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ORBMINCO LIMITED Interim / Quarterly Report 2012

Apr 29, 2012

65473_rns_2012-04-29_b5eab3f9-1c64-4892-bda1-6df1b2e898a2.pdf

Interim / Quarterly Report

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30 April 2012,

ASX Release, By e-lodgement

QUARTERLY ACTIVITIES REPORT FOR THE QUARTER ENDED 31 March 2012

HIGHLIGHTS

  • New Chairman and Managing Director appointed; both bring significant technical and corporate experience to the company

  • Financing agreement with New York based institutional company secured

  • Company commenced trading on New York based OTC.QX market

  • San Marcos gold project 43-101 completed

  • Metallurgical testwork programme for La Paz REE and the White Picacho specialty metal projects near completion

  • New project identification/evaluation programme accelerated

The Directors of Australian-American Mining Corporation Limited (“AusAmerican”, “AIW” or “Company”) are pleased to report the following activities occurred in the quarter ended 31st March 2012.

New Chairman and Managing Director appointed.

On the 14[th] March 2012, the Directors of AusAmerican announced the following changes to the Board of Directors and Management of the Company.

Mr Mark Ceglinski agreed to join the Company as non-executive Chairman and Mr Richard Holmes agreed to join as Managing Director. Mr Jim Malone retired as Chairman of the Company and remains as an Executive Director, Company Secretary and Chief Financial Officer. Mr Denis Geldard announced his retirement as a Director and CEO. Mr Don Falconer remains as the Company’s North American based non-executive Director. These announcements followed the retirements of Messrs Barns and Jackson from the Board earlier in the quarter.

Messrs Ceglinski and Holmes bring significant global mining experience and talent to the Board.

Mr Ceglinski is a professional company director and has a background in corporate finance and investment banking. He has worked extensively on acquiring, developing and financing mining and energy projects throughout the world. He is currently Chairman of ASX and AIM listed Tangiers Petroleum Limited.

Mr Holmes is a highly experienced geologist. He has worked in, developed and evaluated mining projects throughout the world. Mr Holmes most recent role was as Global Business Development Manager – Greenfields, for the global mining house AngloGold Ashanti. He has performed technical and financial analysis of projects and companies throughout the world. Previous roles that Mr Holmes has held include Group Manager – Global Geology and Business Development for Aditya Birla Minerals Ltd, and roles with Placer Dome Asia Pacific and CSA Australia.

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As part of the remuneration arrangements for the new directors, they will be eligible to participate in the Company’s performance rights plan. These rights have vesting conditions that align the Directors' Incentives directly to the success of the Company. The full details of these rights were outlined in a Notice of Meeting sent to shareholders on Friday 20 April and announced to the ASX on Monday 23[rd] April, along with an accompanying Explanatory Memorandum.

The company considers the appointment of senior Directors/Executives of the calibre of Messrs Ceglinski and Holmes as a real coup and believe that they will add significant value to the company in the coming months.

Signing of financing agreement with New York based institution Lind Partners

On the 3[rd] of February AusAmerican announced it has entered into an agreement with the Australian Special Opportunity Fund, LP (“ASOF”), a New York-based institutional investment fund, managed by The Lind Partners, LLC, for ASOF to provide working capital funding.

The Lind Partners, LLC is a New York-based alternative asset management company that selectively invests across a broad range of industries and economic environments.

Under the Agreement, ASOF will fund a maximum of AU$3,420,000, available under a series of independent arrangements with the provision of AU$3,070,000 at the election of AusAmerican.

In summary, the Agreement provides that:

  1. ASOF will invest AU$50,000 for ordinary shares in AusAmerican at AU$0.058 per share. Additionally, ASOF will advance AU$300,000 in exchange for an unsecured convertible security. This $350,000 was received in late February immediately the execution of the agreement which took place on 28[th] February 2012.

  2. 120 days post execution (June 27[th] ) and upon certain conditions being met, AusAmerican can require ASOF to a) subscribe for a second unsecured convertible security in the amount of AU$300,000 and b) invest an additional AU$50,000 for shares of AUS American at the lesser of AU$0.058 per share or 100% of the closing price on the day prior to execution.

  3. Upon certain conditions being met at any time post execution of the agreement, ASOF and AusAmerican may enter into a share purchase agreement for up AU$2,720,000 within 12 months from execution of the Agreement.

The funds will enable the Company over the next 12 months to continue the development of its various projects as well as develop other projects it may source, and does not prohibit the company from raising funds from other sources. It effectively financially underwrites the company for a period of at least 12 months.

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Company trading on New York based OTC.QX

In January 2012, the company was granted admission to the OTC.QX in New York and commenced trading there, thus fulfilling its goal of having a North American trading platform for investors based in this region. The company ticker on the OTC.QX is OZAMY.

The company also announced that it has temporarily suspended its pursuit of a TSX-V listing. It is well documented that the company spent considerable time and effort in pursuit of a TSX/TSXV listing but in the current circumstances considered it more prudent in the short-term to constrain listing activities and conserve cash.

While deciding to suspend this ambition temporarily, it is still the view of the Board and Management that it is in the best long-term interests of the company to be listed on the TSX given the location of the company’s assets.

San Marcos gold project 43-101 completed

During the quarter a NI 43-101 on was completed on the San Marcos gold project. The company has yet to delineate a JORC /NI 43-101 resource estimation at San Marcos. However, significant work has been completed at the project which includes a recently (December quarter 2011) drill programme and the completion of the NI 43-101 technical report. Only approximately 20% of the project has been explored to date. The project is located in Arizona in the USA.

