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FIN RESOURCES LIMITED Interim / Quarterly Report 2018

Apr 18, 2018

64920_rns_2018-04-18_57d5dc30-85f5-4898-b833-53dbeda43b81.pdf

Interim / Quarterly Report

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ASX Release 19 April 2018

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Company Announcements Office ASX Limited

Corporate Directory Managing Director Mr Greg Bandy

By E-Lodgement

Non-Executive Director Mr Jason Bontempo

MARCH 2018 QUARTERLY REPORTS

Highlights

  • The Company has entered into Joint Venture Agreements to acquire majority interests in 3 resource exploration tenements located in Western Australia (Projects)

  • The Company has been renamed Fin Resources Limited

  • The Company will appoint two new experienced directors - Mr. Justin Tremain and Mr. Andrew Radonjic

  • The Company issued a prospectus (Prospectus) to raise $1m at $0.02 per

share

Non-Executive Director Mr Nathan Rayner

Company Secretary Aaron Bertolatti

Fast Facts Issued Capital 463.4m pre-Consolidation 231.7m post-Consolidation

Cash (31 Mar 2018) $3.6 million

  • The Company will consolidate its capital on a 1:2 basis

The Board of Fin Resources Limited ( the Company ) (formally Orca Energy Limited) provides the following commentary and Appendix 5B for the March 2018 Quarter.

Acquisition of Western Australian Resource Projects

The Company has entered into 3 Joint Venture Agreement ( JV Agreements ) to acquire majority interests in exploration tenements located in Western Australia ( Projects ). They include:

  • (a) a JV Agreement with Sammy Resources Pty Ltd (a subsidiary of Cazaly Resources Limited (ASX: CAZ)) to acquire a 51% interest in exploration licence E80/4808 ( McKenzie Springs Project ), which is considered to be prospective for magmatic NiCu sulphide and Platinum Group Element (PGE) mineralisation, and the right to farmin to an additional 19% interest in the Project;

  • (b) a JV Agreement with Neon Space Pty Ltd to acquire a 51% interest in exploration licence E20/900 ( South Big Bell Project ), which is considered to be prospective for gold, and the right to farm-in to an additional 19% interest in the Project; and

  • (c) a JV Agreement with Crosspick Resources Pty Ltd to acquire a 51% interest in exploration licence E28/2652 ( Sentinel Project ), which is considered to be prospective for gold, and the right to farm-in to an additional 19% interest in the Project.

35 Richardson Street West Perth WA 6005 [email protected] www.finresources.com.au

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The consideration payable for an initial interest of 51% in each Project and the right to farm-in to an additional 19% interest is set out below.

Project Shares Options Royalty Farm-in right
McKenzie Springs
5,000,000
10,000,000 Nil Additional 19% interest by spending
Project $500,000 within 18 months
South Big Bell 2,500,000 5,000,000 2% of net smelter return Additional 19% interest by spending
Project $1,000,000 within 3years
Sentinel Project 2,500,000 5,000,000 2% of net smelter return Additional 19% interest by spending
$1,000,000 within 3years
Total 10,000,000 20,000,000 2% of net smelter return $2,500,000 for an additional 19%
on South Big Bell and interest in the Projects
Sentinel Projects

The options will be exercisable at $0.03 each and will expire 3 years after issue ( New Options ).

It is expected that the proposed acquisition will complete on or around 26 April 2018.

Projects

The Company proposes to acquire the McKenzie Springs Project, the South Big Bell Project and the Sentinel Project, brief summaries of which are set out below.

McKenzie Springs Project

The McKenzie Springs Project is located 85km northeast of the township of Halls Creek in the Kimberley region of Western Australia. The Project comprises a single granted Exploration Licence, namely E80/4808. The Project hosts mafic and ultramafic intrusions that are prospective for magmatic Ni-Cu sulphide and Platinum Group Element (PGE) mineralisation. Additionally, the Tickalara Metamorphic geology within the project is prospective for graphite mineralisation.

