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TANAMI GOLD NL M&A Activity 2003

Nov 23, 2003

65894_rns_2003-11-23_e69f8916-8a0b-46ee-884c-102983714a10.pdf

M&A Activity

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24 November 2003

The Manager Company Announcements Office Australian Stock Exchange Limited PO Box H224 Australia Square SYDNEY NSW 2000

Dear Sir

COYOTE ACQUISITION

The Directors of Tanami Gold NL (Tanami Gold) are pleased to announce that the Company is the successful bidder of AngloGold Australia Limited's (AngloGold) Western Tanami Project which hosts the high quality Coyote gold deposit taking the Company's total resources in the Western Tanami to 572,000 ounces of gold. In addition to the Coyote gold deposit, the Project comprises a number of exploration licences and applications together with an established exploration camp and associated equipment.

Tanami Gold is strongly of the view that there is significant potential to add to the Coyote resource given the presence of high grade intersections, particularly at depth. In addition, numerous ore grade intersections returned at prospects outside the resource provide immediate drill targets which could lead to additional ounces.

Importantly, strong synergy is achieved through combining the Western Tanami Project resources and tenements with Tanami Gold's existing resources at Larranganni and its large tenement holdings in the Tanami-Arunta Province. The combined Coyote and Larranganni resources provide a strong base for Tanami Gold to commence gold production in the Tanami.

Cash flow from operations will also enable Tanami Gold to further explore depth extensions to identified resources, continue regional exploration and contribute to its joint ventures with Barrick Gold Corporation and Newmont Mining Corporation.

AngloGold has demonstrated strong support for Tanami Gold's acquisition of the Western Tanami Project through electing to take part of the consideration for the sale in Tanami Gold shares rather than cash. AngloGold will voluntarily escrow its Tanami Gold shares for a minimum twelve month period following settlement in January 2004. AngloGold will become Tanami Gold's largest shareholder with 11.6% of the Company's issued ordinary shares following settlement.

Based on the Indicated Resource classification of the Coyote and Larranganni resources as estimated by Tanami Gold (refer Schedule 2), the Company will immediately commence a bankable feasibility study leading to the development of the Coyote Project.

The terms of the Western Tanami Project acquisition are set out in the attached Schedule 1.

Yours faithfully Tanami Gold NL

and Window

Denis Waddell Managing Director

Schedule 1 Attachments: Schedule 2

Figure 1 Figure 2

ASX_Coyote_24Nov2003

Note:

This information, so far as it pertains to Ore Reserves or Identified Mineral Resources is based on and accurately reflects, information compiled by members of the Australasian Institute of Mining and Metallurgy and/or the Australian Institute of Geoscientists, each of whom has had at least five years relevant experience in relation to the mineralisation being reported on to qualify as a Competent Person as defined in the Australasian Code for Reporting of Identified Mineral Resources and Ore Reserves.

SCHEDULE 1

TERMS OF THE WESTERN TANAMI PROJECT ACQUISITION FROM ANGLOGOLD

Tanami Gold shall pay AngloGold consideration comprised of the following:

  • A non-refundable deposit of A\$250,000;
  • A\$3.75 million on the completion date, which will be on or before 16 January 2004 ("Completion Date");
  • The issue to AngloGold Australia of 25 million fully paid ordinary shares in Tanami Gold, at an issue price of \$0.20 on the Completion Date;
  • A\$5.0 million, which payment shall be made within 120 days of the Completion Date; $\bullet$ and.
  • The payment of a royalty as follows: ٠
  • (i) For production of between 300 001 and 400 000 ounces of Produced Gold, Tanami Gold will pay a royalty of A\$15.00 per ounce of Produced Gold;
  • (ii) For production of Produced Gold from 400 001 ounces to 500 000 ounces, Tanami Gold will pay a royalty of A\$10.00 per ounce of Produced Gold; and
  • (iii) For production of Produced Gold from 500 001 ounces to 1 million ounces, Tanami Gold will pay a royalty of A\$5.00 per ounce of Produced Gold. The royalty payment is capped at 1 million ounces of Produced Gold.

For the purposes of this royalty obligation, "Produced Gold" means

  • $(i)$ In the event a new Coyote/Larranganni mill is built ("New Mill"), all gold milled by that mill and attributable to Tanami Gold, together with any gold produced from ore mined from any of the tenements in the Western Tanami Project ("Western Tanami Project Gold"), irrespective of where the same is milled (in the event that any Western Tanami Project Gold is not milled in the New Mill); and
  • $(ii)$ In the event the New Mill is not built, any gold produced from ore mined from any tenements in the Western Australian Tanami region and attributable to Tanami Gold.

SCHEDULE 2

TANAMI GOLD NL MINERAL RESOURCE SUMMARY

Project Indicated Inferred Total
Ounces Ounces Ounces
Tonnes Grade Αu Tonnes Grade Au Tonnes Grade Au
Coyote 2,240.000 5.4 389.000 130,000 5.5 23.000 2,370,000 5.4 412,000
Kookaburra 1,010,000 2.5 81,000 60.000 3.4 7.000 1,070,000 2.5 88,000
Sandpiper 500.000 3.4 53.000 140,000 4.0 18.000 630.000 3.5 72,000
Total 3,750,000 4,4 523.000 330,000 4.5 48.000 4,070,000 4.4 572,000

Notes:

Mineral Resources have been estimated using a nominal 1 g/t Au lower cut-off grade. Various top cuts were applied throughout the Coyote Mineral Resource ranging from 25 g/t to 100 $g/t$ .

