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RONIN RESOURCES LTD Capital/Financing Update 2023

Jun 20, 2023

65728_rns_2023-06-20_845072b8-ef74-4430-aede-b5f6eaa1d32e.pdf

Capital/Financing Update

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ACN 625 330 878

Registered Office: Level 21, 459 Collins Street Melbourne VIC 3000

ASX Announcement

21 June 2023

Ronin to acquire Hornby Lake Lithium Project

Contact:

Phone: +61 (0)3 8630 3321 Email: [email protected]

Board of Directors: Joseph van den Elsen (Executive Chairman)

Matthew Keen (Non-Executive Director)

Wilson Escobar Castaneda (Non-Executive Director)

Marnus Bothma (Proposed Non-Executive Director)

Company Secretary: Justin Mouchacca

Securities on Issue:

31,625,010 ordinary shares 3,925,000 unlisted $0.30c options 200,000 Performance Rights

Share Price – $0.195 (20 June 2023)

Market capitalisation – ~$6.167M (at $0.195)

Highlights

  • Ronin to acquire the Hornby Lake Project, a 123 km[2] package of 622 contiguous lithium exploration claims located in Ontario, Canada.

  • Analysis of available aerial photography over the Hornby Lake Project supports historical field observations of the presence of outcropping pegmatites.

  • Well timed acquisition leading into the Canadian field season with exploration programs targeted to commence early Q3 2023. First phase of exploration will include further desktop review and target identification and be followed by surface mapping, and identification and geochemical sampling of outcropping pegmatites to determine their potential to host significant lithium mineralization.

  • Ronin has received firm commitments to raise $300k at an issue price of $0.15 per Share to support exploration at the Hornby Lake Project.

  • Experienced geologist Marnus Bothma to be appointed to the Board.

Ronin Resources Limited ( ASX: RON ) ( Ronin or the Company ) is pleased to announce that it has entered into binding agreements to acquire 100% of the issued capital in Ontario Battery Metals Pty Ltd ( OBM ), which (through its wholly owned subsidiary Ontario Battery Corp) is the owner of the Hornby Lake Project ( Acquisition ).

The project is located in North-western Ontario, Canada, 15km west of Frontier Lithium Inc’s ( Frontier ) (TSXV:FL) PAK and Spark lithium projects. Frontier has reported a pegmatite hosted Mineral Resource Estimate for their PAK project1 of 26 Mt @ 1.62% Li2O (M&I) and 32.4 Mt @1.41% Li2O (Inferred)2, including recent drilling results of [email protected]% Li2O3.

Ronin Executive Chairman Joseph van den Elsen commented:

Cash at Bank – $3.75M (31 March 2023)

About Ronin Resources Limited

Ronin Resources Limited (ASX: RON) is an ASX listed company focused on the evaluation and assessment of the Vetas and Santa Rosa Projects. Both projects are located in Colombia and 100% owned by Ronin. The Company also seeks Location to evaluate and assess complementary new business opportunities capable of delivering shareholder returns.

“The Hornby Lake Project is an exciting addition which further diversifies the Ronin portfolio. The importance of Lithium in a world shifting towards renewable energy sources and electric vehicles is well known, and the Acquisition provides shareholders with exposure to Lithium exploration in a tier 1 mining jurisdiction. The Company remains committed to its strategy of generating shareholder value through development of its existing assets and pursuing business development opportunities capable of further complementing the portfolio”.

1 Ronin has no interest in the PAK Project

2 Frontier Lithium Company Fact Sheet: https://www.frontierlithium.com/_files/ugd/dec7de_844a5e2cc2234a1babbbea1879ce5573.pdf 3 Frontier Lithium NI 43-101 Technical Report: https://www.frontierlithium.com/_files/ugd/dec7de_cdfc019ab6434df3b63256dcc7583099.pdf

Page 1 of 13

The Hornby Lake Project comprises 622 active mineral claims covering an area of approximately 123km[2] and is located in North-western Ontario, Canada, approximately 170km north of the nearest major population centre and 100km east of the Ontario-Manitoba border. The property is accessible year-round through float or ski equipped aircraft from Red Lake, through commercial flights to Deer Lake or North Spirit Lake indigenous communities and via the North Spirit Lake – Deer Lake Winter road.

