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EQ RESOURCES LIMITED — Capital/Financing Update 2012
Apr 9, 2012
64867_rns_2012-04-09_f9d74740-5425-41f4-8323-83a643612ee2.pdf
Capital/Financing Update
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10 April 2012
Company Announcements Office Australian Securities Exchange
Gossan Hill Gold Limited Initial Public Offering
Carbine Tungsten Limited (ASX Code: CNQ) is pleased to advise that the offer of shares under the Initial Public Offering (IPO) of Gossan Hill Gold Limited (Proposed ASX Code: GOS) is open to Carbine Tungsten shareholders. At the date of listing on the ASX Carbine Tungsten will hold a 22.4% shareholding interest in Gossan Hill Gold if the offer is fully subscribed. The Gossan Hill Gold IPO Prospectus, dated 24 February 2012, invites subscriptions for up to 40,000,000 shares at an issue price of $0.20 per share to raise $8,000,000 with a minimum subscription of $4,000,000.
The funds raised will be used to undertake an aggressive exploration programme to test the high-quality targets already identified, to continue the search for a world-class mineral deposit and for corporate costs.
Carbine Tungsten shareholders may participate in the Priority Offer described in the Prospectus, while all other investors are invited to participate in the Public Offer. Attached is a copy of the letter being sent to Carbine Tungsten shareholders. This letter will be accompanied by a personalised Priority Application Form and a copy of the Prospectus. Carbine Tungsten recommends that you carefully read the Gossan Hill Gold Prospectus in its entirety and seek professional advice as appropriate. Also attached is a Gossan Hill Gold brochure and corporate presentation.
The Prospectus is available for download from the Gossan Hill Gold website at:
www.gossanhillgold.com.au
Carbine Tungsten Limited
Robert J Waring
Company Secretary
Carbine Tungsten Limited
ACN 115 009 106
Cairns Office: 50 Scott Street, Bungalow Queensland 4870, Tel: +61 7 4052 2400, Fax: +61 7 4052 2444 Registered Office: Suite 505, Level 5, 35 Lime Street, Sydney NSW 2000, Tel: +61 2 9279 1252, Fax: +61 2 9279 2727
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30 March 2012
Dear Carbine Tungsten Limited Shareholder
GOSSAN HILL GOLD LIMITED PROSPECTUS AND PRIORITY OFFER
It is with pleasure that I invite you to participate in a priority offer to subscribe for shares in Gossan Hill Gold Limited, an exciting proposed new Listing on the ASX.
Gossan Hill Gold Limited (Proposed ASX Code: GOS) was incorporated in November 2010 as a gold-focused entity to consolidate, fund and manage the exploration and development of several advanced gold prospects in New South Wales. Vendors of the gold properties into the GOS are Carbine Tungsten Limited, Bright Star Resources Limited and Robust Resources Limited. All the properties will be 100% owned by GOS and all ready to drill. Upon successfully listing, GOS will immediately and systematically begin an aggressive programme of drilling with regular and continuous ASX announcements on additional resource and discovery results.
The GOS Prospectus offers up to 40 million shares at 20 cents to raise up to $8 million. The Company's Board has resolved that eligible Carbine Tungsten Limited, Bright Star Resources Limited and Robust Resources Limited Shareholders have a collective priority to subscribe for up to 20,000,000 shares in the Company’s shares by submitting their applications and funds by 30 April 2012.
Furthermore, all shareholders registered on the GOS share register at a date to be determined, approximately four months after the Company commences trading on ASX will be offered an entitlement to one Option for every two Gossan Hill Gold shares held on that date. The final date will be announced by the Company to the ASX at that time. The Options will be issued at 1 cent each with an exercise price of 20 cents and an expiry date of 21 May 2014.
If after reading the Prospectus you wish to apply for GOS shares you should fill out one of the loose-leaf Priority Application Forms that accompanies the Prospectus. Eligible Carbine Tungsten Shareholders are reminded that the Priority Offer closes on 30 April 2012 . If you require further information on GOS please do not hesitate to contact the GOS Chairman, Andy White on 0411 110 513 or email him at [email protected].
