NEURIZER LTD — Interim / Quarterly Report 2014

Jan 29, 2015

30 January 2015

COMPANY ANNOUNCEMENTS OFFICE AUSTRALIAN SECURITIES EXCHANGE

ASX CODE MTN

QUARTERLY ACTIVITIES REPORT

Period – 1 October 2014 to 31 December 2014

Marathon Resources Limited (ASX:”MTN”) presents its Activities Report for the Quarter ending 31 December 2014.

Exploration Activity and Other Initiatives

During the quarter under review directors and management continued to review projects for an appropriate investment with the potential to add significant value to the Company’s shareholders in the context of an equity markets environment where capital is constrained for modest sized mining and energy companies. The projects under review were in South Australia, other Australian states and overseas. Details of the extensive ongoing assessments were provided in the Review of Operations and Operating Results section of the 2014 Annual Report, released on the ASX announcements platform 29 September 2014.

The directors remained committed to increasing shareholder value through acquisition or merger and continued to vigorously assess available options in line with that strategy.

In October 2014 ARP TriEnergy Pty Ltd (“ TriE ”), a private Australian company, acquired the shareholding of Bentley Capital Ltd (BEL) and TriE remains the largest shareholder in Marathon with 19.99% of Marathon’s issued capital. Mr Justyn Peters, the Chairman of TriE was appointed a director of Marathon on 1[st] December 2014. Mr Peters was invited to join the Board after Mr Chris Ryan was not re-elected as a director at the Company’s AGM on 21[st] November 2014.

Leigh Creek Energy Project (“LCEP”) and Non-Binding Term Sheet

The Company continued to assess underground coal gasification opportunities in South Australia and the LCEP became the focus of our activities due to favourable regulatory requirements, existing infrastructure and energy demands in Eastern Australian states.

The Company was therefore pleased to announce (ASX platform 1[st] December 2014)

• § the appointment of Mr Justyn Peters as a Director of Marathon; and § it had signed a Non-Binding Term Sheet to undertake due diligence investigations, and subject to all relevant approvals, to farm-in on the Leigh Creek Energy Project (“ LCEP ”) owned by TriE ”.

The LCEP, located at Leigh Creek in South Australia is focused on generating significant new energy sources by producing gas supplies from the vast Leigh Creek coal reserves via In-Situ Gasification.

Post Quarter – Binding Term Sheet

The Board considered the LCEP met the chosen criteria of providing low risk and low cost appraisal drilling, a project managed by credible people and an entry point which is fairly priced , and on 7 January 2015 Marathon announced it had signed a Binding Term Sheet to acquire TriE.

This followed additional due diligence on the LCEP with the Marathon Board determining that a faster process was more appropriate for shareholders, in light of rapid operational progress for the LCEP and gas demand in the Eastern Australian states, compared with the proposal outlined in the Non-Binding Term Sheet of 1[st] December 2014.

Documentation is now underway, including an independent expert’s report, in preparation for an EGM at which Marathon shareholders will be asked to approve the acquisition of the issued capital of TriE in return for new Marathon shares as consideration.

Pursuant to the Binding Term Sheet, Marathon has agreed to acquire 100% of TriE in return for issuing 138,311,684 new ordinary shares in Marathon (being 60% of the total expanded capital base).

The proposed acquisition is subject to:

• Regulatory approvals (ASX, ASIC and South Australian Government); • Marathon shareholder approval; and

• ARP TriEnergy shareholder approval.

MEDIA CONTACT :

Peter Williams John Field Chairman Managing Director Marathon Resources Limited Field Public Relations (08) 8348 3500 (08) 8234 9555 0418 819 527

Appendix 5B Mining exploration entity quarterly report

Rule 5.5

Appendix 5B

Mining exploration entity quarterly report

Introduced 01/07/96. Origin: Appendix 8. Amended 01/07/97, 01/07/98, 30/9/01,01/06/10. 17/12/10, 01/05/2013

Name of entity

Marathon Resources Limited

	ABN 31 107 531 822 Consolidated statement of cash flows		Quarter ended (“current quarter”) 31 December 2014	Quarter ended (“current quarter”) 31 December 2014
			31 December 2014
Cash flows related to operating activities 1.1 Receipts from product sales and related debtors 1.2 Payments for (a) (1) Exploration & evaluation (2) Development Due diligence (b) (1) Administration (2) Rent/insurance 1.3 Dividends received 1.4 Interest and other items of a similar nature received 1.5 Interest and other costs of finance paid 1.6 Income taxes paid 1.7 Other (provide details if material) (1) Takeover Defence costs (2) Other Initiatives Net Operating Cash Flows		Current quarter $A’000		Year to date (6months) $A’000
		(12) - (107) (248) (28) -		(25) (50) (132) (396) (113) 64
		(395)		(652)
Cash flows related to investing activities 1.8 Payment for purchases of: (a) prospects (b) equity investments (c) other fixed assets 1.9 Proceeds from sale of: (a) prospects (b) equity investments (c) other fixed assets 1.10 Loans to other entities 1.11 Loans repaid by other entities 1.12 Other (provide details if material) Net investing cash flows 1.13 Total operating and investing cash flows (carriedforward)		-		11
		-		11
		(395)		(641)