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Exploration history

Historical work on the Hornby Lake Project includes the following:

Year
Company
Work Type
Results
Year
Company
Work Type
Results
1968 Asbestos Corp Ltd
Electromagnetic, Magnetic /
Magnetometer Survey
Early stage target acquisition. A
number of conductors identified
for potential sulphide
mineralisation
1970 Cochenour
Explorations Ltd
Airborne radiometric,
electromagnetic and
magnetic surveys
1971 Cochenour Willians
Gold Mines
EM VLF, geological surveys,
radiometric survey
Mapping and target generation,
numerous pegmatites identified
Uncertain J Duncan
Diamond Drilling
Minor sulphides intersected as well
as minor pegmatites

Project Geology:

The Hornby Lake Project is located near the border between the Berens River and Sachigo sub provinces, which are part of the Archean Superior Province of the Canadian Shield. These sub provinces consist of distinct volcanicsedimentary belts, known as greenstone belts, that are surrounded by extensive formations of granitic and gneissic rocks. The Bear Head Lake Fault Zone acts as a boundary separating these sub provinces.

Locally the Hornby Lake Project captures the majority of the known Hornby Lake Greenstones and is surrounded by massive to foliated granodiorite to granite to the northeast and foliated tonalite to the west and south. The project is primarily underlain by mesoarchean greenstones and hosts what is interpreted to be a north-south trending shear zone associated with local magnetic highs.

There are three types of granite bodies in the Hornby Lake Project area:

  1. Large intrusives: mainly located in the northeast of the claimed area;

  2. Medium sized intrusives forming domes; and

  3. Coarse grained to Pegmatitic granite dikes radiating from a central point in the northeast of the Hornby lake project.

Historical works have identified numerous granites containing both biotite and muscovite with pegmatitic material containing muscovite and feldspar minerals up to 4cm in length. Exploration has also identified elevated U/Th ratios, an undefined vitreous rare earth element bearing mineral forming up to 1% of the granites and tourmalines, all of which indicates a fractionated source. The majority of the units in the Hornby Lake Project area fall into the upper greenschist of albite – epidote – amphibolite facies.

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Figure 1 Regional scale aeromagnetic anomalies present coinciding with interpreted pegmatites as identified from aerial photography

Proposed Work Program

Analysis of available aerial photography over the Hornby Lake Project has identified a large number of outcropping major dike structures interpreted to be pegmatites. The first phase of exploration will include further desktop review and target identification and be followed by surface mapping, and identification and geochemical sampling of outcropping pegmatites to determine their potential to host significant lithium mineralization.

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Figure 2 Location of the interpreted potential pegmatite structures. The general trend of the structures is northeast to southwest, indicating the source of the fluids is either the northeastern granites or the southwestern tonalites

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Figure 3 see Figure 3 enlargement 1

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Figure 4 See Figure 3 enlargement 2

Acquisition Terms

Ronin has entered into binding share purchase agreements ( SPAs ) with the shareholders of OBM (to acquire 100% of the issued share capital in OBM consideration for:

  • (a) the payment of $50,000 in cash; and

  • (b) the issue of 3.2 million fully paid ordinary shares in the Company ( Consideration Shares ).

The Company will issue the Consideration Shares under its existing 15% placement capacity under ASX Listing Rule 7.1.

OBM holds 100% of the issued share capital in Ontario Battery Corp, the holder of the 123 active mineral claims comprising the Hornby Lake Project.

Completion of the Acquisition is subject to the Company completing and being satisfied with the results of its due diligence on OBM and the Lake Hornby Project. Subject to satisfaction of this condition precedent, it is expected that completion of the Acquisition will occur on or around 27 June 2023.

Aside from Mr Marnus Botham (a proposed Non-Executive Director of the Company), the shareholders of OBM are unrelated parties of the Company.