Please find enclosed a copy of the Gossan Hill Gold Limited Prospectus dated 24 February 2012, together with a Priority Application Form.
Yours sincerely Carbine Tungsten Limited
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Leon Pretorius
Executive Chairman
Carbine Tungsten Limited
ACN 115 009 106 Registered Office: Suite 505, Level 5, 35 Lime Street, Sydney NSW 2000, Tel: +61 2 9279 1252, Fax: +61 2 9279 2727 Cairns Office: 50 Scott Street, Bungalow Queensland 4870, Tel: +61 7 4052 2400, Fax: +61 7 4052 2444
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Gossan Hill Gold Limited
30 March 2012
COMPANY OVERVIEW
- Gossan Hill Gold Limited (“GOS”) was incorporated in November 2010 to provide a gold-focused entity to fund and develop several gold exploration prospects, including those formerly held by Carbine Tungsten Limited (formerly called Icon Resource Ltd).
Key Dates
| Key Dates | ||
|---|---|---|
| Prospectus lodged with ASIC | 24 February2012 | |
| Offer OpeningDate PriorityOffer ClosingDate Offer ClosingDate Anticipated allotment of Shares Anticipated date for ASX Listing |
5 March 2012 30 April 2012 7 May2012 14 May2012 21 May2012 |
-
The Company is seeking to raise $8,000,000 through the issue of 40,000,000 Shares at an issue price of $0.20 per Share.
-
The Company’s strategy is to drill and otherwise explore several gold prospects, in each of which there is strong indication for potentially economic gold mineralisation.
-
The Company’s prospects are all in New South Wales, centred on known gold occurrences, some with historic production. The prospects contain more than 20 individual quality targets to be tested.
Offer Details
Funds Raised $8,000,000 with a minimum of $4,000,000 Offer Price $0.20
- The Company has assembled an experienced team of geologists and field crew under the leadership of its General Manager, Geology, Dr Kristin Butera.
CAPITAL STRUCTURE
| Minimum | Maximum | |||
|---|---|---|---|---|
| Total Raised | $4,000,000 | $8,000,000 |
||
| Shares on issue | 22,000,000 | 22,000,000 |
||
| Vendor Shares to be issued | 11,600,000 | 11,600,000 |
||
| Shares Issued Pursuant to the Offer | 20,000,000 | 40,000,000 |
||
| Performance Sharespost-IPO* | 500,000 | 500,000 |
||
| Total Shares on Issuepost Offer | 54,100,000 | 74,100,000 |
||
| Market Capitalisation at Offer Price | $10,820,000 | $14,820,000 |
||
| USE OF FUNDS |
KEY INVESTMENT HIGHLIGHTS
-
GOS’s goal is to discover one or more gold deposits and bring the discoveries into production, so enhancing shareholder value.
-
The Company has acquired or entered into agreements to acquire four prospects in South-Central and North-Eastern New South Wales including Mt Adrah, Bauloora, Peel Fault and Weabonga.
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GOS aims to start a substantial drilling campaign as soon as the Offer is concluded to maximise the opportunity for new discovery and increase in gold resources for the Company.
| CAPITAL STRUCTURE | CAPITAL STRUCTURE | |
|---|---|---|
| Minimum Maximum |
||
| Total Raised $4,000,000 $8,000,000 |
||
| Shares on issue 22,000,000 22,000,000 |
||
| Vendor Shares to be issued 11,600,000 11,600,000 |
||
| Shares Issued Pursuant to the Offer 20,000,000 40,000,000 |
||
| Performance Sharespost-IPO* 500,000 500,000 |
||
| Total Shares on Issuepost Offer 54,100,000 74,100,000 |
||
| Market Capitalisation at Offer Price $10,820,000 $14,820,000 |
||
| USE OF FUNDS | ||
| Minimum Maximum |
||
| Pre-offer Cash | $400,000 $400,000 |
|
| Total Raised in the Offer | $4,000,000 $8,000,000 |
|
| Total Funds Available | $4,400,000 $8,400,000 |
|
| Exploration Expenditure(inc Administration) | $3,583,000 $7,465,000 |
|
| Expenses of the Offer | $403,000 $603,000 |
|
| General Working Capital | $414,000 $332,000 |
|
| Total Use of Funds | $4,400,000 $8,400,000 |
|
| Contact: Gossan Hill Gold Limited ACN 147 329 833 Suite 505, 35 Lime Street Sydney NSW 2000 T: (+61 2) 9279 1252 F: (+61 2) 9279 2121 W:www.gossanhillgold.com.au Dr Andrew H White- Executive Chairman M: (+61) 411 110 513 E:[email protected] Mr Russell Krause M: (+61) 419 365 573 E:[email protected] |
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The Mt Adrah prospects lie North-West of Adelong, in central western NSW which has excellent infrastructure including power, transport and water.