Metallurgical testwork programme for La Paz REE and the White Picacho specialty metal projects near completion

The company reported in its last quarterly and in subsequent press releases that it was undergoing independent metallurgical testwork studies, conducted by Saskatchewan Research Council Mining and Minerals Division (“SRC”), based in Saskatchewan in Canada. These studies are testing metallurgical and leaching suitability/amenability and leaching on samples of ore from the La Paz Rare earth (“REE”) project and the White Picacho specialty metal projects, both 100% owned by the company and both located in Arizona, USA.

The company is awaiting the results of testwork on both these projects. It expects the results from the La Paz project in early May 2012 and the results of the White Picacho project in June 2012.

The La Paz REE project announced in the December 2011 quarter a maiden indicated resource of 16.2 million tonnes at 373.4 ppm (using a 300 ppm cut off) for 12.1 million pounds Rare Earth Elements (“REE”) and an inferred resource of 112 million tonnes at 371.5 ppm (using a 300 ppm cut off) for 83.5 million pounds.

New project generation/review process advancing

In joining the Board and Management Team at AusAmerican, Messrs. Ceglinski and Holmes bring significant project generation capabilities. As a result the company is currently reviewing a number of potentially prospective projects with a view to adding one or more projects to the company’s current asset base. The focus of the search is to identify projects that complement the company’s current assets of gold, uranium, REE and specialty/base metals.

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AusAmerican assets

At the end of the quarter the Company owned a number of assets - all located in low risk, miningfriendly jurisdictions in the USA. They comprise:

  • The La Paz REE project in Arizona. NI 43-101 and JORC compliant indicated and inferred resource of 128 million tonnes of REE (95.6 million pounds) grading 0.0371% (371ppm) with >16% HREE;

  • The White Picacho pegmatite strategic metal project located in Arizona (lithium, rubidium, tantalum, and niobium);

  • The Rio Puerco uranium project in New Mexico. NI 43-101 and JORC compliant inferred resource of 11.3 million pounds U3O8 grading 0.09% (900ppm) at a 0.03% (300ppm) cut off grade;

  • The Apex/Lowboy uranium project in Nevada. NI 43-101 and JORC compliant inferred resource of 1.5 million pounds U3O8 grading 0.07% (700 ppm) using a cut off grade 0.01% (100ppm);

  • The Lone Star uranium JV (AIW 90%) in Texas, with a number of leases on prospective uranium properties with historic resources;

  • The Apache Basin uranium project in Arizona;

  • The San Marcos gold project in Arizona; and

  • The Bernard gold project (AIW 90%) in Arizona.

The view of the Company is that it has a number of prospective, undervalued assets. The new management will conduct a review of these assets and work on expediting the progression of each of the assets as well as pursuing new opportunities to add to the asset base of the Company.

In addition to these mineral properties, the Company also has an investment of 3 million shares in ASX company Forge Resources Limited (ASX code: FRG) currently valued at approximately $1,200,000.

As at 31 March 2012, the Company had cash and liquid assets of approximately $1.87 million.

For any further information, please contact the Company on +61 9325 5568 or e-mail [email protected] or visit the website on www.ausamerican.com.

Sincerely,

Mark Ceglinski Chairman

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Competent person

The review of exploration activities and results contained in this report is based on information reviewed by Mr Richard Holmes, Managing Director of Australian-American Mining Corporation Limited (“AusAmerican” or “Company”). Mr Holmes is a member of the Australasian Institute of Mining and Metallurgy. Mr Holmes is considered a competent person pursuant to paragraph 8 of the JORC Code and has significant experience relevant to the style of mineralisation and types of deposits under consideration. Mr Holmes consents to the inclusion of this information in the form and context of this announcement.

The technical reports referred to in the quarterly (NI 43-101 technical reports on the La Paz Rare Earth Element project, Rio Puerco uranium project and the San Marcos gold project) were prepared by Mr Erik Ostensoe, P.Geo. Mr Ostensoe is an independent qualified person as defined in National Instrument 43-101 and with respect to the La Paz and San Marcos projects. Mr Ostensoe is familiar with the geology and mineral deposits of Western North America and has explored and worked on numerous mineral properties in Arizona, Nevada and New Mexico.

Cautionary note to U.S investors

The United States Securities and Exchange Commission limits disclosure for US reporting purposes to mineral deposits that a company can economically and legally extract or produce. We may use terms in the release such as “reserves”, “resources”, “geological”, “proven”, “probable”, “measured”, “indicated” or “inferred” which may not be consistent with the reserve definitions established by the SEC. US investors are urged to consider closely the disclosure in our annual reports. You can review and obtain copies of these filings from our website.

This announcement contains forward looking statements. These statements relate to future events, or our future financial performance. We have attempted to identify forward looking statements by terminology including “anticipates”, “believes”, “can”, “continue”, “could”, “estimates”, “expects”, “intends”, “may”, “plans”, “potential”, “predicts”, “should” or “will” or the negative of these terms or other comparable terminology. The statements are only predictions and involve known and unknown risks, uncertainties and other factors. The following factors, among others, could cause our actual results and performances to differ materially from the results and performance projected in, or implied by, the forward looking statements:

  • Our history of losses and expectation of further losses.

  • The effect of poor operating results on our company.

  • Our ability to expand our operations in both new and existing prospects and our ability to develop or acquire new prospects.

  • Or ability to develop new prospects and our performance in detecting and producing uranium for yellow cake.

  • Our ability to raise capital.

  • Our ability to fully utilize and retain new executives.

  • Negative publicity surrounding our product.

  • Trends in consumer tastes in energy.

  • The impact of litigation.

  • The impact of Federal, state, local or foreign government regulations.

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  • The effect of competition in our industry.

  • Economic and political conditions generally.

Further information:

For further information please contact Mark Ceglinski, Richard Holmes or Jim Malone at [email protected] or on +61 89325 5568

North American Investor Relations Manager: Peter Barnes on +1 646 269 3073.

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