The SPAs otherwise contain representatives, warranties and other clauses that are considered standard for agreements of this nature.

Placement

The Company has received firm commitments from sophisticated and professional investors to raise $300,000 through the issue of 2,000,000 fully paid ordinary shares ( Placement Shares ) at an issue price of $0.15 per share ( Placement ). The Placement Shares will be issued under the Company’s existing 10% additional placement capacity under ASX Listing Rule 7.1A.

The issue price of $0.15 per share represents a 23% discount to the last traded price of $0.195 on 16 June 2023, and a 12% discount to the 15 day volume weighted average price of the Company’s Shares on the 15 trading days prior to this date.

The Company has engaged Vert Capital as Lead Manager to the Placement and will pay Vert Capital a capital raising fee of 6% of the amount raised under the Placement.

Board Changes

In connection with the Acquisition, the Company is pleased to announce the appointment of Mr Marnus Bothma as a Non-Executive Director, with existing Director Wilson Escobar to resign from the Board, with effect from completion of the Acquisition.

Mr Bothma is a qualified geologist and company executive who is experienced in early exploration of mining assets through to production, having conducted numerous technical programs in Australia, Canada and Korea. Mr Bothma was the founding director and CEO of Peak Iron Mines, a privately owned iron ore mining company with operations in South Australia exporting through Whyalla. Mr Bothma also founded and (until mid 2022) was the Managing Director of Northern Iron Pty Ltd, which acquired and operates the Warrego tailings rehabilitation project in the Northern Territory. Mr Bothma has also served as non-executive director on the board of ASX listed company Chase Mining Ltd (ASX:CLM).

Upon completion of the Acquisition, Mr Escobar will resign as a Director but remain available to consult to the Company as necessary in connection with the Company’s development of its Colombian projects. The Board wishes to thank Mr Escobar for his efforts and contribution to the Company since prior to its listing on the ASX, particularly his oversight and management of the Vetas Project and support during the Company’s IPO and ASX listing in December 2021.

Company’s Strategy upon completion of the Acquisition

The Company listed on ASX in December 2021 with a strategy to generate shareholder value through exploration and development of its two 100% owned Colombian resource projects and pursuing complementary or value accretive resource acquisition opportunities.

Ronin remains committed to its two existing Colombian resource projects, being the Vetas Project, a large, highgrade, thermal coal project (the Company’s primary focus), and its Santa Rosa Project, an earlier stage gold and copper project.

However, as detailed by the Company in its ASX announcements, the Company’s ability to develop the Vetas Project since the Company’s ASX listing in December 2021 has been adversely impacted by socio-political instability in Colombia. As a result, the Board has increased its efforts on the Company’s acquisition strategy which has led to the Company’s proposed acquisition of the Hornby Lake Project. Notwithstanding this, the Company intends to resume on-ground activities at the Vetas Project as soon as the situation in Colombia improves sufficiently to enable it to do so.

The Company’s strategy moving forward will be to generate shareholder value through development of all of its projects, in addition to assessing other acquisition opportunities to continue to diversify the Company’s asset portfolio.

The Company’s proposed budgeted expenditure on its projects for the next 12 months upon completion of the Acquisition is as follows:

Project AUD$
Exploration program – Vetas Project 725,0002
Exploration program – Santa Rosa Project 125,000
Exploration program – Hornby Lake Project 150,000
TOTAL $1,000,000

Notes :

  1. The Company notes this is indicative only and subject to the results of ongoing exploration and development works at each of the projects.

  2. As noted above, the Company’s proposed spend on the Vetas Project is dependent on the socio-political instability in Colombia improving sufficiently to enable it to do so.

- Ends –

This announcement has been approved for release by the Board of RON.

For more information, please contact:

Justin Mouchacca Company Secretary +61 3 8630 3321

The Company was admitted to the Official List (ASX code: RON) in December 2021 and is focused on the assessment and evaluation of the Vetas and Santa Rosa Projects. Ronin holds a 100% interest in both projects which are located in Colombia. The Company also seeks to identify, assess and potentially acquire complementary new business opportunities capable of delivering shareholder returns.