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The deposit has a JORC compliant Inferred Resource of 239,000 ounces of gold to a depth of 120m at a cut-off of 0.5g/t Au .
-
The Bauloora Prospects cover part of the Tumut Synclinorial Zone of the Lachlan Fold Belt, North-West of Cootamundra, in the South-East of New South Wales. The area contains late Silurian to early Devonian dominantly acid volcanics and sediments.
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The Peel Fault is a major geological suture separating sedimentary rocks of the Tamworth Trough to the west from Ordovician and Cambrian deep ocean floor volcanics and sedimentary rocks to the east, including a suite of serpentinised ultramafic rocks adjacent to the fault zone.
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Weabonga lies East-South East of Tamworth and recent sampling of mullock dumps at the Rainbow workings returned two high-grade gold results (50g/t and 32g/t gold).
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The GOS Board includes Directors with lengthy experience in the resources industry and especially in cost-effective exploration and project development.
DISCLOSURE & DISCLAIMER: The information in this document has been directly sourced from the Gossan Hill Gold Limited Prospectus that was lodged with ASIC on 24 February 2012. Because this document has been prepared without consideration of any specific client’s investment objectives, financial situation or needs it must be treated as being general advice only and an investment adviser should be consulted before any investment decision is made. While this document is based on the information from sources which are considered reliable Gossan Hill Gold Ltd its representatives, directors, employees and consultants ("Gossan Hill Gold and its associates") do not represent, warrant or guarantee, either expressly or impliedly, that the information contained in this document is complete or accurate. Nor does Gossan Hill Gold and its associates accept any responsibility to inform recipients of this document of any matter that subsequently comes to its notice which may affect any of the information contained in this document. Anyone who wants to acquire shares in Gossan Hill Gold Limited will need to complete the application form that is in the Prospectus.
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SUMMARY OF PROJECT DETAILS
-
Since incorporation the Company has acquired or entered into agreements to acquire four prospects in South-Central and NorthEastern New South Wales. The prospects are:
-
Mt Adrah - At Mt Adrah there is a JORC compliant inferred resource totalling 239,000 ounces of gold mineralisation to 120m in the Hobbs deposit. This is now believed to belong to the intrusion-related gold deposit category. It lies on the Gilmore Suture, north west of the old gold mining centre of Adelong. Mineralisation is open at depth below 315m, and there are a number of near-by prospects yet to be tested by drilling for additional mineralisation of this type.
-
Bauloora - A large, untested low sulphidation epithermal gold mineralised system near Cootamundra. Drilling and detailed geological mapping are planned to test this prospect, where surface rock chip samples grading up to 39g/t Au with visible gold have been obtained.
-
Peel Fault - East of Barraba in the New England district: a recent discovery of near-surface gold mineralisation in altered rocks in and adjacent to the fault zone, prospective for orogenic and intrusion related gold mineralisation along the fault and covered by an extensive tenement holding.
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Weabonga - An historic gold camp south east of Tamworth, where mining ceased in 1916 in high grade mineralisation and virtually unexplored since then.
PURPOSE OF OFFER & USE OF FUNDS
-
Funds raised through this Offer will be used by Gossan Hill Gold to implement a cost effective exploration programme over a two-year time frame. An emphasis will be placed on drilling with the first year of exploration focussing on drilling targets identified by previous exploration work and particularly to extend known gold mineralisation.