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

1.13 Total operating and investing cash flows (brought forward)	(395)	(641)
Cash flows related to financing activities 1.14 Proceeds from issues of shares, options, etc. 1.15 Proceeds from sale of forfeited shares 1.16 Proceeds from borrowings 1.17 Repayment of borrowings 1.18 Dividends paid 1.19 Other – Capital Raising Costs Net financing cash flows
	-	-
Net increase (decrease) in cash held 1.20 Cash at beginning of quarter/year to date 1.21 Exchange rate adjustments to item 1.20 1.22 Cash at end of quarter	(395) 3,336 -	(641) 3,582 -
	2,941	2,941

Payments to directors of the entity and associates of the directors Payments to related entities of the entity and associates of the related entities

• Current quarter $A'000

• 1.23 Aggregate amount of payments to the parties included in item 1.2 105 1.24 Aggregate amount of loans to the parties included in item 1.10 - 1.25 Explanation necessary for an understanding of the transactions -

Non-cash financing and investing activities

• 2.1 Details of financing and investing transactions which have had a material effect on consolidated assets and liabilities but did not involve cash flows Nil

• 2.2 Details of outlays made by other entities to establish or increase their share in projects in which the reporting entity has an interest

Nil

Financing facilities available

Add notes as necessary for an understanding of the position.

3.1 Loan facilities 3.2 Credit standby arrangements	Amount available $A’000	Amount used $A’000
	Nil	-
	Nil	-

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

Estimated cash outflows for next quarter

• 4.1 Exploration and evaluation

• 4.2 Development

• 4.3 Production

• 4.4 Administration

Total

$A’000 250 - -

• 250 500

Reconciliation of cash

Total Reconciliation of cash	500
Reconciliation of cash at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts is as follows.	Current quarter $A’000	Previous quarter $A’000
5.1 Cash on hand and at bank 5.2 Deposits at call 5.3 Bank overdraft 5.4 Other – deposit release on surrender of government guarantee	27	34
	2,914	3,302
	-	-
	-	-
Total: cash at end of quarter(item 1.22)	2,941	3,336

Changes in interests in mining tenements

6.1 Interests in mining tenements relinquished, reduced or lapsed 6.2 Interests in mining tenements acquired or increased	Tenement reference	Nature of interest (note (2))	Interest at beginning ofquarter	Interest at end of quarter
		At 31stDecember 2014 Company no longer holds directly any exploration tenements
	EL 5203 EL 5202 EL 5238 ML 5787 EL 4520 EL 5306 EL 5436	At 31stDecember 2014 unincorporated JVs had been terminated on the following tenements: Alice Park Oakvale Kangaroo Flat Pernatty Lagoon Walparuta Project Kaniva	0% 0%	0% 0%

• See chapter 19 for defined terms.

Appendix 5B Page 3

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Appendix 5B Mining exploration entity quarterly report

Issued and quoted securities at end of current quarter Description includes rate of interest and any redemption or conversion rights together with prices and dates.

dates.
	Total number	Number quoted	Issue price per security (see note 3) (cents)	Amount paid up per security (see note 3) (cents)
7.1 Preference +securities (description) 7.2 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy- backs, redemptions	N/A
7.3 +Ordinary securities 7.4 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy- backs	92,207,789	92,207,789
7.5 +Convertible debt securities (description) 7.6 Changes during quarter (a) Increases through issues (b) Decreases through securities matured, converted	N/A
7.7 Options (description and conversion factor) 7.8 Issued during quarter 7.9 Exercised during quarter 7.10 Expired during quarter	750,000	-	Exercise Price On Issue 1.75 After Rights Issue 1.727	Expiry date 01.11.2015
	-	-	-	-
	-	-	-	-
	-	-	-	-
7.11 Debentures (totals only)	-
7.12 Unsecured notes(totals only)	-

• See chapter 19 for defined terms.

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Appendix 5B Mining exploration entity quarterly report

Compliance statement

• 1 This statement has been prepared under accounting policies which comply with accounting standards as defined in the Corporations Act or other standards acceptable to ASX (see note 5).

• 2 This statement does / ~~does not*~~ (delete one) give a true and fair view of the matters disclosed.

Sign here: ............................................................ Date: 30 January 2015 (Company secretary)

Print name: SM Appleyard

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 wanting to disclose additional information is encouraged to do so, in a note or notes attached to this report.

• 2 The “Nature of interest” (items 6.1 and 6.2) includes options in respect of interests in mining tenements acquired, exercised or lapsed during the reporting period. If the entity is involved in a joint venture agreement and there are conditions precedent which will change its percentage interest in a mining tenement, it should disclose the change of percentage interest and conditions precedent in the list required for items 6.1 and 6.2.

• 3 Issued and quoted securities The issue price and amount paid up is not required in items 7.1 and 7.3 for fully paid securities .

• 4 The definitions in, and provisions of, AASB 6: Exploration for Evaluation of Mineral Resources and AASB 107: Statement of Cash Flows apply to this report.

• 5 Accounting Standards ASX will accept, for example, the use of International Accounting Standards for foreign entities. If the standards used do not address a topic, the Australian standard on that topic (if any) must be complied with.

• See chapter 19 for defined terms.

Appendix 5B Page 5

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