ASX prior to the Entitlement Offer Closing Date.
2. The Company reserves the right to extend the Public Offer Closing Date or close the Public Offer early without prior notice.
3. The issue date of securities under the Entitlement Offer, Shortfall Offer and Public Offer, as well as under the Acquisition Agreement, are subject to and conditional upon receipt of conditional approval from ASX for the reinstatement of the Company to trading on the Official List. As such, those securities may not be issued on the date set out in the timetable above, which is consistent with the requirements under the ASX Listing Rules in respect of the Entitlement Offer.

ASX has approved an extension to the date by which the Company may issue securities under the Entitlement Offer (which would generally be required no longer than 5 Business Days following the closing date of the Entitlement Offer) until such time as the Company has received conditional approval to be reinstated to trading, and those conditions have been met to the Company's satisfaction.

The above stated date for settlement of the Acquisition and re-instatement to quotation is therefore only a good faith estimate by the Directors and may be extended. The Company reserves the right not to proceed with the Offers at any time before the issue of securities

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CORIZON LIMITED
2

Corporate

As at 30 September 2018, the Corizon Limited share capital position was as follows:

CATEGORY	ASX CODE	NUMBER
Issued Ordinary Shares	CIZ	157,500,000

Cash Position

The Company held $652,437 in cash as at 30 September 2018, compared to $852,530 at 30 June 2018, which represents a net operating cash flow of ($200,093). The Company has cash resources and liquidity for the near term.

for, and on behalf of the Board of directors,

Gary Lyons

Chairman

Corizon Limited

-ENDS-

Forward looking statements

This announcement contains forward-looking statements which are identified by words such as 'may', 'could', 'believes', 'estimates', 'targets', 'expects', or 'intends' and other similar words that involve risks and uncertainties. These statements are based on an assessment of present economic and operating conditions, and on a number of assumptions regarding future events and actions that, as at the date of this announcement, are expected to take place. Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties, assumptions and other important factors, many of which are beyond the control of the Company, the directors and our management. We cannot and do not give any assurance that the results, performance or achievements expressed or implied by the forward-looking statements contained in this prospectus will actually occur and investors are cautioned not to place undue reliance on these forward-looking statements. We have no intention to update or revise forward-looking statements, or to publish prospective financial information in the future, regardless of whether new information, future events or any other factors affect the information contained in this announcement, except where required by law. These forward looking statements are subject to various risk factors that could cause our actual results to differ materially from the results expressed or anticipated in these statements.

Competent Persons Statement

The information in this announcement that relates to Exploration Results is based on and fairly represents information and supporting documentation prepared by Mr Ian Prentice. Mr Prentice is a consultant geologist for Corizon and a member of the Australian Institute of Mining and Metallurgy. Mr Prentice has sufficient experience relevant to the styles of mineralisation and types of deposits which are covered in this announcement and to the activity which they are undertaking to qualify as a Competent Person as defined in the 2012 edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves' ("JORC Code"). Mr Prentice consents to the inclusion in this announcement of the matters based on his information in the form and context in which it appears.

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CORIZON LIMITED
+Rule 5.5

Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

Introduced 01/07/96 Origin Appendix 8 Amended 01/07/97, 01/07/98, 30/09/01, 01/06/10, 17/12/10, 01/05/13, 01/09/16

Name of entity
Corizon Limited

ABN
71 142 411 390

Quarter ended ("current quarter")
30 September 2018

Consolidated statement of cash flows		Current quarter $A'000	Year to date (3 Months) $A'000
1.	Cash flows from operating activities
1.1	Receipts from customers	-	-
1.2	Payments for
	(a) exploration & evaluation	(35)	(35)
	(b) development	-	-
	(c) production	-	-
	(d) staff costs	(35)	(35)
	(e) administration and corporate costs	(138)	(138)
1.3	Dividends received (see note 3)	-	-
1.4	Interest received	2	2
1.5	Interest and other costs of finance paid	-	-
1.6	Income taxes paid	-	-
1.7	Research and development refunds	-	-
1.8	Other (GST Refund)	6	6
1.9	Net cash from / (used in) operating activities	(200)	(200)

2. Cash flows from investing activities

2.1 Payments to acquire:
(a) property, plant and equipment
(b) tenements (see item 10)
(c) investments
(d) other non-current assets