Nickel mineralisation within the McKenzie Springs Project is associated with the basal contact of mafic-ultramafic rocks in a similar geological setting to the Savannah Nickel Mine owned by Panoramic Resources Ltd (ASX:PAN) to the north. Rockchip sampling of gossan outcrops in conjunction with limited historical drilling has confirmed the potential for the presence of nickel mineralisation within the Project. Recent work completed by Cazaly Resources Ltd (Cazaly, ASX:CAZ) includes the acquisition and processing of historic airborne electromagnetic (GEOTEM) data which covers the majority of the prospective area within the McKenzie Springs Project. The geophysical interpretation, coupled with known geology and geochemical survey results highlighted numerous conductive targets within both the prospective nickel and graphite corridors.

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During a reconnaissance field trip at the McKenzie Springs Project, Cazaly located and sampled an outcrop of graphitic schist. Subsequent research of historical data identified further evidence of graphite bearing units associated with high grade metamorphic rocks of the Tickalara Metamorphic suite which trend through the tenement for approximately 15km. Petrographic analysis of a composite sample confirmed that the graphite is high grade flake graphite with the potential to be chemically converted into graphene. One of the targets highlighted from the GEOTEM survey included conductive stratigraphy which is considered potentially representative of shallow, high conductive graphite units being the same stratigraphic continuation of the graphitic schist sampled by Cazaly. The Company is currently reviewing all available data, details of this review will be included in the Prospectus.

Exploration work will focus on defining drill targets for both nickel and graphite mineralisation.

South Big Bell Project

The South Big Bell Project is located 25km west of the township of Cue in the Murchison Goldfields. The Project comprises a single granted Exploration Licence, namely E20/0900. The Project lies to the south of the Big Bell Gold Mine, currently held by Westgold Resources Ltd (ASX:WGX) which forms part of their Central Murchison Gold Project. The South Big Bell tenement covers the southern extension of the Mount Magnet-Meekatharra Greenstone Belt. Limited exploration work has been completed on the Project.

Sentinel Project

The Sentinel Project is located 130km east-northeast of the township of Kalgoorlie in the Eastern Goldfields. The Project comprises a single granted Exploration Licence, namely E28/2652. The Project lies within the southern Laverton Tectonic Zone, a regional scale shear/fault system that extends as a set of NNE and NNW trending structures from Laverton toward the Pinjin area.

The area has been explored for gold by a number of companies since the 1980s, exploration including predominantly reconnaissance and surface geochemical programs, and limited geochemical drill traverses through covered terrain. Mapping has located minor gold diggings at the Sentinel Prospect on the northern margin of Lake Rebecca.

Further details of the Projects can be found in the Prospectus dated 4 April 2018 (also available on the Company’s website orcaenergy.com.au.

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Corporate

In connection with the proposed acquisitions the Company sought shareholder approval on 13 April 2018 to:

  • (a) consolidate its securities on a 1 for 2 basis;

  • (b) issue approximately 50,000,000 shares at $0.02 each to raise approximately $1,000,000 via a public offer under the Prospectus ( Public Offer );

  • (c) appoint Mr. Justin Tremain and Mr. Andrew Radonjic as non-executive directors, with Mr. Greg Bandy and Mr. Nathan Rayner stepping down as directors;

  • (d) issue 12,000,000 New Options to certain advisers and brokers;

  • (e) issue 8,000,000 performance rights / options to proposed and continuing officers of the Company;

  • (f) change its name to Fin Resources Limited; and

  • (g) re-comply with Chapters 1 and 2 of the Listing Rules.

All resolutions put to the Extraordinary General Meeting of members were carried.

Public Offer

To facilitate the Company’s re-compliance with Chapters 1 and 2 of the Listing Rules and to support the proposed exploration program following completion of the proposed acquisitions the Company intends to offer approximately 50,000,000 shares to the public at an issue price of $0.02 each under the Prospectus to raise approximately $1,000,000 before costs ( Public Offer ). The Prospectus was lodged with ASIC on 4 April 2018.

Board Changes

At completion of the proposed acquisitions, Mr Greg Bandy and Mr Nathan Rayner will step down as directors, and Mr Justin Tremain and Mr. Andrew Radonjic will be appointed as non-executive directors.