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The funds raised will allow the continued exploration of the projects, in particular to:
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determine if sufficient gold resources can be found in advanced prospects to justify feasibility studies leading to future mining;
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establish a cash flow by bringing those prospects with potential reserves into production if feasible; and
-
identify, acquire and evaluate new targets.
MANAGEMENT TEAM
The members of the Board of Directors have extensive experience in exploration, financial evaluation and development of mining projects, mining and company direction. They share a commitment to ensuring high standards of corporate governance are implemented and maintained.
-
Dr Andrew White – Executive Chairman BSc (Hons), PhD GAICD FAIG FSEG MAAPG
-
Dr White is a geologist with over 45 years’ experience in exploration, project development, mine management & financial evaluation of mining investments. He has lengthy experience in exploration for and assessment of gold projects. He was the Non-executive Chairman of Carbine Tungsten (formerly called Icon Resources Limited) from October 2005 until March 2010, and continues as a Non-Executive Director. He is the author of the text “Management of Mineral Exploration”.
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Dr Leon Pretorius – Non-Executive Director BSc (Hons) MSc PhD FAusIMM (CP) MAIG PrNatSci
-
Dr Pretorius is a geochemist and brings to the Company 40 years of international mineral & mining experience. He has also been involved as a Public Company Director in Australia and overseas for more than 25 years. Dr Pretorius was an Executive Director of Paladin Energy Limited and Managing Director of Deep Yellow Limited, prior to joining Carbine Tungsten’s (formerly called Icon Resources Limited) Board as Executive Chairman.
-
Mr Robert Waring – Non-Executive Director & Company Secretary BEc, CA, FCIS, FFin, FAICD, MAusIMM
-
Mr Waring has over 30 years of experience in Financial Accounting and Company Secretarial roles principally in the resources industry. He is involved as Company Secretary with several Public Companies listed on the Australian Securities Exchange including Carbine Tungsten (formerly called Icon Resources Limited) and a Director of companies in the Spencer Hamilton Limited group, which provides secretarial and corporate advisory services to a range of listed and unlisted companies. Robert was a director of ASX-listed PlatSearch NL for 15 years.
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Mr Andrew James (Jim) Morgan – Non-Executive Director B.TEC ELEC
-
Mr Morgan has over 30 years of experience in the Australian and International mining and construction industries, most recently as General Manager – Project Development for ASX-listed Paladin Energy Ltd at Paladin’s Langer Heinrich Uranium Project in Namibia. Before joining Paladin, Mr Morgan held senior positions and played key roles in the mine development of Lafayette Mining Limited, Rapu Rapu mine in the Philippines and Ticor at the Richards Bay mineral sands mining and titanium smelter project in South Africa. He acted as Owner’s Site Manager for Newcrest Mining Ltd for the Cadia Gold-Copper mine at Orange, NSW, and as Owner’s Engineering Manager at Newcrest’s Gosowong Gold mine in Indonesia.
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Dr Kristin Butera – General Manager, Geology BSc (Hons), PhD, MAIG.
-
Dr Butera is a multi-skilled geologist with over 13 years of experience in conducting and managing gold and base metals exploration and has been instrumental in the discovery and delineation of several economic green fields and near-mine mineral systems. Kris has previously held Exploration Manager and Chief Geologist positions for several publicly listed companies.
DISCLOSURE & DISCLAIMER: The information in this document has been directly sourced from the Gossan Hill Gold Limited Prospectus that was lodged with ASIC on 24 February 2012. Because this document has been prepared without consideration of any specific client’s investment objectives, financial situation or needs it must be treated as being general advice only and an investment adviser should be consulted before any investment decision is made. While this document is based on the information from sources which are considered reliable Gossan Hill Gold Ltd its representatives, directors, employees and consultants ("Gossan Hill Gold and its associates") do not represent, warrant or guarantee, either expressly or impliedly, that the information contained in this document is complete or accurate. Nor does Gossan Hill Gold and its associates accept any responsibility to inform recipients of this document of any matter that subsequently comes to its notice which may affect any of the information contained in this document. Anyone who wants to acquire shares in Gossan Hill Gold Limited will need to complete the application form that is in the Prospectus.