Competent Persons Statement

The information in this announcement relating to Exploration Results is based on information compiled by Neil Hutchison of Geolithic Geological Services, who is a consultant to Ronin Resources, and a member of The Australasian Institute of Geoscientists. Mr Hutchison has sufficient experience relevant to the style of mineralisation and type of deposit under consideration, and to the activity he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resource and Ore Reserves”. Mr Hutchison consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

Forward Looking Statement

This ASX announcement may include forward-looking statements. These forward-looking statements are not historical facts but rather are based on Ronin Resources Ltd’s current expectations, estimates and assumptions about the industry in which Ronin Resources Ltd operates, and beliefs and assumptions regarding Ronin Resources Ltd.’s future performance. Words such as “anticipates”, “expects”, “intends”, “plans”, “believes”, “seeks”, “estimates”, “potential” and similar expressions are intended to identify forward-looking statements. Forward-looking statements are only predictions and are not guaranteed, and they are subject to known and unknown risks, uncertainties and assumptions, some of which are outside the control of Ronin Resources Ltd. Past performance is not necessarily a guide to future performance and no representation or warranty is made as to the likelihood of achievement or reasonableness of any forward-looking statements or other forecast. Actual values, results or events may be materially different to those expressed or implied in this ASX announcement. Given these uncertainties, recipients are cautioned not to place reliance on forward looking statements. Any forward-looking statements in this announcement speak only at the date of issue of this announcement. Subject to any continuing obligations under applicable law and the ASX Listing Rules, Ronin Resources Ltd does not undertake any obligation to update or revise any information or any of the forward-looking statements in this announcement or any changes in events, conditions, or circumstances on which any such forward looking statement is based.

JORC Code, 2012 Edition – Table 1 report template

Section 1 Sampling Techniques and Data

(Criteria in this section apply to all succeeding sections.)

Criteria JORC Code explanation Commentary
Sampling Nature and quality of sampling (eg cut channels, random chips, or •Not applicable as no drilling or sampling work has been undertaken
techniques specific specialised industry standard measurement tools appropriate
to the minerals under investigation, such as down hole gamma
sondes, or handheld XRF instruments, etc). These examples should
not be taken as limiting the broad meaning of sampling.
Include reference to measures taken to ensure sample representivity
and the appropriate calibration of any measurement tools or systems
used.
Aspects of the determination of mineralisation that are Material to the
Public Report.
In cases where ‘industry standard’ work has been done this would be
relatively simple (eg ‘reverse circulation drilling was used to obtain 1
m samples from which 3 kg was pulverised to produce a 30 g charge
for fire assay’). In other cases more explanation may be required,
such as where there is coarse gold that has inherent sampling
problems. Unusual commodities or mineralisation types (eg
submarine nodules) may warrant disclosure of detailed information.
Drilling Drill type (eg core, reverse circulation, open-hole hammer, rotary air •Not applicable as no drilling or sampling work has been undertaken
techniques blast, auger, Bangka, sonic, etc) and details (eg core diameter, triple
or standard tube, depth of diamond tails, face-sampling bit or other
_type, whether core is oriented and ifso, by what method, etc). _
Drill sample Method of recording and assessing core and chip sample recoveries •Not applicable as no drilling or sampling work has been undertaken
recovery and results assessed.
Measures taken to maximise sample recovery and ensure
representative nature of the samples.
Whether a relationship exists between sample recovery and grade
and whether sample bias may have occurred due to preferential
loss/gainof fine/coarse material.
Logging Whether core and chip samples have been geologically and •Not applicable as no drilling or sampling work has been undertaken
geotechnically logged to a level of detail to support appropriate
Mineral Resource estimation, mining studies and metallurgical
studies.