Change of Company Name and ASX code

We refer to the Shareholder approval granted at the Extraordinary General Meeting held on 13 April 2018 to change the name of the Company from Orca Energy Limited to Fin Resources Limited. The change of the Company name process has now been completed and the Australian Securities and Investment Commission has recorded the change of Company name effective from 13 April 2018. Upon reinstatement to official quotation, the Company’s new ASX code will be FIN.

Cash at Bank

At the end of the Quarter the Company had cash at bank of $3.6m. Refer to the attached Appendix 3B for further details.

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Aaron Bertolatti

Company Secretary

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Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

+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

FIN RESOURCES LIMITED (formally Orca Energy Limited)

ABN
25 009 121 644
Quarter ended (“current quarter”)
25 009 121 644 31 March 2018
Consolidated statement of cash flows Current quarter
$A’000
Year to date
(9 months)
$A’000
1.
Cash flows from operating activities
1.1
Receipts from customers
1.2
Payments for
(a)
exploration & evaluation
(b)
development
(c)
production
(d)
staff costs
(e)
administration and corporate costs
1.3
Dividends received (see note 3)
1.4
Interest received
1.5
Interest and other costs of finance paid
1.6
Income taxes paid
1.7
Research and development refunds
1.8
Other (provide details if material)
1.9
Net cash from / (used in) operating
activities
-
-
-
-
-
(50)
-
15
-
-
-
-
-
-
-
-
-
(274)
-
46
-
-
-
-
(35) (228)
  • See chapter 19 for defined terms.

01/05/2010

Appendix 5B Page 1

Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

Consolidated statement of cash flows Current quarter
$A’000
Year to date
(9 months)
$A’000
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
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: Transaction costs of Proposed
Acquisition
3.10
Net cash from / (used in) financing
activities
-
-
-
-
-
-
-
-
(31)
-
-
-
-
-
-
-
-
(31)
(31) (31)
  • See chapter 19 for defined terms.

01/05/2010

Appendix 5B Page 2

Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

Consolidated statement of cash flows Current quarter
$A’000
Year to date
(9 months)
$A’000
4.
Net increase / (decrease) in cash and
cash equivalents for the period
4.1
Cash and cash equivalents at beginning of
period
4.2
Net cash from / (used in) operating
activities (item 1.9 above)
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
3,692
(35)
(31)
-
-
3,885
(228)
(31)
-
-
3,626 3,692
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
5.2
Call deposits
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)
3,626
-
-
-
3,692
-
-
-
3,626 3,692
6.
Payments to directors of the entity and their associates
Current quarter
$A'000
6.1
Aggregate amount of payments to these parties included in item 1.2
3
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
Current quarter
$A'000
3
-

Payment of Directors Fees and Remuneration - $3k

  • See chapter 19 for defined terms.

01/05/2010

Appendix 5B Page 3

Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

7. Payments to related entities of the entity and their Current quarter
associates $A'000
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
N/A
8.
Financing facilities available
Add notes as necessary for an
understanding of the position
Total facility amount
at quarter end
$A’000
Amount drawn at
quarter end
$A’000
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
Total facility amount
at quarter end
$A’000
Amount drawn at
quarter end
$A’000
- -
- -
- -
N/A
9.
Estimated cash outflows for next quarter
$A’000
9.1
Exploration and evaluation
9.2
Development
9.3
Production
9.4
Staff costs
9.5
Administration and corporate costs
9.6
Other (provide details if material)
9.7
Total estimated cash outflows
200,000
-
-
-
102,000
-
302,000
  • See chapter 19 for defined terms.

01/05/2010

Appendix 5B Page 4

Appendix 5B

Mining exploration entity and oil and gas exploration entity quarterly report

10.
Changes in
tenements
(items 2.1(b) and
2.2(b) above)
Tenement
reference
and
location
Nature of interest Interest at
beginning
of quarter
Interest
at end of
quarter
10.1
Interests in mining
tenements and
petroleum tenements
lapsed, relinquished
or reduced
N/A
10.2
Interests in mining
tenements and
petroleum tenements
acquired or increased
N/A

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:

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Date: 19 April 2018

(Company secretary)

Print name: Aaron Bertolatti

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.

  4. See chapter 19 for defined terms.

01/05/2010

Appendix 5B Page 5