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GOSSAN HILL GOLD LIMITED
ACN 147 329 833
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PROSPECTUS FOR THE OFFER OF 40 MILLION ORDINARY SHARES
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Board of Directors, Management
Executive Chairman, Geologist and Company Director, 49 years experience.
Dr Andrew (Andy) White
Non-Executive Director, Geochemist and Company Director, 41 years experience.
Dr Leon Pretorius
Mr A James (Jim) Morgan Mr Robert Waring
Non-Executive Director, 30 years Electrical Engineering, Mining and Construction experience.
Non-Executive Director and Company Secretary, 30 years financial accounting and Company Secretarial experience.
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| Capital Structure | ||||
|---|---|---|---|---|
| Minimum Subscription $4,000,000 |
Full Subscription $8,000,000 |
|||
| Offerpriceper share | $0.20 | $0.20 | ||
| Shares already issued | 22,000,000 | 44.66% | 22,000,000 | 36.90% |
| Comprising: CNQ Seed Willowood |
16,500,000 4,000,000 1,500,000 |
30.50% 7.40% 2.70% |
16,500,000 4,000,000 1,500,000 |
22.20% 5.40% 2.00% |
| Shares to be issued subject to Agreement for Sale of Tenements(Vendor shares) |
11,600,000 | 21.40% | 11,600,000 | 15.65% |
| Comprising: BUT ROL |
10,000,000 1,600,000 |
18.50% 2.90% |
10,000,000 1,600,000 |
13.45% 2.20% |
Capital Structure
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Projects
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Projects ready to drill: geophysics, geochemistry and geology done, targets selected.
Mt Adrah: 239,000 oz JORC Inferred Resource at 1.3g/t (>500,000 oz total contained mineralisation). : Target >2.5 million oz intrusion-related gold. Bauloora: Target: multimillion oz highgrade gold/silver Pajingo analogue. Peel Fault: Targets: orogenic, intrusionrelated and Carlin-type gold prospects. : Weabonga: Target Wattle Gully high-grade quartz vein analogue.
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Mt Adrah (Hobbs)
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Intrusion related gold.
-
Only works if very large (>2.5 million oz) underground block cave.
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JORC inferred resource to 120m: 239,000 oz at 1.3g/t at cut-off of 0.5g/t.
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Grade consistent at depth, open at 350m.
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95% gold recovery (BIOX and gravity).
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Drill 1200m hole to establish initial potential for >1-2 million oz.
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If successful grow value by scoping size and
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Mt Adrah SE extension, outcrop 600m SE of Hobbs
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Mt Adrah (Hobbs) - Concept
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Possible extent of mineralised intrusive at depth based on surface exposures, magnetic interpretation and topography. First Planned Drill Hole (1200m vertical)
Current surface projection of existing Resource – if continuous to 1200m , potential mineralisation is 2.4MOz Au
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Bauloora
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Untested low-sulphidation epithermal gold, only recently recognised.
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Visible gold in float, assays to 39g/t Au in rock chips.
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This style of deposit typically >>1 million oz, high-grade (6-12g/t), analogous to Pajingo, Cracow.
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Strike length ~2km, up to 5m wide.
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And the Peel Fault?
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Palaeozoic greenstone belt, virtually untested in modern times, produced 11t gold over 100 years.
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2010 discovery by CNQ opens up a range of gold prospect types: Orogenic gold, Carlin-style and Intrusion-Related Gold targets.
Mineralised Devonian sediment core (akin to Carlin-style)
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- Drill out 2010 discovery, test other target types.
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And last but not least, Weabonga
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Three prospects, visible gold, rock chips to 52g/t.
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Analogous to Wattle Gully deposit.
Cross-cutting quartz veins in black shale (Highland Mary mine at Weabonga)
- Potential for very high-grade, structurally-controlled deposits.
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- Drill geophysical / structural targets.