A top cut of 20 g/t Au was used for both the Kookaburra and Sandpiper deposits.

FIGURE

FIGURE

TANAMI SECURES KEY COYOTE ACQUISITION BANKABLE FEASIBILITY STUDY TO IMMEDIATELY FOLLOW LANDMARK DEAL

Tanami Gold NL (ASX: TAM) has taken a decisive step towards its objective of becoming a significant gold producer in the Tanami-Arunta region of northern Australia after being announced today as the successful bidder for AngloGold Australia Limited's high-quality 412,000-ounce Covote gold deposit in the Western Tanami.

The acquisition – for a total consideration of $\mathbf{A}\mathbf{S}14$ million in a combination of cash and shares, plus a gold royalty on future production – will increase Tanami Gold's total resource inventory in the Western Tanami to 572,000 ounces including its existing Larranganni resources, 35 kilometres north of Coyote.

The Perth-based Company said today (Monday) it would immediately commence a bankable feasibility study leading to development of the Coyote Project, including an aggressive exploration program to further increase the Coyote resources and test a large number of regional targets.

"We are strongly of the view that there is significant potential to add to the Coyote resource given the presence of high-grade intersections, particularly at depth," said Tanami's Managing Director, Mr Denis Waddell. "The acquisition also includes Anglo's high-quality Western Tanami exploration portfolio, where ore grade intersections have been achieved at numerous prospects outside of the main Covote resource."

"This is a most significant acquisition for Tanami and represents the key turning point for the Company in our quest to establish a significant gold operation in the world-class Tanami-Arunta Province of northern Australia," he added. "We are delighted to have secured this outstanding opportunity following a highly competitive bidding process."

Tanami has successfully attracted some of the world's largest gold companies to fund exploration on its large ground position in the Tanami-Arunta Province, with exploration joint ventures in place with Barrick Gold, Newmont and Troy Resources.

In addition, Tanami is developing a potential new cash flow opportunity in base metals through its 18.3% interest in ASX-listed Pilbara Mines Limited, which owns 100% of the high-grade Jaguar polymetallic deposit near Leonora in Western Australia (1.7 million tonnes at 11.9% zinc and 3.66% copper).

Mr Waddell said the Coyote acquisition represented an outstanding opportunity to realise strong synergies by combining Anglo's Western Tanami Project with Tanami's existing Kookaburra and Sandpiper resources (totalling 160,000 ounces) at Larranganni.

"The combined Coyote and Larranganni resources provide a strong base for us to commence gold production in the Tanami," he said. "The cash flow from this operation will enable us to further explore depth extensions to the identified resources, continue regional exploration and contribute to our major regional joint ventures with Barrick and Newmont."

"We are particularly pleased that AngloGold has demonstrated strong support for the acquisition by electing to take part of the consideration in Tanami Gold shares rather than cash," Mr Waddell added.

"We believe this represents a strong vote of confidence in the quality of the combined project and tenement package and Tanami's ability to maximise its value in the short term."

On settlement of the acquisition, AngloGold will become Tanami Gold's largest shareholder with 11.6% of the Company's issued capital, alongside an already strong share register featuring a number of major European and Australian institutions.

The acquisition includes the Coyote resource $(2.4 \text{ million tonnes grading } 5.4 \text{ g/t gold for } 412,000$ contained ounces – estimated by Tanami Gold) and AngloGold's Western Tanami tenement package comprising a number of exploration licences and applications together with an established exploration camp and associated equipment.

The consideration comprises a non-refundable A\$250,000 deposit, a A\$3.75 million cash payment payable on completion of the transaction (scheduled by 16 January 2004), the issue to AngloGold of 25 million Tanami shares at an issue price of 20 cents on completion, and a A\$5 million payment within 120 days of completion.

In addition, a gold royalty is payable based on a sliding scale for different levels of future gold production and capped at 1 million ounces of produced gold.

AngloGold will voluntarily escrow its Tanami Gold shares for a minimum 12-month period following settlement in January 2004.

Mr Waddell said that, following a recently completed A\$3.5 million placement, Tanami had received strong indications of support for such an acquisition from all major shareholders and potential financiers.

"We would anticipate being able to arrange suitable funding relatively quickly both to meet the deferred A\$5 million payment to AngloGold and cover the costs of a bankable feasibility study and major exploration program at Covote," he said.

"The next 12 months will be a time of significant transition for Tanami Gold as we move ahead to develop two potential production centres – gold in the Western Tanami and base metals in Western Australia through our strategic interest in Pilbara Mines."

$-$ ENDS $-$

Released by: Jan Hope / Nicholas Read Jan Hope & Partners Telephone: (+61-8) 9388 1474 On behalf of: Mr Denis Waddell Managing Director Tanami Gold NL Telephone: (+61-8) 9381 2296