Page 9 of 13

Criteria JORC Code explanation Commentary
Whether logging is qualitative or quantitative in nature. Core (or
costean, channel, etc) photography.
• _The total length and percentage of the relevant intersections logged. _
Sub- If core, whether cut or sawn and whether quarter, half or all core •Not applicable as no drilling or sampling work has been undertaken
sampling taken.
techniques If non-core, whether riffled, tube sampled, rotary split, etc and
and sample whether sampled wet or dry.
preparation For all sample types, the nature, quality and appropriateness of the
sample preparation technique.
Quality control procedures adopted for all sub-sampling stages to
maximise representivity of samples.
Measures taken to ensure that the sampling is representative of the in
situ material collected, including for instance results for field
duplicate/second-half sampling.
Whether sample sizes are appropriate to the grain size of the material
_being sampled. _
Quality of The nature, quality and appropriateness of the assaying and •Not applicable as no drilling or sampling work has been undertaken
assay data laboratory procedures used and whether the technique is considered
and partial or total.
laboratory For geophysical tools, spectrometers, handheld XRF instruments, etc,
tests the parameters used in determining the analysis including instrument
make and model, reading times, calibrations factors applied and their
derivation, etc.
Nature of quality control procedures adopted (eg standards, blanks,
duplicates, external laboratory checks) and whether acceptable levels
_of accuracy (ie lack of bias) and precision have been established. _
Verification The verification of significant intersections by either independent or •Not applicable as no drilling or sampling work has been undertaken
of sampling alternative company personnel.
and The use of twinned holes.
assaying Documentation of primary data, data entry procedures, data
verification, data storage (physical and electronic) protocols.
• _Discuss any adjustment to assay data. _
Location of Accuracy and quality of surveys used to locate drill holes (collar and •Not applicable as no drilling or sampling work has been undertaken
data points down-hole surveys), trenches, mine workings and other locations
used in Mineral Resource estimation.
Specification of the grid system used.
Quality and adequacy of topographic control.
Criteria JORC Code explanation Commentary
Data spacing
Data spacing for reporting of Exploration Results.
•Not applicable as no drilling or sampling work has been undertaken
and Whether the data spacing and distribution is sufficient to establish the
distribution degree of geological and grade continuity appropriate for the Mineral
Resource and Ore Reserve estimation procedure(s) and
classifications applied.
• _Whether sample compositing has been applied. _
Orientation Whether the orientation of sampling achieves unbiased sampling of •Not applicable as no drilling or sampling work has been undertaken
of data in possible structures and the extent to which this is known, considering
relation to the deposit type.
geological If the relationship between the drilling orientation and the orientation
structure of key mineralised structures is considered to have introduced a
sampling bias, this should be assessed and reported if material.
Sample The measures taken to ensure sample security. •Not applicable as no drilling or sampling work has been undertaken
security
Audits or The results of any audits or reviews of sampling techniques and data.
•Not applicable as no drilling or sampling work has been undertaken
reviews

Section 2 Reporting of Exploration Results

(Criteria listed in the preceding section also apply to this section.)