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CORIZON LIMITED
2

Consolidated statement of cash flows		Current quarter $A'000	Year to date (3 Months) $A'000
2.2	Proceeds from the disposal of:
(a) property, plant and equipment
(b) tenements (see item 10)
(c) investments
(d) other non-current assets	-
-
-
-	-
-
-
-
-
2.3	Cash flows from loans to other entities	-	-
2.4	Dividends received (see note 3)	-	-
2.5	Other (provide details if material)	-	-
2.6	Net cash from / (used in) investing activities	-	-
3.	Cash flows from financing activities
---	---	---	---
3.1	Proceeds from issues of shares	-	-
3.2	Proceeds from issue of convertible notes	-	-
3.3	Proceeds from exercise of share options	-	-
3.4	Transaction costs related to issues of shares, convertible notes or options	-	-
3.5	Proceeds from borrowings	-	-
3.6	Repayment of borrowings	-	-
3.7	Transaction costs related to loans and borrowings	-	-
3.8	Dividends paid	-	-
3.9	Other (provide details if material)	-	-
3.10	Net cash from / (used in) financing activities	-	-
4.	Net increase / (decrease) in cash and cash equivalents for the period
---	---	---	---
4.1	Cash and cash equivalents at beginning of period	853	853
4.2	Net cash from / (used in) operating activities (item 1.9 above)	(200)	(200)
4.3	Net cash from / (used in) investing activities (item 2.6 above)	-	-
4.4	Net cash from / (used in) financing activities (item 3.10 above)	-	-
4.5	Effect of movement in exchange rates on cash held	-	-
4.6	Cash and cash equivalents at end of period	653	653

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CORIZON LIMITED

| 5. | Reconciliation of cash and cash equivalents
at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts | Current quarter $A'000 | Previous quarter $A'000 |
| --- | --- | --- | --- |
| 5.1 | Bank balances | 50 | 1 |
| 5.2 | Call deposits | 603 | 852 |
| 5.3 | Bank overdrafts | - | - |
| 5.4 | Other (provide details) | - | - |
| 5.5 | Cash and cash equivalents at end of quarter (should equal item 4.6 above) | 653 | 853 |

6. Payments to directors of the entity and their associates

6.1 Aggregate amount of payments to these parties included in item 1.2
6.2 Aggregate amount of cash flow from loans to these parties included in item 2.3
6.3 Include below any explanation necessary to understand the transactions included in items 6.1 and 6.2

Payments of Director remuneration/fees, superannuation and provision of administration/consulting services.

Current quarter $A'000
35
-

7. Payments to related entities of the entity and their associates

7.1 Aggregate amount of payments to these parties included in item 1.2
7.2 Aggregate amount of cash flow from loans to these parties included in item 2.3
7.3 Include below any explanation necessary to understand the transactions included in items 7.1 and 7.2

The Company engages Cicero Corporate Services Pty Ltd for administrative and company secretarial services. Mr Mathew Walker is a Director of Cicero Corporate Services Pty Ltd.

Current quarter $A'000
12
-

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CORIZON LIMITED

1. Financing facilities available
   Add notes as necessary for an understanding of the position

8.1 Loan facilities
8.2 Credit standby arrangements
8.3 Other (please specify)
8.4 Include below a description of each facility above, including the lender, interest rate and whether it is secured or unsecured. If any additional facilities have been entered into or are proposed to be entered into after quarter end, include details of those facilities as well.

Total facility amount at quarter end $A'000	Amount drawn at quarter end $A'000
-	-
-	-
-	-

NA

9. Estimated cash outflows for next quarter	$A'000
9.1 Exploration and evaluation	40
9.2 Development	-
9.3 Production	-
9.4 Staff costs	35
9.5 Administration and corporate costs	125
9.6 Other (provide details if material)	-
9.7 Total estimated cash outflows	200
10. Changes in tenements (items 2.1(b) and 2.2(b) above)	Tenement reference and location
---	---
10.1 Interests in mining tenements and petroleum tenements lapsed, relinquished or reduced	-
10.2 Interests in mining tenements and petroleum tenements acquired or increased	-

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CORIZON LIMITED

Compliance statement

1. This statement has been prepared in accordance with accounting standards and policies which comply with Listing Rule 19.11A.
2. This statement gives a true and fair view of the matters disclosed.

Sign here: ...
(Company secretary)

Date: ...31 October 2018...

Print name: ...
Sonu Cheema...

Notes

1. The quarterly report provides a basis for informing the market how the entity's activities have been financed for the past quarter and the effect on its cash position. An entity that wishes to disclose additional information is encouraged to do so, in a note or notes included in or attached to this report.
2. If this quarterly report has been prepared in accordance with Australian Accounting Standards, the definitions in, and provisions of, AASB 6: Exploration for and Evaluation of Mineral Resources and AASB 107: Statement of Cash Flows apply to this report. If this quarterly report has been prepared in accordance with other accounting standards agreed by ASX pursuant to Listing Rule 19.11A, the corresponding equivalent standards apply to this report.
3. Dividends received may be classified either as cash flows from operating activities or cash flows from investing activities, depending on the accounting policy of the entity.