Criteria
JORC Code explanation
Commentary
Mineral
tenement
and land
tenure status
Type, reference name/number, location and ownership including
agreements or material issues with third parties such as joint
ventures, partnerships, overriding royalties, native title interests,
historical sites, wilderness or national park and environmental
settings.
The security of the tenure held at the time of reporting along with any
_known impediments to obtaining a licence to operate inthe area. _
•Ontario Battery Metals Corp. owns 100% of the Hornby Lake project
•No royalties exist over the property
•The Hornby Lake project consists of 622 Single Cell Mining Claims
•Claim numbers are: 794082 – 794703
•All claims are reported to be in good standing, which will be confirmed
during the due diligence period
Exploration
done by
other parties
Acknowledgment and appraisal of exploration by other parties.
Year
Company
Work Type
Report Number
1968
Asbestos
Corp Ltd
Electromagnetic,
Magnetic /
Magnetometer
Survey
53C12SE0004
1970
Cochenour
Explorations
Ltd
Airborne
radiometric,
electromagnetic
andmagnetic
53C12SE0002
53C12SE0001
1968
1970
Criteria
JORC Code explanation
Commentary
Criteria
JORC Code explanation
Commentary
1971
Uncertain
surveys
Cochenour
Willians Gold
Mines
EM VLF,
geological
surveys,
radiometric
survey
53C12SE0003
J Duncan
Diamond Drilling
53C05NE0003
53C05NE0002
53C05NE0001
Geology
Deposit type, geological setting and style of mineralisation.
•The Hornby Lake Project is located near the border between the
Berens River and Sachigo sub provinces, which are part of the
Archean Superior Province of the Canadian Shield. These sub
provinces consist of distinct volcanic-sedimentary belts, known as
greenstone belts, that are surrounded by extensive formations of
granitic and gneissic rocks. The Bear Head Lake Fault Zone acts as a
boundary separating these sub provinces. Regionally lithium is
hosted within LCT pegmatites.
•Locally the Hornby Lake Project captures the majority of the known
Hornby Lake Greenstones and is surrounded by massive to foliated
granodiorite to granite to the northeast and foliated tonalite to the
west and south.
•Analysis of publicly available aerial photography has yielded a
number of potential pegmatite targets which are yet to be ground
truthed.
•No significantmineralisation has been reported onthe claims
Drill hole
Information
A summary of all information material to the understanding of the
exploration results including a tabulation of the following information
for all Material drill holes:
o easting and northing of the drill hole collar
o elevation or RL (Reduced Level – elevation above sea level in
metres) of the drill hole collar
o dip and azimuth of the hole
o down hole length and interception depth
o hole length.
If the exclusion of this information is justified on the basis that the
information is not Material and this exclusion does not detract from
•Not applicable as no drilling or sampling work has been undertaken
Criteria JORC Code explanation Commentary
the understanding of the report, the Competent Person should clearly
_explain why this is the case. _
Data In reporting Exploration Results, weighting averaging techniques, •Not applicable as no drilling or sampling work has been undertaken
aggregation maximum and/or minimum grade truncations (eg cutting of high
methods grades) and cut-off grades are usually Material and should be stated.
Where aggregate intercepts incorporate short lengths of high grade
results and longer lengths of low grade results, the procedure used
for such aggregation should be stated and some typical examples of
such aggregations should be shown in detail.
The assumptions used for any reporting of metal equivalent values
_should be clearly stated. _
Relationship These relationships are particularly important in the reporting of •Not applicable as no drilling or sampling work has been undertaken
between Exploration Results.
mineralisatio If the geometry of the mineralisation with respect to the drill hole
n widths and
angle is known, its nature should be reported.
intercept If it is not known and only the down hole lengths are reported, there
lengths should be a clear statement to this effect (eg ‘down hole length, true
_width not known’). _
Diagrams Appropriate maps and sections (with scales) and tabulations of •Not applicable as no drilling or sampling work has been undertaken
intercepts should be included for any significant discovery being
reported These should include, but not be limited to a plan view of
_drill hole collar locations and appropriate sectional views. _
Balanced Where comprehensive reporting of all Exploration Results is not •Not applicable as no drilling or sampling work has been undertaken
reporting practicable, representative reporting of both low and high grades
and/or widths should be practiced to avoid misleading reporting of
_Exploration Results. _
Other Other exploration data, if meaningful and material, should be reported
•Publicly available aeromagnetic data is presented in Figure 2 and is
substantive including (but not limited to): geological observations; geophysical sourced from Ontario Data Set 1036 with grid cell sizes of 200 x
exploration survey results; geochemical survey results; bulk samples – size and 200m
data method of treatment; metallurgical test results; bulk density,
groundwater, geotechnical and rock characteristics; potential
_deleterious or contaminating substances. _
Further work
The nature and scale of planned further work (eg tests for lateral
•The first phase of exploration will target mapping, identification and
extensions or depth extensions or large-scale step-out drilling). geochemical sampling of these major structures to determine their
Diagrams clearly highlighting the areas of possible extensions, potential to contain significant lithium mineralisation.
including the main geological interpretations and future drilling areas,
provided this information is not commercially sensitive.